Placing and Open Offer

NMT Group PLC
22 November 2001

22 November 2001



                                NMT Group plc

                     Placing to raise £15.8 million (net)
                        and Open Offer to shareholders


Introduction

NMT Group plc ('the Company') announces a firm placing, to raise approximately
£15.8 million (net of expenses), of 421,500,000 new ordinary shares at 4 pence
per share and an open offer to existing shareholders on the basis of 18 new
ordinary shares for every 10 existing ordinary shares held on the record date.
The placing has been fully underwritten by WestLB Panmure Limited but the open
offer is not being underwritten.

The Open Offer

WestLB Panmure Limited, as agent of the Company, has invited qualifying
shareholders to apply for new ordinary shares at 4 pence per share, free of
all expenses, payable in full on application, on the basis of:

  18 new ordinary shares of 4p each for every 10 ordinary shares of 5p each

held at the close of business on the record date and so in proportion for any
other number of ordinary shares then held.

Where appropriate, the entitlements of qualifying shareholders will be rounded
down to the nearest whole number of new ordinary shares and fractional
entitlements will not be allotted.

The new ordinary shares of 4p each will rank pari passu in all respects with
the existing ordinary shares following a capital reorganisation to reduce the
nominal value of the ordinary shares from 5p to 4p.

The firm placing and the open offer are conditional, inter alia, on
shareholders approval and admission of the new ordinary shares becoming
effective. Application will be made to the London Stock Exchange for the new
ordinary shares to be admitted to trading on AIM. It is expected that
admission will become effective and that dealings in the new ordinary shares
will commence on 20 December 2001.

Funds raised from the placing will be used to meet the Group's operating and
marketing expenditure and working capital requirements in respect of its
existing operations and will also be allocated towards the purchase of an
additional 1cc assembly machine and associated multi-cavity tooling.

Any funds raised under the open offer will be applied principally towards
further development of the NMT Group's second generation syringe technology
and additional operating expenditure.

Roy Smith, Chief Executive of NMT said:

'I am delighted by the support shown in the management team's plans for the
Company's future development.  The fundraising will enable the Group to expand
its 1cc manufacturing capacity and help broaden NMT's range of safety
products.

With our manufacturing capability in Livingston and our strengthened sales
force in the US, the Group is focussed on dramatically increasing sales of its
safety syringes. We are also excited by initial responses to the group's
innovative new safety I.V. catheter for the European market.'

History of the Group and Recent Developments

Background to NMT Group PLC

NMT was formed in 1996 to commercialise a range of safety devices based on the
NMT group's needle retraction technology. Funds raised to date have primarily
been used to develop a portfolio of safety syringes, intellectual property,
production capacity for the automated assembly of safety syringes and sales
and marketing infrastructures in both the US and Europe.


The NMT group's manufacturing facility is based in Livingston, Scotland and
contains four clean rooms, which house the group's three Sortimat (3cc
syringe) and one Mikron (1cc syringe) automated assembly machines. The NMT
group has established a dedicated US sales and marketing team which is now
based near Boston, Massachusetts and a European sales office located in the
southeast of England.

Management Team

In April 2000 Roy Smith was appointed Chief Executive of the NMT group and on
20 June 2000 Anthony Fletcher joined the NMT group as Chief Operating Officer
and Finance Director. The new executives then further strengthened the
management team with the recruitment of a President of the Company's US
subsidiary, New Medical Technology, Inc., and the appointment of a Group
Finance Director.

Sales and Marketing

United States

NMT's sales and marketing efforts for its safety syringes are concentrated
principally in the US, which the directors believe is currently the largest
market for safety syringes. The use of safe needle technology is mandated
throughout the whole of the US through the Needlestick Safety and Prevention
Act.

