Placing and Underwritten Open Offer to Raise £20m

NMT Group PLC
22 June 2000

                                                                              
Not for release, publication or distribution in or into the United States



                                 NMT Group PLC
                                       
    Placing and Underwritten Open Offer to raise approximately £20 million
                                       
NMT  Group  PLC ('NMT', the 'Company' or, together with its subsidiaries,  the
'Group'),  the  manufacturer  of retractable devices  to  prevent  needlestick
injury,  today  announces  a  Placing and Underwritten  Open  Offer  to  raise
approximately £20 million to expand production to commercial levels of a  full
range of syringes and to broaden its safety product range.

Summary

-  NMT  proposes to raise approximately £20 million net of expenses through  a
Placing and Underwritten Open Offer.  The Placing and Underwritten Open  Offer
has  been  fully  underwritten by WestLB Panmure Limited,  who  are  Nominated
Advisor and Nominated Broker to the Company.

-  53,333,333  New  Ordinary  Shares have been  placed  firm,  and  a  further
90,147,668   New   Ordinary  Shares  are  being  conditionally   placed   with
institutional investors at a price of 15p per share.

-  Qualifying  Shareholders may apply for up to a  maximum  initial  pro  rata
entitlement of 7 New Ordinary Shares for every 5 Ordinary Shares.

-  In addition, Qualifying Shareholders are entitled to apply for New Ordinary
Shares in excess of their maximum initial pro rata entitlement to raise up  to
an additional £5 million.

- Funds raised will be used:

   - to complete the purchase of two further assembly machines, Sortimat 3 and
Mikron;

   - to improve the manufacturing flexibility of Sortimat 3 to allow the Group
to  provide  the  range of 3ml and 5ml safety syringes with  different  needle
gauges;

    -  to  purchase  multi-cavity tooling principally  for  the  1ml  and  5ml
syringes;

   - to add the safety phlebotomy set and I.V. catheter to the Group's product
range; and

    -  the  balance  of  funds  will  be  used  for  operating  and  marketing
expenditure, and to provide working capital.



Commenting  on the Placing and Open Offer, Roy Smith, Chief Executive  Officer
of NMT, said:

  'We  believe our technology continues to provides an excellent  platform  to
meet  the needs of our target market.  Whilst we recognise that the Group  has
come  across  a  number of manufacturing challenges, we have made  significant
improvements  in  the past two months and are already seeing increased  output
from  our second production machine, which was validated at the end of  April.
The   funds   raised  will  enable  us  to  further  improve  commercial-scale
manufacturing  and supply a broad-based branded safety product  range  to  the
healthcare community.'

Expected Timetable



Record Date for the Open Offer                               14 June 2000

Ex entitlement date                                          22 June 2000

Last time and date for splitting of Application Forms        by 3 pm on

                                                             11 July 2000

Last time and date for receipt of Application Forms          by 3 pm on

                                                             13 July 2000

Last time and date for receipt of forms of proxy             by 10 am on

                                                             16 July 2000

Extraordinary General Meeting                                18 July 2000

Dealings in VCT Placing Shares commence                      19 July 2000

Dealings in Public Shares commence                           20 July 2000



Application  forms are being sent to shareholders today, and are  personal  to
shareholders  and  may not be transferred except to satisfy bona  fide  market
claims.



Enquiries:

NMT Group PLC                      Tel: [phone]

Roy Smith                          M:   0789 9877047



WestLB Panmure                     Tel: [phone]

Christopher Collins/Ronald Openshaw



Financial Dynamics

David Yates/Sophie Pender-Cudlip   Tel: [phone]





                                       
                                       
                                 NMT Group PLC
                                       
                            Placing and Open Offer
                                       
                           by WestLB Panmure Limited
                                       




Introduction

On 28 March 2000, when the Group released its preliminary results for the year
ended  31 December 1999, the newly appointed Group Chief Executive, Roy Smith,
announced that he would be undertaking a thorough review across all aspects of
the  business.  Following this review, and the formulation of a  new  business
plan,  the  Directors  believe that the Group's needle retraction  technology,
designed  to  prevent needlestick injuries, continues to provide an  excellent
platform  for addressing the requirements of its target market.  The Directors
also  believe that the Group will overcome the operational issues  which  have
prevented it from achieving its planned production levels over the last twelve
months.

