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Biocompatibles Intl. (BII)

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Tuesday 25 January, 2011

Biocompatibles Intl.

Director/PDMR Shareholding


25 January 2011

                       BIOCOMPATIBLES INTERNATIONAL PLC                        

                      (the `Company' or `Biocompatibles')                      

Exercise of options under the Biocompatibles International Group plc Executive 
  Share Options Scheme 1995 and the Biocompatibles International Performance   
                                  Share Plan                                   

Biocompatibles International plc announced on 24 January 2011 that at the first
of the two court hearings required as part of the Scheme, the Court sanctioned
the Scheme under Part 26 of the Companies Act 2006.

As a result of the court sanction, all outstanding Options under the 1995
Executive Scheme became exercisable and the following Directors entered into
transactions in the Company's Ordinary shares of 21 53/94 pence each ("shares")
by exercising the following options under the scheme:

Executive Director  The Biocompatibles International Group plc Executive Share 
                    Options Scheme 1995                                        
                                                                               
                    No of       Exercise    Date of Grant Approved/Unapproved  
                    options     price                                          
                                                                               
Crispin Simon       31,250      £1.89       22.08.2001    Unapproved           
                                                                               
Crispin Simon       31,250      £1.89       22.08.2001    Unapproved Super     
                                                                               
Peter Stratford     30,000      £0.59       24.09.2001    Unapproved           

Additionally, as a result of the court sanction, all previously unvested awards
under the Performance Share Plan have now vested in respect of all the
Biocompatibles shares over which they subsist; and the following Directors
entered into transactions in the Company's Ordinary shares of 21 53/94 pence
each ("shares") by exercising the following awards under the Performance Share
Plan:

Executive Director        The Biocompatibles International Performance Share   
                          Plan                                                 
                                                                               
                          No of shares subject to the award Date of award      
                                                                               
Crispin Simon             130,000                           20.09.2007         
                                                                               
Crispin Simon             109,000                           01.10.2008         
                                                                               
Crispin Simon             85,000                            11.09.2009         
                                                                               
Ian Ardill                75,000                            20.09.2007         
                                                                               
Ian Ardill                63,000                            01.10.2008         
                                                                               
Ian Ardill                50,000                            11.09.2009         
                                                                               
Peter Stratford           75,000                            20.09.2007         
                                                                               
Peter Stratford           63,000                            01.10.2008         
                                                                               
Peter Stratford           50,000                            11.09.2009         
                                                                               
John Sylvester            75,000                            20.09.2007         
                                                                               
John Sylvester            63,000                            01.10.2008         
                                                                               
John Sylvester            50,000                            11.09.2009         

Crispin Simon

As a result of these exercises, Mr Simon is deemed to be interested in 667,678
shares, representing 1.63% of the Company's issued share capital as of the date
of this notification.

Ian Ardill

As a result of these exercises, Mr Ardill is deemed to be interested in 265,586
shares, representing 0.65% of the Company's issued share capital as of the date
of this notification.

Peter Stratford

As a result of these exercises, Mr Stratford is deemed to be interested in
254,111 shares, representing 0.62% of the Company's issued share capital as of
the date of this notification.

John Sylvester

As a result of these exercises, Mr Sylvester is deemed to be interested in
223,275 shares, representing 0.54% of the Company's issued share capital as of
the date of this notification.

The above notifications are made in accordance with DTR 3.1.4R(1).

                                   - ends -                                    

Contact:
Biocompatibles                             Tel: +44 (0)1257 732645

Ian Ardill, Finance Director

Lygia Jones, Assistant Company Secretary

Dealing Disclosure Requirements

Following the announcement made on Monday, 20 September 2010 that the Company
is in an offer period for the purposes of the Takeover Code, the Company is
required to restate the following:

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of
any class of relevant securities of an offeree company or of any paper offeror
(being any offeror other than an offeror in respect of which it has been
announced that its offer is, or is likely to be, solely in cash) must make an
Opening Position Disclosure following the commencement of the offer period and,
if later, following the announcement in which any paper offeror is first
identified. An Opening Position Disclosure must contain details of the person's
interests and short positions in, and rights to subscribe for, any relevant
securities of each of (i) the offeree company and (ii) any paper offeror(s). An
Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be
made by no later than 3.30 pm (London time) on the 10th business day following
the commencement of the offer period and, if appropriate, by no later than 3.30
pm (London time) on the 10th business day following the announcement in which
any paper offeror is first identified. Relevant persons who deal in the
relevant securities of the offeree company or of a paper offeror prior to the
deadline for making an Opening Position Disclosure must instead make a Dealing
Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1%
or more of any class of relevant securities of the offeree company or of any
paper offeror must make a Dealing Disclosure if the person deals in any
relevant securities of the offeree company or of any paper offeror. A Dealing
Disclosure must contain details of the dealing concerned and of the person's
interests and short positions in, and rights to subscribe for, any relevant
securities of each of (i) the offeree company and (ii) any paper offeror, save
to the extent that these details have previously been disclosed under Rule 8. A
Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no
later than 3.30 pm (London time) on the business day following the date of the
relevant dealing. If two or more persons act together pursuant to an agreement
or understanding, whether formal or informal, to acquire or control an interest
in relevant securities of an offeree company or a paper offeror, they will be
deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by
any offeror and Dealing Disclosures must also be made by the offeree company,
by any offeror and by any persons acting in concert with any of them (see Rules
8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant
securities Opening Position Disclosures and Dealing Disclosures must be made
can be found in the Disclosure Table on the Takeover Panel's website at
www.thetakeoverpanel.org.uk, including details of the number of relevant
securities in issue, when the offer period commenced and when any offeror was
first identified. If you are in any doubt as to whether you are required to
make an Opening Position Disclosure or a Dealing Disclosure, you should contact
the Panel's Market Surveillance Unit on +44 (0)20 7638 0129.

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