Omega Diagnostics Group PLC
Annual Report and Group Financial Statements 2014
Fighting the battle 
against HIV and global 
health challenges Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
About Us
34%
Revenue share
£5.2m
Revenue share
£4.0m
Revenue share
£2.4m
We’re committed 
to addressing global 
health challenges
Our mission is to improve human health and well-being through 
innovative diagnostic products and global partnerships.
Founded in 1987 by the current CEO Andrew Shepherd, the Omega business is focused on selling a wide 
range of specialist products, primarily in the immunoassay, in-vitro diagnostics (IVD) market within three 
segments: Allergy and autoimmune, Food intolerance and Infectious diseases.
Allergy and 
autoimmune
Main products:
 −Allergozyme
 −Allergodip
 − Genesis Elisa
45% 21%
Food  
intolerance
Main products:
 −Genarrayt
®
 Microarray
 − Food Detective
 − Foodprint service
Infectious 
diseases
Main products:
 − Immutrep Syphilis
 − Micropath Bacterial tests
 − Dengue Elisa
p18
Financial Review
p8
Our Core Markets 01
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Overview
Contents Financial Highlights
Overview
IFC About Us
01 Financial Highlights
02 Our Year at a Glance
04 Chairman’s Statement
Strategic Report
06 Our Business Model
08 Our Core Markets
10 Our Strategy
11 Key Performance Indicators
12 Risks and Risk Management
14 Chief Executive’s Review
16 Product Case Study
18 Financial Review
Governance
20 Board of Directors
21 Senior Management Team
22 Corporate Governance Report
24 Advisers
25 Directors’ Report
27  Directors’ Remuneration Report
29  Statement of Directors’ Responsibilities
Financial Statements
30 Independent Auditors’ Report
31  Consolidated Statement of Comprehensive Income
31 Adjusted Proﬁt Before Taxation
32 Consolidated Balance Sheet
33  Consolidated Statement of Changes in Equity
34 Consolidated Cash Flow Statement
35 Company Balance Sheet
36 Company Statement of Changes in Equity
37 Company Cash Flow Statement
38 Notes to the Financial Statements
63 Notice of Annual General Meeting
64 Notes to the Notice of Annual General Meeting
11.1
11.3
11.6
2012 2013 2014
Sales (£m)
£11.6m 3%
7.0
7.1
7.4
2012 2013 2014
Gross proﬁt (£m)
£7.4m 5%
1.0
0.8
1.1
2012 2013 2014
Adjusted proﬁt before tax (£m)
£1.1m 41%
63.0
62.6
63.6
2012 2013 2014
Gross proﬁt (%)
63.6% 1ppt
Find up-to-date information at  
www.omegadiagnostics.com Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
02
Our Year at a Glance
The Company has made progress 
on its strategic initiatives for the 
beneﬁt of all stakeholders
Visitect
®
 CD4 at actual size. The test is 
designed to determine CD4+ T-cell levels to 
be determined quickly and conveniently using 
a ﬁnger-prick blood sample, enabling patients 
to receive life-saving antiretroviral treatment.
Visitect
®
 CD4 
– successful 
completion of 
technology transfer
In February 2014 the Company successfully 
completed a three-batch validation of the 
manufacturing protocol for the Visitect
®
 CD4 
test meeting the design parameters of clinical 
sensitivity, speciﬁcity, accuracy and reproducibility.
p16
Product Case Study
Grant of US patent 
for Visitect
®
 CD4
In the year, increased patent protection with 
patent awards in the US and Africa. This widens 
the protection from territories where patents have 
already been granted and with patents pending 
in other territories.
p4
Chairman’s Statement
Visitect
®
 CD4 
chosen for Inaugural 
Nominet Trust 100
Our product has been chosen for the Inaugural 
Nominet Trust 100, a list that celebrates the people 
and organisations who are utilising digital technology 
to change the world for the better.
p16
Product Case Study 03
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Overview
Equity placing 
to raise £4 million 
completed
On 10 June 2013 the Company raised £4 million before 
expenses through the issue of 23,529,412 new ordinary 
shares at 17 pence per share. The placing was oversubscribed 
and was supported by both new and existing shareholders.