In  the light of Roy Smith's initial review, he announced at the Company's AGM
on 11 May 2000 that the Group would require further funding in the short term.

Extraordinary General Meeting

A  notice convening an extraordinary general meeting of the Company at which a
special  resolution will be proposed in order to implement a placing and  open
offer, details of which are set out below, is included in the prospectus to be
sent to shareholders today.  Should shareholders not approve these fundraising
proposals,  it  is likely that the Group will cease trading in  the  immediate
future.

Background

The  principal cause of the Group's funding shortfall has been lack  of  sales
due  to  delays  in  its originally planned manufacturing  programme  and  the
Group's  focus  on its standard 3ml safety syringe to the exclusion  of  other
related products.  As an indirect consequence of these problems, the Group has
been unable to obtain the debt facilities it had anticipated.

The Group has encountered difficulties in manufacturing its safety syringes as
a  result  of  their novel product design, which requires the use  of  bespoke
assembly  equipment,  and  the  lead time to acquire  the  necessary  in-house
expertise in manufacturing engineering.

A  principal production problem which the Group has faced over the last twelve
months  has  been component quality.  The Group's safety syringe is  typically
assembled  from eleven individual components which are manufactured  by  third
party suppliers to the Group's specification.  Such components must perform to
exacting  tolerance  levels  and these components have,  in  practice,  proved
difficult  to  manufacture to precise specifications.   The  most  significant
production  problem  to date has been the bursting disc at  the  base  of  the
syringe plunger which enables the needle to retract into the syringe barrel.

The  Group initiated commercial sales of its 3ml safety syringes prior to  the
extent of these problems coming to light.  Some users encountered difficulties
in  using these products, which did not perform to satisfactory levels due  to
the  deficiencies described above.  When the extent of these  problems  became
apparent, the Group suspended sales of these products.  The Directors  believe
that  the  design of the bursting disc is now sufficiently robust  to  support
current   production  levels,  and  accordingly,  the  Group  has  recommenced
commercial production of this product.  The Company is currently reviewing the
design  of  the  bursting disc for higher cavity mould  tooling.   Changes  in
component  specification  and knowledge gained from the  Group's  sub-contract
manufacturers  has also led to changes to the set up of production  machinery.
Sortimat Technology GmbH, the Group's principal machinery supplier, has  given
every assistance in this regard.

The considerable time spent on seeking to resolve these and other problems has
prevented the Group from achieving its aim of having products other  than  the
orange gauge 3ml safety syringe ready for market.

Despite  the  problems  referred to above, the Group has  achieved  commercial
levels  of  production in respect of its 3ml safety syringe  with  the  orange
needle gauge.  However, the Group has encountered difficulties in selling this
product  primarily  because  potential  purchasers  typically  prefer  to  use
suppliers  which offer a range of needle gauges for each syringe size.   Given
that  the  Group currently has adequate stock of orange gauge 3ml syringes  to
satisfy  sales  demand  in  the  short term, the  Group  is  concentrating  on
production  of  3ml syringes with blue and green needle gauges in  respect  of
which it has also achieved commercial levels of production.

Current Status

To date, the Group has raised in excess of £25 million primarily to develop  a
portfolio  of safety products, intellectual property, production capacity  for
the  automated  assembly  of  safety syringes  and  its  sales  and  marketing
infrastructure.

The Directors believe that the Group now has a sound base from which to expand
safety syringe production.  The Livingston facility contains four clean rooms,
two  of  which contain Sortimat 1 and Sortimat 2 production machines.  Of  the
remaining two clean rooms, one is fully commissioned and will house the Mikron
production  machine  following  its delivery and  the  other  clean  room  has
recently  been decommissioned and will be recommissioned prior to the delivery
of Sortimat 3.

Over  the  last  twelve  months, the Directors consider  that  the  Group  has
accumulated considerable production and engineering expertise and accordingly,
they  are  confident  that  the two new planned production  machines  will  be
brought  up  to  commercial production levels more quickly  than  the  Group's
existing two machines.  The Directors expect to have four operational machines
achieving  commercial levels of safety syringe production  during  the  fourth
quarter of 2001.

