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Team size: Approximately 45
What are the most significant cases or transactions that your legal team has recently been involved in?
The most significant transaction was the sale of one of our five divisions — Smiths Medical. In 2018, Smiths announced its intention to separate Smiths Medical to create two distinct companies. The legal team was responsible for laying the groundwork for the possible demerger. However, the separation was interrupted by the unfolding of the pandemic, during which the business focused on providing ventilators, syringes and other critical medical supplies. When work was resumed, we used Teams and other technologies to focus on the demerger while ensuring the team’s safety and wellbeing. We finally completed the sale of Smiths Medical to ICU Medical in January 2022 for US$2.7bn and the acquisition of 10% stock and US$100m earnout. We then supported the work on the use of proceeds. The shareholder consultation exercise resulted in 55% of the cash proceeds from the Smiths Medical sale being returned to shareholders by means of a share buy-back, with the remaining proceeds used to strengthen the Group’s balance sheet, including early repayment of a US$400m bond.
During the year, group legal supported the completion of a £640m buy-in with Rothesay Life in respect of one of the Group’s UK-defined benefit schemes.
Divisional legal teams partnered closely with business colleagues to deliver more than £2b of customer transactions in the year. This included the negotiations for several complex aviation, ports and border tenders to supply Smiths Detection equipment and services. We have sponsored and provided X-ray screening and detection equipment for the Birmingham 2022 Commonwealth Games, helping to create a secure environment for all attendees and reduce the energy footprint of the games.
We have also managed the Group’s strategy concerning the Russia – Ukraine war across four business divisions, including a coordinated rapid response to mitigate the operational impact of sanctions.
Legal has also supported new organic product developments, notably consistent with the Group’s purpose and ESG agenda, including zero emissions seals for the energy industry and a new product for the manufacture of green steel. These involved us coming up with some innovative approaches in relation to securing IP protection and technology partnerships.
How important is choosing to work with external lawyers who align with your company’s values?
Our external lawyers are an extension of our team; therefore, it is critical that they share and embrace our vision and values. In addition, they must demonstrate customer focus by meeting our needs for ever more flexible resourcing and billing arrangements. Our advisers must partner with us with passion in our ESG activities designed to promote respect and ownership — for example in diversity, inclusion and community initiatives.
| Smiths Group