Following a review of its US operations, NMT has:

*         rebuilt its US sales and marketing operations which now include a
total of ten specialist account managers covering the major US territories.
NMT intends to employ a total of 20 such account managers in the US by the end
of the first quarter of 2002. Notably, NMT has appointed a new and experienced
management team at New Medical Technology, Inc., including Steve Czick as
President and Michael Papagno as Director of Sales. Steve Czick has 25 years
experience of the US medical devices industry with Johnson & Johnson and
Michael Papagno joined the NMT group from Becton Dickinson;

*         re-focused its sales and marketing efforts to target group
purchasing organisations, proprietary purchasers and integrated healthcare
delivery networks and has signed agreements with Broadlane Inc., Allegiance
Healthcare Corp., Premier Inc. In addition, the group has entered into an
agreement with a leading pharmaceutical company pursuant to which the group
supplies its syringe products for use in Phase III trials in the treatment of
HIV; and

*         re-focused its efforts on the supply of its 1cc and 3cc syringes
into the US market.  Based on NMT's US market feedback to date, the directors
believe that the core safety syringe products required by US customers are 1cc
and 3cc syringes, although the demand for the 3cc syringe is currently greater
than that for the 1cc syringe.

Europe

NMT has identified potential sales opportunities for a safety I.V. catheter
principally in the UK and its European sales office will focus on the
promotion of NMT's Vaxess safety I.V. catheter in Europe. The first shipment
of sterile product was delivered to a number of hospitals in the UK in early
November 2001 for clinical evaluation.

Current Product Portfolio

NMT's current range of products comprises:

3cc safety syringes

NMT currently manufactures a 3cc safety syringe incorporating needles with
lengths ranging from 16mm to 38mm and diameters ranging from 21 to 26 gauge.
The 3cc safety syringe is typically used for pain medication, flu vaccinations
and for administering anti-psychotic drugs.

1cc safety syringes

NMT currently manufactures a 1cc safety syringe incorporating needles with two
lengths, one with a 13mm long needle and a range of diameters from 25 to 28
gauge, and another with a 16mm long needle and a diameter of 25 gauge. The 1cc
safety syringe is typically used for administering insulin, tuberculin and
allergy antigens. NMT is yet to obtain FDA approval for the insulin version of
its 1cc safety syringe.

Safety I.V. catheter

NMT's Vaxess safety I.V. catheter is designed so that, after inserting the
needle and sheath into the patient's vein, the healthcare worker can withdraw
the needle from the sheath and the tip is automatically retained in the
catheter's specially designed safety shield. A drug or nutrient can then be
administered to the patient through the plastic sheath.

Production

At normal output levels, NMT operates its syringe assembly machines on a ten
shifts per week basis however it has the flexibility for an additional three
shifts per week.

3cc safety syringes

Following a re-design instigated by the new management team, Sortimat 3 was
successfully commissioned within 6 weeks of delivery earlier this year and has
shown a capability to produce over 50,000 units per 10-hour production shift.
Sortimat 2 has also achieved production levels of approximately 50,000 units
per 10-hour production shift. These machines can produce 3cc safety syringes
with a range of needle lengths and 5 needle gauges.

An upgrade of Sortimat 1 is scheduled to complete in 2002. This machine
currently has the capability to produce only 3cc safety syringes with two
needle gauges and one needle length of 16mm. The directors believe that the
upgrade will give Sortimat 1 the ability to produce additional needle sizes up
to an output of approximately 40,000 units per 10-hour production shift.

1cc safety syringes

NMT took delivery of a syringe assembly machine to manufacture 1cc safety
syringes from Mikron S.A. at the end of last year. The directors have put in
place an improvement programme with a view to increasing the output from the
Mikron machine from current levels of approximately 20,000 units to at least
40,000 units per 10-hour production shift by June 2002.

A comprehensive multi-cavity tooling programme has been implemented over the
last year for both 1cc and 3cc safety syringe components with the aims of
reducing material costs and providing sufficient component manufacturing
capacity to match assembly requirements. These tools have been engineered to
supply components in order to meet next year's expected demand.

Safety I.V. catheter

The manufacture of NMT's safety I.V. catheter has been outsourced to an
experienced manufacturer of medical devices in India, Eastern Medikit Limited.
The first commercial deliveries for initial clinical field trials were made in
early November 2001.