New Management

As  announced on 11 May 2000, Harry Bocker, Garry McGrotty and Michael Brander
resigned as executive directors of the Company.  Roy Smith was appointed Group
Chief  Executive  on 1 April 2000 and Anthony Fletcher who has  been  recently
working  with the Group on a consultancy basis, was appointed Chief  Operating
Officer and Finance Director on 20 June 2000.  Roy Smith was previously  Chief
Executive  of  Advanced Medical Solutions Group plc and prior  to  this  spent
sixteen  years  with  Johnson  &  Johnson.   Anthony  Fletcher  has  in  depth
experience  of precision engineering businesses where injection  moulding  and
tooling  investment have been core to these businesses; he was formerly  Group
Finance   Director  of  Wellman  plc.   Anthony  Fletcher  will  have  primary
responsibility for finance and operations with Roy Smith focusing  on  product
development, sales and marketing.

Following  Roy Smith's review, the Directors are encouraged by the quality  of
NMT's  safety  syringe technology and the recent improvement  in  the  Group's
manufacturing  capability and are confident of the market opportunity  in  the
US,  in  particular for safety syringes, I.V. catheters and  phlebotomy  sets.
The  Directors  believe they have developed a business  plan  which,  although
challenging, is robust and achievable.

The  Group is seeking to recruit a new General Manager to replace Rory Sillar,
the  current  operations director, who is leaving the Group  to  pursue  other
opportunities.

Manufacturing Strategy

The  Directors  are  aware  of the need to improve the  Group's  manufacturing
productivity.  With this in mind, they intend to increase throughput and yield
by  improving the efficiency of the Group's assembly equipment, and to  reduce
the  cost  of  goods  primarily by the purchase of  multi-cavity  tooling  for
certain  products.   The  Group will also continue its internal  research  and
development  activities  and in addition, will consider  in-licensing  premium
safety products as and when appropriate opportunities arise.  The Company does
not  propose to establish its own manufacturing operations in the  US  in  the
foreseeable future.

The  Directors  have  commissioned  an independent  report  from  PA  Strategy
Partners  Limited, which will be published in the prospectus  to  be  sent  to
shareholders  today.   This report contains a number  of  recommendations.  In
order  to  manage effectively the proposed increase in the Group's  production
levels,  the  Directors  have resolved to implement the development  programme
recommended by PA Strategy Partners Limited.  This includes finding additional
senior  level  staff, including a new General Manager, and also undertaking  a
significant amount of product and process development activity, in addition to
the need to install, commission and ramp-up two new machines.

In  their report, PA Strategy Partners Limited concluded that, subject to  the
successful  execution  of certain recommended actions, NMT  should,  in  their
opinion,  be  well  placed  to meet the challenging targets  in  their  recent
working capital review.

Future Product Strategy

The new senior management team have decided to focus the Group's activities on
the  completion of its capacity in the UK to manufacture a range of  1ml,  3ml
and  5ml  safety  syringes,  with different needle  gauges  available  on  all
products.  FDA approvals will be required before the 1ml and 5ml products  can
be  marketed  in the US.  FDA approval was granted for the 3ml syringe  within
120  days of the application being made, and the Directors believe that, given
the similarity of the products, approval for the 1ml and 5ml safety syringe is
likely to be granted within a similar timeframe.

The  Group believes that it must offer a broader product portfolio to underpin
its  safety syringe product range, and accordingly is accelerating development
of  a safety I.V. catheter and phlebotomy set.  This strategy is validated  by
(i)  a  number  of  the Group's competitors now offering  a  range  of  safety
products, and (ii) certain opinion leaders in the medical device industry, who
have  stated  there is a great need for safety products within  the  areas  of
phlebotomy and I.V. catheters as the risks of needlestick injury when  working
with these products are high.

The  Group proposes to outsource manufacture of these two additional  products
to low cost producers.

