Offer Update

Genus PLC
22 November 2005

22 November 2005

                           Recommended Cash Offer by

                         Bridgewell Securities Limited

                                  on behalf of

                                   Genus plc

                 to acquire the entire issued and to be issued
                                share capital of

                            Sygen International plc

Level of Acceptances



On 28 October 2005 Genus plc announced a recommended cash offer of 63.2 pence
per Sygen Share for the entire issued and to be issued ordinary share capital of
Sygen International plc.  The offer document relating to the Offer (the 'Offer
Document') was posted on 31 October 2005.



Genus announces that, as at 1.00 p.m. on 21 November 2005, valid acceptances had
been received in respect of a total of 204,409,302 Sygen Shares, representing
approximately 69.2 per cent. of the issued share capital of Sygen.



Before the announcement of the Offer, Genus had received irrevocable
undertakings to accept the Offer from each of the Sygen Directors who holds
Sygen Shares in respect of, in aggregate, 2,283,496 Sygen Shares, representing
approximately 0.77 per cent. of the Existing Sygen Share Capital.  As at 1.00
p.m. on 21 November 2005, valid acceptances had been received in respect of
2,283,496 Sygen Shares held by Sygen Directors representing approximately 0.77
per cent. of the Existing Sygen Share Capital.



In addition, Framlington Investment Management Limited ('Framlington') had
irrevocably undertaken to accept the Offer in respect of its entire interests in
Sygen Shares amounting to, in aggregate, 13,268,000 Sygen Shares, representing
approximately 4.5 per cent. of the Existing Sygen Share Capital.  As at 1.00
p.m. on 21 November 2005, valid acceptances had been received in respect of
13,268,000 Sygen Shares held by Framlington representing approximately 4.5 per
cent. of the Existing Sygen Share Capital.



Genus had also received non-binding letters of intention to accept the Offer in
respect of 60,442,841 Sygen Shares representing approximately 20.5 per cent. of
the Existing Sygen Share Capital from the following Sygen Shareholders: (i)
INVESCO Asset Management ('INVESCO') in respect of 27,819,496 Sygen Shares
representing approximately 9.4 per cent. of the Existing Sygen Share Capital and
(ii) Phoenix Asset Management Partners Limited ('Phoenix') in respect of, in
aggregate, 32,623,345 Sygen Shares representing approximately 11.0 per cent. of
the Existing Share Capital.



In relation to the letter of intent given by INVESCO to Genus on 28 October
2005, Genus announced on 3 November 2005 and 14 November 2005 that it had been
informed that INVESCO had sold 19,113,370 and 1,502,421 Sygen Shares
respectively, and that INVESCO now held 7,203,705 Sygen Shares subject to its
letter of intent.  As at 1.00 p.m. on 21 November 2005, valid acceptances had
been received in respect of 7,203,705 Sygen Shares held by INVESCO representing
approximately 2.4 per cent. of the Existing Sygen Share Capital.



In relation to the letter of intent given by Phoenix to Genus on 28 October
2005, Genus announced on 3 November 2005 and 8 November 2005 that it had been
informed that Phoenix had sold 5,172,630 and 22,500,000 Sygen Shares
respectively and that Phoenix now held 4,950,715 Sygen Shares subject to its
letter of intent.  As at 1.00 p.m. on 21 November 2005, valid acceptances had
been received in respect of 4,180,715 Sygen Shares held by Phoenix representing
approximately 1.4 per cent. of the Existing Sygen Share Capital.



In addition, since 28 October 2005 Genus has acquired 31,155,606 Sygen Shares,
representing approximately 10.6 per cent. of the issued ordinary share capital
of Sygen.



Accordingly, as at 1.00 p.m. on 21 November 2005 Genus either owns or has
received valid acceptances of the Offer in respect of a total number of
235,564,908 Sygen Shares, representing approximately 79.8 per cent. of the
issued share capital of Sygen.



Save as disclosed above, neither Genus nor any person who was or may have been
deemed to be acting in concert with Genus held any Sygen Shares or rights over
Sygen Shares before the announcement of the Offer nor have they acquired or
agreed to acquire any Sygen Shares or rights over Sygen Shares since that date.

Extension of the Offer

Genus also announces that the Offer, which remains subject to the terms and
conditions set out in the Offer Document, is being extended for 14 days and will
remain open for acceptance until the next closing date which will be 1.00 p.m.
on 5 December 2005. Any further extensions of the Offer will be publicly
announced by 8.00 a.m. on the business day following the day on which the Offer
was otherwise due to close, or such later time or date as the Panel may agree.

To accept the Offer for Sygen Shares held in certificated form, Forms of
Acceptance should be completed, signed and returned in accordance with the
instructions set out in the Offer Document and in the Form of Acceptance as soon
as possible and, in any event, so as to be received by post or by hand by Lloyds
TSB Registrars, The Causeway, Worthing, West Sussex BN99 6DA or by hand (during
normal business hours) only at Lloyds TSB Registrars, Princess House, 1 Suffolk
Lane, London EC4R 0AX in either case no later than 1.00 p.m. on 5 December 2005.

