08 May 2009

Smiths Group plc Prices US$500m US Bond Offering

Smiths Group plc today announces that it has launched and priced a dual-tranche dollar denominated offering totalling US$500m in senior notes (“the Notes”).

The Notes were priced yesterday in five and ten year maturities and the transaction is expected to close on 14 May 2009.  US$250m was priced at a fixed coupon of 6.05% for five years and US$250m at a fixed coupon of 7.20% for 10 years.

Smiths Group plc will use the net proceeds from the Notes for general corporate purposes and to repay certain existing indebtedness of the Company including short-term borrowings drawn from its £660m committed revolving bank credit facility which remains available to the Group until June 2012.

John Langston, Finance Director of Smiths Group, said: “This successful bond issue, which was met with strong demand, fully delivers against our financing strategy to reduce our reliance on banking markets and to place long-term US$ denominated debt into our portfolio. It also marks a welcome return by the Group to the rated debt markets after an absence of 9 years. This new debt capital assists the Group in pursuing its corporate strategy over the medium to long term.”

ENDS

This press release contains certain forward-looking statements with respect to the operations, performance and financial condition of the Group. By their nature, these statements involve uncertainty since future events and circumstances can cause results and developments to differ materially from those anticipated. The forward-looking statements reflect knowledge and information available at the date of preparation of the press release and the Company undertakes no obligation to update these forward-looking statements. Nothing in this press release should be construed as a profit forecast.

The securities offered have not been registered under the US Securities Act of 1933 (the "Securities Act") and may not be offered or sold in the United States absent registration or an exemption from the registration requirements of the Securities Act. Accordingly, the securities will be offered and sold only (1) inside the United States to Qualified Institutional Buyers in compliance with Rule 144A under the Securities Act and (2) outside the US in offshore transactions as defined under Regulation S under the Securities Act.

This press release does not constitute an offer to sell or the solicitation of an offer to buy securities in the US or any other jurisdiction and there shall not be any sale of such securities in any jurisdiction in which any offer, solicitation or sale would be unlawful.

This announcement is directed only at (i) persons who are outside the United Kingdom, (ii) persons in the United Kingdom who have professional experience in matters related to investments and who are investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) of the United Kingdom (the "Financial Promotion Order"); (iii) persons who fall within Articles 49(2)(a) to (d) ("high net worth companies, unincorporated associations etc.") of the Financial Promotion Order; and (iv) any other persons to whom this press release may otherwise lawfully be directed (all such persons together being referred to as "relevant persons"). This announcement must not be acted on or relied on by other persons in the United Kingdom. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons.