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Smiths Group PLC (SMIN)

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Monday 04 December, 2000

Smiths Group PLC

New Smiths Shares

Smiths Group PLC
4 December 2000


Dealings commence in Smiths Group plc shares

Smiths Group plc ('Smiths') is pleased to announce that the Scheme of
Arrangement to effect the merger with TI Group plc became effective today. The
new Smiths shares will be admitted to the Official List and dealings in the
shares on the London Stock Exchange will commence at 8am today, 4 December
2000.

Keith Butler-Wheelhouse, Chief Executive of Smiths said: 
'The combination of the two Aerospace businesses, together with the addition
of Sealing Solutions, significantly increases the scale of the group.
Furthermore, the strong balance sheet will provide us with the capability to
capitalise upon future opportunities to grow the business, both organically
and through acquisitions.'

The following TI Group directors were appointed to the Board with effect from
today: John Langston, David Lillycrop, Sir Colin Chandler*, Sir Nigel
Broomfield*, John Hignett*.     Martin Angle, who had previously indicated his
intention to join the Smiths Board, has now elected not to do so.

* Non-executive directors

For further information please contact:
Russell Plumley                     020 8457 8203


The Directors of Smiths Group plc accept responsibility for the information
contained in this announcement. To the best of the knowledge and belief of the
Directors of Smiths Group plc (who have taken all reasonable care to ensure
that such is the case), the information contained in this announcement is in
accordance with the facts and does not omit anything likely to affect the
import of such information.

Chase Manhattan plc ('Chase'), which is regulated in the United Kingdom by The
Securities and Futures Authority Limited, is acting for Smiths Group plc and
no one else in connection with the Merger and will not be responsible to
anyone other than Smiths Group plc for providing the protections afforded to
customers of Chase, nor for providing advice in relation to the Merger.

This announcement does not constitute an offer or invitation to purchase any
securities. The new Smiths Group Shares and other securities referred to in
the Scheme Documents have not been and will not be registered under the
securities laws of the United States or any US state and will only be made
available in such jurisdictions under exemptions from such laws. In addition,
no actions have been taken with respect to such securities in Australia,
Canada or Japan. 



                                                

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