To accept the Offer for Sygen Shares held in uncertificated form, an Electronic
Acceptance should be made in accordance with instructions set out in the Offer
Document so that settlement is no later than 1.00 p.m. on 5 December 2005.

Enquiries:



Genus                                                               01256 347100
John Hawkins, Chairman
Richard Wood, Chief Executive Officer
David Timmins, Finance Director

Bridgewell (Financial Adviser and Nominated Adviser to Genus)      0207 003 3000
Greg Aldridge

Panmure Gordon (Broker to Genus)                                   0207 459 3600
Edward Farmer
Mark Lander

Buchanan Communications (PR Adviser to Genus)                      0207 466 5000
Charles Ryland
Suzanne Brocks


Terms used in this announcement shall have the meaning given to them in the
Offer Document.

Bridgewell, which is authorised and regulated in the United Kingdom by the
Financial Services Authority for investment business activities, is acting as
financial adviser to Genus in connection with the Offer and other matters
referred to in this announcement and no one else and will not be responsible to
anyone other than Genus for providing the protections afforded to clients of
Bridgewell nor for providing advice in relation to the Offer, or the contents of
this announcement or any arrangement referred to herein.

Panmure Gordon, which is authorised and regulated in the United Kingdom by the
Financial Services Authority for investment business activities, is acting for
Genus and no one else and will not be responsible to anyone other than Genus for
providing the protections afforded to customers of Panmure Gordon nor for
providing advice in relation to the Offer, or this announcement or any
arrangement referred to herein.

The release, publication or distribution of this announcement in jurisdictions
other than the United Kingdom may be restricted by law and therefore persons in
such jurisdictions into which this announcement is released, published or
distributed should inform themselves about, and observe, such restrictions. Any
failure to comply with the restrictions may constitute a violation of the
securities laws of any such jurisdiction.

The Offer is not being made, directly or indirectly, in or into, or by use of
the mails of, or by any means or instrumentality (including, without limitation,
facsimile transmission, internet, email, telex or telephone) of interstate or
foreign commerce of, or any facility of a national state or other securities
exchange of, the Excluded Territories and subject to certain exceptions cannot
be accepted by any such use, means, instrumentality or facility or from the
Excluded Territories.

Neither the Offer nor the Placing constitutes an offer of securities for sale,
or the solicitation of an offer to buy, securities in the United States and the
Placing Shares to be issued pursuant to the Placing have not been and will not
be registered under the United States Securities Act of 1933, or under the laws
of any state, district or other jurisdiction of the Excluded Territories and no
regulatory clearances in respect of Placing Shares have been or will be, applied
for in any jurisdiction. Accordingly, unless an exemption under the US
Securities Act of 1933 or other relevant securities laws is applicable, the
Placing Shares are not being, and may not be offered, sold, resold, delivered or
distributed, directly or indirectly, in or into any of the Excluded Territories
or to, or for the account or benefit of, any person resident in any of the
Excluded Territories.

This announcement does not constitute an offer to sell or an invitation to
purchase any securities or the solicitation of an offer to purchase any
securities, pursuant to the Offer or otherwise. The Offer has been made solely
by the Offer Document and, in the case of Sygen Shares in certificated form, the
Form of Acceptance accompanying the Offer Document, which contain the full terms
and conditions of the Offer, including details of how the Offer may be accepted.


Under the provisions of Rule 8.3 of the Code, if any person is, or becomes, '
interested' (directly or indirectly) in 1% or more of any class of 'relevant
securities' of Sygen, all 'dealings' in any 'relevant securities' of the company
(including by means of an option in respect of, or a derivative referenced to,
any such 'relevant securities') must be publicly disclosed by no later then 3.30
pm (London time) on the London business day following the date of the relevant
transaction.  This requirement will continue until the date on which the Offer
becomes, or is declared, unconditional as to acceptances, lapses or is otherwise
withdrawn or on which the 'offer period' otherwise ends.  If two or more persons
act together pursuant to an agreement or understanding, whether formal or
informal, to acquire an 'interest' in 'relevant securities' of Sygen, they will
be deemed to be a single person for the purpose of Rule 8.3.

Under the provisions of Rule 8.1 of the Code, all 'dealings' in 'relevant
securities' of Sygen, or by any of their respective 'associates', must be
disclosed by no later than 12.00 noon (London time) on the London business day
following the date of the relevant transaction.

A disclosure table, giving the details of the companies in whose 'relevant
securities' 'dealings' should be disclosed, and the number of such securities in
issue, can be found on the Takeover Panel's website at
www.thetakeoverpanel.org.uk.

'Interests in securities' arise, in summary, when a person has long economic
exposure, whether conditional or absolute, to changes on the price of
securities.  In particular, a person will be treated as having an 'interest' by
virtue of any option in respect of, or derivative referenced to, securities.

Terms in quotation marks are defined in the Code, which can also be found on the
Panel's website.  If you are in any doubt as to whether or not you are required
to disclose a 'dealing' under Rule 8, you should consult the Panel.




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