Marketing

The  Group's  sales and marketing efforts will be concentrated principally  in
the   US,  where  the  feedback  from  speciality  distributors  and  customer
evaluations has been the most promising; fourteen States in the US now enforce
safe   needle   technology  and  several  others  have  legislation   pending.
Accordingly,  the  Group  plans to reduce sales and marketing  expenditure  in
Europe.   However, the Board recognises the importance of retaining a presence
in  certain  European markets and it therefore intends to  establish  a  sales
office  in the south east of England to service all international distributors
outside  of  North and Latin America.  Further information on the  market  for
needlestick prevention devices is contained in the appendix to the  Chairman's
Letter, set out in the prospectus to be sent to Shareholders today.

The  Group's safety syringe technology provides high levels of safety  to  the
end user by the nature of its 'passive' retraction mechanism.  The Group seeks
a  premium price when comparing its safety syringes with those which  rely  on
mechanical  retraction/shielding technology.  This  niche  marketing  strategy
will  initially  focus  on  high-risk areas  where  exposure  to  blood  borne
pathogens could have serious or even fatal consequences.  The Group intends to
target pharmaceutical companies which are particularly active in treating  HIV
and  hepatitis,  where  the  provision of automatically  retractable  syringes
offers  the best protection to the user and individuals who may be exposed  to
the  syringe  post injection of the drug.  As well as focusing on  this  niche
area,  the  Group  also  intends to target hospitals,  clinics,  laboratories,
hospices,  nursing homes, prisons, physicians' offices, dental and  veterinary
surgeries and home users.

The  Group recognises that penetration of market access channels and  a  broad
safety  portfolio  will be key in achieving long term growth.   Therefore  the
Group  will  consider joint ventures, mergers or acquisitions  if  shareholder
value  is  readily  enhanced, and will also consider  licensing  products  and
intellectual property where appropriate.

The Group has decided to rebrand its proposed range of safety products under a
universal  brand.  The Group has experienced FDA regulatory difficulties  with
its  'Zero-Stik' trademark in the US through the inclusion of the word  'zero'
and, as a result, this trademark will not be used.

Distribution Agreements and Joint Ventures

In  addition to the Group's relationships in the US, it has recently signed  a
distribution agreement for Australia and is currently at an advanced stage  of
negotiations  with  a leading medical device company within  the  Asia-Pacific
region.  The Group is also in an advanced stage of negotiations on a letter of
intent with a leading pharmaceutical company in terms of which the Group would
supply  its  safety  syringes  for use in Phase III  clinical  trials  in  the
treatment of HIV.

The Group has also identified opportunities to enter joint ventures with
multi-national  pharmaceutical companies who have an interest in HIV  and 
hepatitis treatments and discussions with these parties are ongoing.

Use of Proceeds

-  The  proceeds  of  the Placing and Open Offer will be used  principally  as
follows:

-  to  complete the purchase of two further assembly machines, Sortimat 3  and
Mikron

- to improve the manufacturing flexibility of Sortimat 3 to allow the Group to
provide a range of 3ml and 5ml safety syringes with different needle gauges

- to purchase multi-cavity tooling principally for the 1ml and 5ml syringes

- to add safety phlebotomy set and I.V. catheter to the Group's product range

-  the  balance of funds will be used for operating and marketing expenditure,
and to provide working capital

New Management Options

In  view of the considerable contribution which will be expected of Roy  Smith
and Anthony Fletcher in developing the business of the Group, the remuneration
committee  of  the Board has proposed that Roy Smith and Anthony  Fletcher  be
granted  options  over  Ordinary Shares effective  from  the  date  of  Second
Admission.  Roy Smith already holds options over 300,000 Ordinary Shares under
the  Share Option Schemes which were granted at an exercise price of 69.05p per
share. Anthony Fletcher does not yet hold any options over Ordinary Shares.

Roy Smith and Anthony Fletcher have not participated in the approval processes
undertaken  by  the remuneration committee and the Board with  regard  to  the
proposed  grant of further options. The Company has therefore agreed to  grant
to  Roy Smith options to subscribe for the number of Ordinary Shares equal  to
11,578,411 less the number equal to any increase in the number of his existing
options  as  a  result of any adjustment made following the Placing  and  Open
Offer  and  to  grant to Anthony Fletcher options to subscribe  for  8,908,808
Ordinary Shares, conditional in each case upon (i) the passing of the  Special
Resolution to be proposed at the Extraordinary General Meeting and (ii) Second
Admission.