$600,000 grant from 
UNITAID to support 
manufacture
In February 2014 the company, in conjunction with UNITAID 
and the Burnet Institute, Melbourne, was awarded US 
$600,000 of grant funding to support initial inventory build 
and to establish an assembly facility in India for the Visitect
®
 
CD4 test.
US $540,000 was received by Omega in March 2014 and 
we have located a suitable facility in Pune, India.
Signiﬁcant 
progress on 
the IDS-iSYS 
automated 
analyser
To date eight allergens have completed all claim 
support work, an additional ﬁve allergens are now 
in various stages of the claim support programme 
and a further eleven allergens have been 
optimised and are ready to enter claim support 
at the earliest opportunity. Optimisation work 
continues with approximately twelve allergens 
in the early stages of assay development.
24/40 allergens optimised
www.omegadiagnostics.com
Keep up to date with our latest news. 
View our RNS announcements online.
p18
Financial Review
VISITECT
®
 
CD4 App 
development
Development completed and expected 
to be fully available in the coming year 
which will offer integration into cloud 
databases. This “mHealth” solution has 
met with great enthusiasm by global 
health organisations. Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
04
Chairman’s Statement
David Evans Non-executive Chairman
In summary
 – Increased patent protection for CD4 with 
patent awards in the US and Africa.
 – We successfully raised £4 million (before 
expenses) to ensure sufﬁcient resources are 
available for our CD4 and allergy projects.
 – Successful completion of the CD4 technology 
transfer project into a fully scalable 
manufacturing protocol.
 – Finalisation of the speciﬁc allergy assay 
protocol for use with the IDS-iSYS instrument 
with allergens successfully completing the 
development programme.
 – Burnet Institute and Omega successful in 
attracting grant funding from UNITAID with 
Omega receiving £0.4 million.
Strategy
Point-of-care (POC) testing
The Group has a clear strategy to become a market leader in the 
provision of POC testing for infectious diseases in large parts of the 
world where resources remain constrained and where there are 
substantial unmet needs. Visitect
®
 CD4 is the ﬁrst example of this 
where an estimated 17 million HIV positive patients cannot obtain 
the treatment they need through a lack of access to CD4 testing in 
rural areas. Visitect
®
 CD4 is an instrument-free device that requires 
no power and no refrigeration facilities and can generate a result in 
40 minutes. Beta studies in Kenya and India are providing further 
patient data to determine what, if any, aspects of the test require 
further optimisation. As this test nears commercialisation, we will 
continue to partner with major NGOs and global health organisations 
to ensure this test is delivered at the point of most need.
Through our partnership with the Burnet Institute, we also have 
access to a POC test for syphilis which can differentiate between 
active infections and past infections. According to World Health 
Organisation (WHO) estimates, there are 12 million new cases 
of syphilis each year with 90% occurring in developing countries. 
At present, there are no POC assays on the market that can 
detect speciﬁc IgM antibodies and we have recently increased 
our in-house resource and capability to move this project forward 
to provide a valuable tool for improved control of syphilis worldwide.
Automation
When we purchased the IVD allergy business in Germany in 2010, 
it was the ﬁrst step in a plan to become a leading provider of allergy 
tests into clinical laboratories in a global market estimated to be worth 
over US $500 million per annum, dominated by one competitor. 
Since then, we have exclusively licensed the use of IDS’ automated 
iSYS instrument for allergy testing and invested in a long development 
programme covering initial feasibility, lock-down of assay protocol, 
optimisation and claim support work. We have also set up an in-house 
manufacturing facility for reagent ﬁlling. During the second half of the 
year, we ﬁnally saw the ﬁrst allergens to emerge from this programme 
following a successful claim support phase. We have eight allergens 
which can be run on the iSYS instrument that show comparable 
results to the market-leading competitor and a further 16 allergens 
which have now completed optimisation. Our strategic aim remains 
unaltered: to launch with a panel of 40 allergens, followed by a 
programme of menu extensions to achieve a number two market 
position. Our initial commercialisation plans involve working with IDS 
in markets where it has a direct presence, followed by expansion 
into other territories through third party distributors.
Financial performance
The Group performed well, particularly in the second half of the year, 
with turnover for the whole year increasing by 3% to £11.6 million 
(2013: £11.3 million). Gross proﬁt increased to £7.4 million 
(2013: £7.1 million) and total overheads were maintained at 
approximately £6.8 million. Adjusted proﬁt before tax (as deﬁned 
on page 31) increased by 41% to £1.1 million, from million £0.8 million 
the year before, and adjusted earnings per share were 1.2 pence 
(2013: 1.3 pence) reﬂecting the higher average number of shares 
in issue throughout the year.