Syringe Production Development

Significant design work has been carried out utilising moulding technology
used in other industries and the considerable experience which has been gained
in commissioning the existing assembly lines. As a result of this, the
directors believe that NMT now has design solutions to both reduce the number
of component parts required to make a retractable syringe and to fundamentally
simplify the assembly process and thereby reduce the cost of production.

The directors believe that NMT will need to acquire at least one such
additional 1cc syringe assembly machine in due course to continue the
development of the group's operations and that it is likely that such
additional 1cc assembly machine would incorporate NMT's simplified production
assembly process.

Furthermore, in order to maintain its competitive position, NMT recognises the
need to develop a 'second generation' of safety syringe products providing
greater flexibility for the user to switch between needle sizes. NMT has
developed a working pre-production prototype of this second generation product
which also incorporates the simplified assembly process outlined above. The
directors intend to continue work on the syringe production and development
programme.

Share Options

Both the board of the Company and the remuneration committee of the board
consider the continued incentivisation of Roy Smith and Anthony Fletcher (the
Company's Chief Executive and Chief Operating Officer, respectively) to be key
to the Company's potential success.  Accordingly it is proposed to amend
existing options over 7,514,175 ordinary shares in respect of Roy Smith and
options over 5,908,808 ordinary shares in respect of Anthony Fletcher by
removing the performance condition attaching to such options as these
conditions will not be met.  In addition it is proposed to grant Roy Smith
options to subscribe for 21,381,856 ordinary shares and Anthony Fletcher
options to subscribe for 16,036,392 ordinary shares.  These options would be
exercisable after 31 December 2003 at a price of 61/2p per share.

In the opinion of the directors of the Company (other than Roy Smith and
Anthony Fletcher), having consulted with WestLB Panmure Limited, the terms of
the arrangements described above, are fair and reasonable as far as the
shareholders of the Company are concerned.



Enquiries:

NMT Group PLC
Roy Smith, Chief Executive Officer                  Tel: [phone]
Gerard Cassels, Finance Director                    Tel: [phone]

West LB Panmure                                     Tel: [phone]

Tim Mickley

Financial Dynamics                                  Tel: [phone]
David Yates/Fiona Noblet

A conference call for analysts will be held at 10.15am today, please call Mo
Noonan on 020 7269 7116 for further details.

APPENDIX


Timetable of principal events                                              2001

Record date for the Open Offer                                Close of business
                                                                 on 15 November
Ex entitlement date                                                 22 November


Latest time and date for splitting of application forms (to     3.00 p.m. on 11
satisfy bona fide market claims)                                       December


Latest time and date for receipt of completed application       3.00 p.m. on 13
forms and payment in full under the Open Offer                         December


Latest time and date for receipt of forms of proxy             10.00 a.m. on 15
                                                                       December

Extraordinary General Meeting                                   10.00a.m. on 17
                                                                       December

Commencement of dealings in the new Ordinary Shares and             20 December
CREST stock accounts credited


Despatch of definitive share certificates                        By 20 December


The Company expects to post the circular and application form to qualifying
shareholders today. Applications forms will be personal to shareholders and
may not be transferred except to satisfy bona fide market claims. The placing
and open offer is conditional on shareholder approval at an Extraordinary
General Meeting notice of which will be included with the circular.

WestLB Panmure Limited, which is regulated by The Securities and Futures
Authority Limited, is acting exclusively for NMT Group plc and will not be
responsible to anyone other than NMT Group plc for providing the protections
afforded to customers of WestLB Panmure Limited nor for providing advice in
relation to the contents of this document or any matter referred to herein.

This announcement has been approved by WestLB Panmure Limited solely for the
purposes of section 57 of the Financial Services Act 1986. It does not
constitute an offer or invitation to purchase or sell any securities.

This press announcement is not for distribution in or into the United States,
Canada, the Republic of Ireland, Australia or Japan. The new Ordinary Shares
have not been nor will they be registered under the United States Securities
Act of 1993, as amended or under the securities laws of any state of the
United States, any province or territory of Canada, the Republic of Ireland
Australia or Japan. The new Ordinary Shares will not, subject to certain
exceptions, be offered, sold, taken up or delivered in the United States,
Canada, the Republic or Ireland, Australia or Japan or their respective
territories or possessions.