The  conditional share option agreements between the Company and each  of  Roy
Smith  and  Anthony  Fletcher entitle them to exercise their  options  in  two
tranches.   The  first  tranche (the 'First Tranche') of share  options  (over
4,000,000 Ordinary Shares in the case of Roy Smith and over 3,000,000 Ordinary
Shares  in  the case of Anthony Fletcher) may not be exercised  (save  in  the
event  of  a  take-over of the Company) until after the first  anniversary  of
Second  Admission  subject  to the relevant executive  director  remaining  an
employee   of  the  Company  on  that  date  (subject  to  certain   specified
exceptions).  The First Tranche otherwise has no performance conditions.

The  second  tranche (the 'Second Tranche') of share options  (over  7,578,411
Ordinary  Shares (less the number equal to any increase in the number  of  his
existing options as a result of any adjustment made following the Placing  and
Open Offer) in the case of Roy Smith and over 5,908,808 Ordinary Shares in the
case  of Anthony Fletcher) may not be exercised (save in the event of a  take-
over  of  the  Company) until after the third anniversary of Second  Admission
subject  to  the  relevant executive director remaining  an  employee  of  the
Company  at  the  third anniversary of Second Admission  (subject  to  certain
specified  exceptions) and subject to the satisfaction of certain  performance
conditions.   These conditions are that (i) the published audited consolidated
profit  and loss accounts of the Group for the twelve months ended 31 December
2002  must  show post-tax profits of the Group in excess of £1  and  (ii)  the
total  shareholder return of the Company's Ordinary Shares should  perform  in
the  upper quartiles of those constituents of the FTSE Small Cap Index  as  at
the  time  of  Second  Admission  over the  three  year  period  after  Second
Admission, subject to inter alia the sliding scales (only performance  in  the
top   quartile   resulting   in   all  the  options   becoming   exercisable),
qualifications and exceptions referred to in paragraph 2.6 and 2.7 in  Part  6
of  the  Prospectus  to be sent to shareholders today.  Such  paragraphs  also
provide a more detailed summary of the two share option agreements.

The duration of the share options under the above share option agreements will
be  5 years from the date of the agreement.  The option exercise price for the
options  granted  in  the First Tranche will be the Issue Price  per  Ordinary
Share  and  the  option exercise price for the options granted in  the  Second
Tranche  will be 22p per Ordinary Share. Any liability to employers'  national
insurance contributions arising out of the exercise of options under the above
share option agreements will be borne by the Company.

The  number and terms of the options proposed to be granted to Roy  Smith  and
Anthony  Fletcher  do  not comply with normal institutional  guidelines.   The
remuneration  committee of the Board decided however, that,  in  view  of  the
financial  position of the Company, it was essential to incentivise Roy  Smith
and  Anthony Fletcher appropriately and to offer share option packages in  the
form  now  proposed which was outside the terms of these guidelines.   In  the
opinion  of the Directors (other than Roy Smith and Anthony Fletcher),  having
consulted with WestLB Panmure Limited, the terms of the option agreements  are
fair and reasonable as far as the shareholders of the Company are concerned.



The above mentioned additional options in aggregate proposed to be granted  to
Roy Smith and Anthony Fletcher shall not form part of the limits on the number
of  share over which options to subscribe may be granted by the Company  under
The  NMT  Group Executive Option Scheme and The NMT Group Unapproved Executive
Share Option Scheme.



Outlook

During the first six months of 2000, sales of syringes will be relatively low.
During  the  second half of 2000, the Company plans to focus on improving  its
production capability, achieving higher volumes of component availability  and
manufacturing output, and expanding its range of safety products.  The Company
expects sales performance gradually to improve during 2001 as it moves towards
its target of four operational machines producing a range of syringe sizes  at
commercial  levels and the addition of the safety phlebotomy  set  and  safety
I.V. catheter.