The Group remains in a strong cash position with cash reserves 
of £3.1 million (2013: £0.2 million) at the year end following the 
fundraising completed in June last year. A strong contribution 
from operating activities generated a cash inﬂow during the year 
of £1.7 million (2013: £1.0 million), ensuring we continued to 
manage our working capital with efﬁciency.
The Group remains in a
strong cash position with
cash reserves of £3.1 million. 05
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Overview
Corporate governance
The size and structure of the Board and its committees are kept 
under review to ensure an appropriate level of governance operates 
throughout the year. The Board comprises two Non-executive Directors 
and three Executive Directors who meet frequently during the year 
to discuss strategy and to review progress and outcomes against 
objectives. Whilst, as an AIM-quoted company, the Group is not 
required to comply with the full requirements of the UK Corporate 
Governance Code, we believe the Board has a good mix of skills 
and experience and a culture that easily enables the Non-executive 
members of the Board to challenge and advise the Executive team 
as appropriate.
The Audit Committee and the Remuneration Committee are 
comprised of the two Non-executive Directors and the Board 
believes the current make-up and number of committees remain 
appropriate for a Group of our size.
Board and employees
I am very pleased that we were able to appoint Bill Rhodes as a 
Non-executive Director to the Board during the year and his input 
and insightfulness is already providing a valuable contribution. His 
knowledge and experience from many years spent at Becton Dickinson 
and elsewhere will continue to support our strategy outlined above. 
I would like to reiterate past thanks to Mike Gurner who retired from 
the Board last year, and who contributed much to the Group since 
it ﬁrst became a public company.
Much of the progress we have made would not be achieved without 
the hard work of our employees. We now have 145 individuals 
around the world and I would personally like to thank each and 
every one of them for their contribution throughout this year.
Positive outlook
Trading in the new ﬁnancial year to date is in line with management 
expectations with the marginal growth in food intolerance testing being 
offset by the marginal decline in Allergy and Infectious disease testing.
Our future landscape is brightened, as well as dominated, by the 
prospects for our Visitect
®
 CD4 test, which is now well into its ﬁeld 
trials. However, we all have a dislike for complete uncertainty and 
that is our challenge in being able to set our budgets for the current 
year in relation to both the timing and quantum of CD4 revenues. 
CD4 will, without doubt, be a successful product for the Group, but 
we would be foolish to believe that our crystal ball is better than yours 
in being able to forecast with certainty the decision outputs from the 
NGO’s we are working with. This is primarily a global tender-based 
business, with timing driven by the availability of funds and the then 
current view of the various governments as to need. Due to this 
fundamental timing uncertainty we have erred on the side of caution 
in terms of both revenues and building our overhead base ahead of 
the revenue curve. When those cautious assumptions change we 
will update the market accordingly.
We will make signiﬁcant progress this year in terms of gaining 
market acceptance for CD4 and I believe the prospects for the 
Group overall are positive.
David Evans
Non-executive Chairman
20 June 2014
We are determined to
deliver the true beneﬁts
and value from our unique
Visitect
®
 CD4 product.
p20
Governance
p14
Chief Executive’s 
Review Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
06
Our Business Model
Andrew Shepherd Chief Executive
In summary
Our aim is to maximise 
shareholder value and 
improve human health and 
well-being by generating 
returns from our wide range 
of specialist and innovative 
diagnostic products and 
through global partnerships.
 – The proﬁtability and strong cash contribution 
from core operating activities added to the 
commercial opportunities from the Visitect
®
 
CD4 test and automated iSYS platform are 
key to maximising shareholder value.
 – The ongoing validation studies for the Visitect
®
 
CD4 test will lead to the roll out of the test in 
areas of the world where patients are currently 
unable to access testing and treatment. 
Andrew Shepherd
Chief Executive
20 June 2014
Our focus encompasses:
Targeting areas of 
signiﬁcant opportunity
Omega’s global reputation stems from its beginnings as 
a manufacturer of tests for a range of infectious diseases. 
