NIMBUS CD INTERNATIONAL, INC.
                               623 Welsh Run Road
                                 Guildford Farm
                          Ruckersville, Virginia 22968
 
                                 June 23, 1998
 
Dear Shareholder:
 
    We are pleased to inform you that, pursuant to the Agreement and Plan of
Merger dated as of June 16, 1998 (the "Merger Agreement"), by and among Nimbus
CD International, Inc. ("Nimbus"), Carlton Communications Plc ("Carlton"), and
Neptune Acquisition Corp., a wholly owned subsidiary of Carlton ("Purchaser"),
Purchaser today commenced a tender offer for all of the outstanding shares of
Nimbus' common stock. In the tender offer, stockholders who tender their Nimbus
shares will receive $11.50 per share in cash.
 
    YOUR BOARD OF DIRECTORS, BY A UNANIMOUS VOTE OF DIRECTORS (WITH ONE DIRECTOR
ABSENT), HAS DETERMINED THAT PURCHASER'S TENDER OFFER AND THE MERGER ARE FAIR TO
AND IN THE BEST INTERESTS OF NIMBUS' STOCKHOLDERS AND RECOMMENDS THAT ALL
STOCKHOLDERS ACCEPT THE TENDER OFFER AND TENDER ALL OF THEIR SHARES PURSUANT TO
THE TENDER OFFER.
 
    In approving the tender offer and the Merger Agreement and recommending that
all stockholders tender their shares pursuant to the tender offer, as more fully
described in the attached Solicitation/ Recommendation Statement on Schedule
14D-9 filed by Nimbus with the Securities and Exchange Commission, your Board of
Directors (the "Board") considered a number of factors including, among others:
(i) Nimbus' management's ("Management") view of Nimbus' strategic position; (ii)
the Board's familiarity with the financial condition, results of operations,
strategic position, business and prospects of Nimbus; (iii) the canvas of other
potential strategic bidders conducted by Berenson Minella & Company ("Berenson
Minella"), Nimbus' financial advisor; (iv) the Board's belief that superior
alternative financial transactions were not likely; (v) Management's and certain
of Nimbus' large stockholders' recommendation of the tender offer and the Merger
Agreement; (vi) Berenson Minella's presentation and opinion that the
consideration to be received by the stockholders of Nimbus in connection with
the tender offer and the Merger is fair to the stockholders of Nimbus from a
financial point of view; (vii) the financial and other terms of the tender offer
and the Merger Agreement; and (viii) the fact that the obligations of Carlton
and Purchaser to consummate the tender offer and the Merger are not conditioned
upon financing.
 
    Purchaser's tender offer is conditioned upon, among other things, there
being validly tendered and not withdrawn in the tender offer a number of shares
of Nimbus' common stock which represent at least a majority of the total voting
power of all shares of capital stock of Nimbus outstanding on a fully-diluted
basis. The consummation of the tender offer is also conditioned upon receipt of
certain regulatory approvals and/or termination of certain waiting periods.
 
    Under the Merger Agreement, if the tender offer is completed, it will be
followed, subject to any necessary shareholder approval, by a merger in which
non-tendering shareholders will receive the same consideration for each Nimbus
share as was paid in the tender offer and Nimbus will become a wholly owned
subsidiary of Carlton.

    Enclosed with this letter is a copy of Nimbus' Schedule 14D-9, which
contains important information regarding the factors considered by your Board in
its deliberations and describes in more detail the reasons for your Board's
conclusions and certain other information regarding the tender offer and the
merger. Also enclosed is Purchaser's Offer to Purchase and related materials,
including a letter of transmittal to be used for tendering your Nimbus shares.
These documents set forth in detail the terms and conditions of the tender offer
and the merger and provide instructions on how to tender your Nimbus shares. You
are urged to read and carefully consider the enclosed material and your
individual circumstances.
 
                                          On behalf of the Board of Directors,
                                          Sincerely,
 
                                                       [LOGO]
                                          Lyndon J. Faulkner
                                          Chairman of the Board, President and
                                          Chief Executive Officer
 
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