The  Company  now proposes to raise approximately £20 million net of  expenses
through the Placing and Underwritten Open Offer, and may raise up to a further
£5  million  through  a  non-underwritten Excess Open Offer.   53,333,333  New
Ordinary Shares have been placed firm, and 90,147,668 New Ordinary Shares  are
being conditionally placed with institutional investors at a price of 15p  per
share.  The Placing and Underwritten Open Offer has been fully underwritten by
WestLB  Panmure who are Nominated Advisor and Nominated Broker to the Company.
In  addition to their pro rata entitlement, under the Underwritten Open Offer,
Qualifying  Shareholders may apply for New Ordinary Shares in excess  of  this
entitlement.

The Directors are optimistic about the Group's prospects.

Placing and Open Offer

The  Placing and Underwritten Open Offer will raise approximately £20 million,
net  of  expenses, and the Excess Open Offer may raise up to £5 million.   The
Excess Open Offer has not been underwritten and so there is no certainty  that
this  or  indeed  any  amount  will be raised under  the  Excess  Open  Offer.
53,333,333   New   Ordinary  Shares  have  been  placed  firm   with   certain
institutional  investors  and  venture capital trusts  pursuant  to  the  Firm
Placing.

Your  Board  recognises the importance of the Company's shareholders  and  the
support  they  have  given  the Company since its  flotation.   Therefore,  in
addition  to  their  maximum pro rata entitlement under the Underwritten  Open
Offer, Qualifying Shareholders may apply for New Ordinary Shares in excess  of
this  initial pro rata entitlement ('Excess Shares').  In deciding  how  large
the offering of Excess Shares should be, the Board took into account the value
of  the Firm Placed Shares being placed with institutional investors under the
Firm Placing.  Accordingly, the Board has decided to offer New Ordinary Shares
to  the  value  (at the Issue Price) of £5 million, to Qualifying Shareholders
under the Excess Open Offer.

On  behalf  of the Company, WestLB Panmure has conditionally agreed  to  place
90,147,668 New Ordinary Shares at a price of 15p per share to the extent  that
they  are  not taken up pursuant to the Underwritten Open Offer.  In order  to
provide  Qualifying Shareholders with an opportunity to acquire  New  Ordinary
Shares,   WestLB  Panmure  has  agreed  to  invite  applications   under   the
Underwritten  Open  Offer  from  Qualifying  Shareholders  to  subscribe   for
90,147,668  New  Ordinary  Shares at the same price,  free  of  all  expenses,
payable  in  full  in cash.  Qualifying Shareholders may apply  for  up  to  a
maximum initial pro rata entitlement of:

                             7 New Ordinary Shares
                                       
                                      for
                                       
                            every 5 Ordinary Shares
                                       


held  on  14  June 2000, being the Record Date for the Open Offer  and  so  in
proportion  for  any  number  of  Ordinary Shares  then  held.   In  addition,
Qualifying  Shareholders  are entitled to apply for  New  Ordinary  Shares  in
excess of their maximum initial pro rata entitlement.

The  entitlement of Qualifying Shareholders to New Ordinary Shares  under  the
Open  Offer  will be rounded down to the nearest whole number of New  Ordinary
Shares  and  fractions  of  New Ordinary Shares will  not  be  included  in  a
qualifying pro rata entitlement but will be aggregated and allotted to placees
under  the  Placing for the benefit of the Company.  The New  Ordinary  Shares
will,  when  fully  paid, rank pari passu in all respects  with  the  existing
issued Ordinary Shares.

Further information on the Open Offer, including the procedure for application
and  payment,  will  be available in the prospectus which will  be  posted  to
shareholders today.

Extraordinary General Meeting

A notice convening an extraordinary general meeting of the Company for 10.00am
on  18  July  2000  is included in the prospectus, which includes the
application form, to be sent  to  shareholders today.

At  the  Extraordinary General Meeting, a special resolution will be  proposed
to:

- increase the authorised share capital of the Company; and

-  confer authorities and powers on the directors of the Company to allot  the
New  Ordinary  Shares  for  the purpose of the Firm Placing,  the  Conditional
Placing  and the Open Offer and to grant the options over Ordinary  Shares  to
Roy Smith and Anthony Fletcher.