This reputation led to the opportunity to license the CD4 
technology to develop a point-of-care (POC) test for an 
estimated 17 million HIV positive patients who cannot 
currently access testing. We also have access to a POC 
test for syphilis which can differentiate between active and 
past infections. WHO estimates there are 12 million new 
cases of syphilis each year, with currently no POC assays 
on the market for detecting speciﬁc IgM antibodies.
Team of experts
In recent years Omega has signiﬁcantly expanded the 
senior management team, recruiting a number of key 
staff with years of experience within the medical 
diagnostics industry. Four additional development 
scientists have been recruited since the year end, 
further increasing in-house resource to accelerate the 
development projects. Bill Rhodes was also appointed 
in the year as a Non-executive Director and brings 
a wealth of global experience to Omega. 
Strategic partnerships
Partnership with the Burnet Institute in Australia resulted 
in Omega securing an exclusive global licence to a unique, 
simple, lateral ﬂow POC device which conﬁrms whether 
a patient’s CD4 count is above or below 350 cells μl. 
This has the opportunity to reduce signiﬁcantly the 
number of patients lost to care as a result of the length 
of time between testing and treatment.
Partnership with Immunodiagnostic Systems Group plc 
(IDS) enabling Omega to develop a range of allergy 
immunoassays on IDS’s automated system (IDS-iSYS). 
Combined with Omega’s experience in assay development, 
this forms a strong platform for allergy testing. 
We are committed to 
addressing global health 
challenges…
1 07
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Strategic Report
We achieve this through:
Licensing in opportunities
The Group will license in its needs in areas where it 
does not have in-house expertise, with the IDS instrument 
being an example of this. The Group looks to collaborate 
with world-leading global health partners who are well 
placed to undertake the early research phase and who 
then look to license out those opportunities, the Burnet 
Institute being an example of this.
In-house development
The majority of Omega’s products across all segments 
have been developed over many years through an 
investment in skilled teams of scientists.
Manufacturing and 
marketing expertise
Omega has acquired more than 25 years’ experience 
in the development and manufacture of products 
within three segments: Allergy and autoimmune, Food 
intolerance and Infectious disease, with each of its sites 
possessing ISO 9001 and ISO 13485 accreditation and 
being compliant with directive 98/79/EC on medical 
devices. Omega has a skilled and experienced global 
marketing team who are highly knowledgeable in the 
Group’s products and the markets that they are sold into. 
This is accomplished via:
Global distribution network
Omega has a strong distribution network in over 100 
countries and a number of the distributors in place have 
had long-standing relationships with Omega and sell 
a wide range of the Company’s products.
Direct markets
In Germany and India where Omega has a direct 
presence we have sales teams focused on the 
needs of end user customers.
Global health initiatives
The commercialisation of the Visitect
®
 CD4 test will see 
us working closely with Non-Governmental Organisations 
(NGOs), government ministries of health and global aid 
agencies in order to get the test to patients who urgently 
require to be tested and gain access to treatment.
through the commercialisation 
of a wide range of diagnostic 
products…
2
and ensuring our products 
reach those who need 
them most
3 UK
7%
North America
South/
Central America
6%
3%
Europe
57%
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
08
Our Core Markets
Well positioned to beneﬁt 
from a truly global business 
Omega is one of the UK’s leading companies in the fast growing 
area of immunoassay. It has a global presence in over 100 countries 
worldwide through a combination of direct subsidiaries and a strong 
distribution network.
Americas
Market Dynamics
 – Strong economy in Brazil and Mexico.
 – Huge regulatory requirement in the US (FDA).
Performance highlights
 – Growth of 88% of Food intolerance products 
in Brazil.
Market Outlook
 – Focus on Mexico for growth opportunities.
 – Expand on a strong market position for Food 
intolerance in Canada.
Europe
Market Dynamics
 – Continued reimbursement pressure in Germany.
 – Depressed markets in Southern Europe.
 – New markets opening in Eastern Europe.
Performance highlights
 – Business stabilised in Germany through a focus 
on customer service, education and training.
 – Regional Allergodip panel development to support 
Export sales.
 – Food intolerance remains strong in Spain and Italy.
 – Food intolerance continues to grow (12%).
Market Outlook
 – Grow export business out of Germany.
 – Diversiﬁcation of business in Germany 
to maximise resources.
