Form 425

Filed by Smith & Nephew Group plc pursuant to

Rule 425 under the Securities Act of 1933

Subject Company: Centerpulse Ltd.

(Commission File No.: 333-104751)

 

 

On August 21, 2003, Smith & Nephew released the following.

 

Smith & Nephew plc

15 Adam Street

London WC2N 6LA

England

  

T 44 (0) 207 401 7476

F 44 (0) 207 960 2350

www.smith-nephew.com

  

[LOGO OF SMITH & NEPHEW]

 

 

21 August 2003

 

 

SMITH & NEPHEW INFORMED OF SEC INFORMAL INVESTIGATION INTO CENTERPULSE ACCOUNTING

 

Smith & Nephew has been informed by Centerpulse AG that the US Securities and Exchange Commission is conducting an informal investigation into certain Centerpulse accounting issues. Smith & Nephew has no further details to impart at this time.

 

Smith & Nephew announced recently that it does not intend to increase its offers for Centerpulse and InCentive Capital. Under Swiss law Smith & Nephew’s offers for the two companies remain open until 27 August 2003.

 

 

Enquiries

 

Angie Craig 

Smith & Nephew

   Tel: +44 (0) 20 7401 7646
      

David Yates

Financial Dynamics                        

  

Tel: +44 (0) 20 7831 3113

 

 

United States of America

 

The offer for Centerpulse shares is being made in the United States only through a prospectus/offer to exchange, which is part of a registration statement filed with the SEC by Smith & Nephew Group. Centerpulse shareholders who are US persons or are located in the United States are urged to read the registration statement, including the prospectus/offer to exchange included therein, and the other documents filed, or to be filed, with the SEC by Smith & Nephew Group or Centerpulse relating to the Centerpulse offer, because they contain important information about the Centerpulse offer. You may obtain a free copy of these documents from the SEC’s Web site at www.sec.gov. You may also obtain this information from Morrow & Co., Inc., the US information agent for the Centerpulse offer, at (800) 607-0088, or by e-mail at centerpulse.info@morrowco.com

 

 

News