 – Continued growth in Food intolerance.
Group revenue share by geography
 13%
 40% 3%
 15% Asia and 
Far East
14%
Africa and 
Middle East
13%
09
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Strategic Report
 Countries where our products are distributed
 Countries where we have a direct presence
Asia and Far East
Market Dynamics
 – Fast growing economies and increased expenditure 
on healthcare.
 – Currency devaluation in India.
Performance Highlights
 – Continued growth in India despite currency 
devaluation combined with improved product mix.
 – Appointment of new distributor in Indonesia.
 – New Food intolerance partner in Malaysia & Singapore.
Market Outlook
 – Diversify portfolio in India.
 – Focus on tier 2 & 3 cities in India.
 – Implement manufacturing facility in India to gain 
access to lower production costs.
Middle East and Africa
Market Dynamics
 – Political and economic instability.
 – Currency availability and devaluation.
 – Strong market in Africa for current infectious 
disease products but increased competition 
and price pressure.
Performance Highlights
 – Launch of FoodPrint Arabia in Gulf Countries.
 – Strong growth in Nigeria.
Market Outlook
 – Continued growth of Food intolerance in 
Gulf Countries.
 – Reverse trend in Infectious disease through 
Visitect
®
 CD4 sales.
Key  Infectious diseases Allergy and autoimmune Food intolerance
A global reach allows the group to beneﬁt from 
fast growing economies in emerging markets while 
simultaneously mitigating challenging economic and 
political instability in certain regions of the world.
 3% 7% Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
10
Our Strategy
A clear strategy to further 
the Group’s progress
The Group’s strategy is to increase proﬁtability and shareholder 
value by becoming a market leader in the provision of POC testing for 
infectious diseases where there are substantial unmet needs and by 
becoming a leading provider of allergy tests in clinical laboratories.
2 3 1
Automation of 
allergy tests on the 
IDS iSYS instrument
Progress in 2014
Eight allergens now fully completed 
and can be run on the iSYS instrument 
showing comparable results to the 
market-leading competitor and a further 
sixteen allergens which have now 
completed optimisation. Agreement 
to work alongside IDS in markets where 
it has a direct presence.
Continue to grow Food 
intolerance revenues 
Progress in 2014
Continued growth with sales of £5.2 million 
in year, an increase of 18% on the prior 
year. Additional instruments placed 
and broadening base of markets.
POC testing for 
infectious diseases 
Progress in 2014
Major step forward in the year with the 
successful completion of the technology 
transfer of the Visitect
®
 CD4 test and the 
commencement of beta trials in India and 
Kenya. Completion of the development 
of the android smartphone App to record 
and transmit CD4 test results. Signiﬁcant 
effort in priming the market for the test, 
establishing the Group as a serious 
contender in the global health arena.
Priorities for 2015
 – Commercialisation of the CD4 test 
and roll-out to key target markets 
in Africa and beyond.
 – Progress the development of 
Syphilis POC as well as a test 
for Schistosomiasis.
Priorities for 2015
 – Launch the iSYS instrument with 
a panel of 40 allergens.
 – Further programme of menu extensions 
to increase competitiveness.
Priorities for 2015
 – Continue to increase Genarrayt revenue 
per instrument.
 – Grow revenues with introduction of new 
dried blood spot test.
 – Broadening the portfolio in nutritional 
assessment. 11
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Strategic Report
Key Performance Indicators
It has been a year of solid performance for our core business. Total 
revenue was up by 3% to £11.6 million, principally due to a strong 
performance from our Food intolerance division.
Progress made in 2014
Core business performed well especially 
in the second half of the year.
Strategy for 2015
Commercialise iSYS and CD4 
and continue to grow sales in India.
Progress made in 2014
Margin improved through revenue 
and product mix.
Strategy for 2015
Increase gross proﬁt through the 
introduction of iSYS and CD4 sales.
Progress made in 2014
Increased by 41% on prior year. 
Strategy for 2015
Increase proﬁtability through the 
commercialisation of iSYS and CD4.
1.0
0.8
1.1
2012 2013 2014
Adjusted proﬁt before tax (£m)
£1.1m 41%
Progress made in 2014
Continued revenue growth across 
a number of markets.
Strategy for 2015
Continue to grow revenue per instrument 
and introduce dried blood spot testing.
1.56
1.84
2.12
2012 2013 2014
Food intolerance – Genarrayt
®
 (£m)
£2.12m 15%
11.1
11.3
11.6
2012 2013 2014
Sales (£m)
£11.6m 3%
Progress made in 2014
Continued growth in the top ﬁve markets. 
Strategy for 2015
Continue to promote the beneﬁts of food 
intolerance in key markets.
1.0
1.3
1.7
2012 2013 2014
Food Detective sales (£m)
£1.7m 36%
63.0
62.6
63.6
2012 2013 2014
Gross proﬁt (%)
63.6% 1ppt Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
12
Risks and Risk Management
Operating a system of internal 
control and risk management
Risk and description Mitigating actions Change
General economic conditions
The Group may be faced with changes in the general economic 
climate in each territory in which it operates that may adversely 
affect the ﬁnancial performance of the Group. Factors which may 
contribute include the level of direct and indirect competition 
against the Group, industrial disruption, rate of growth of the 
Group’s product segments and interest rates.
The Group seeks to mitigate this 
risk by conducting operations on 
a broad geographic basis and by 
introducing new technologies to 
remain innovative. 
 
World economies in which 
the Group operates continue 
to steadily recover from the 
recent economic downturns.
Regulatory risk
The manufacturing, marketing and use of the Group’s products 
are subject to regulation by government and regulatory agencies 
in many countries. Of particular importance is the requirement to 
obtain and maintain approval for a product from the applicable 
regulatory agencies to enable the Group’s products to be marketed. 
Approvals can require clinical evaluation of data relating to safety, 
quality and efﬁcacy of a product.
The Group seeks to mitigate 
regulatory risk by increasing 
the resource in this area and by 
conducting its operations within 
recognised quality assurance 
systems and undergoes external 
assessment to ensure compliance 
with these systems.
The Group continues 
to operate in the same 
jurisdictions and there have 
been no detrimental changes 
during the year.
Acquisition risk
The success of the Group depends on the ability of the Directors to 
assimilate and integrate the operations, personnel, technologies 
and products of acquired companies. 
The Group seeks to mitigate 
this risk by selecting companies 
that meet certain criteria and 
by conducting a detailed 
due diligence review.
No acquisitions in the year.
The long-term success of the Group depends on the continual review, 
assessment and control of the key business risks it faces. The Group’s 
principal risks and uncertainties are brieﬂy outlined below. 13
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Strategic Report
Key Increase in risk No change in risk Decrease in risk
Risk and description Mitigating actions Change
Eurozone risk
The euro area combines 18 countries with multiple domestic 
policies all having to operate under common monetary conditions. 
The legacy of the ﬁnancial crisis and differing policy choices will 
continue to weigh more heavily on some than others.
The Group monitors those 
countries under pressure and 
mitigates the risk in those 
countries where it has trading 
relationships, with tighter credit 
control procedures and credit 
limits where necessary.
Although we have seen an 
easing of difﬁcult economic 
conditions in Europe there 
remains risk around deﬂation 
and GDP growth forecasts.
Development risk
The Group continues to undertake an increased level of 
development activity than in the past with the aim of launching 
new products in the future. 
There is no guarantee that development activity will lead to the 
future launch of products. Such development activity can meet 
technical hurdles that are unable to be overcome and market 
and competition activity can render the output from development 
activities obsolete.
The Group seeks to mitigate 
the risk around development 
activities by ensuring that 
development programmes 
are planned in accordance 
with recognised industry quality 
standards, managed by people 
with the requisite skills. 
The Group also continues to 
monitor industry trends and 
customers’ needs to ensure 
its development targets 
remain relevant.
Completion during the year 
of the CD4 technology 
transfer moves the Group 
closer to commercial launch 
of the product although the 
competition landscape 
continues to evolve and 
show signs of progress.
The progress on the number 
of allergens optimised for use 
on the IDS-iSYS also moves 
the Group closer to the 
commercial launch of the 
product.
Foreign currency risk
A signiﬁcant proportion of the Group’s sales are denominated in 
euros through Omega GmbH and in US dollars and the growing 
business through Omega Dx in India means that the Group is 
subject to risks associated with currency movements. Geopolitical 
tensions also exist in certain parts of the world which can lead to 
a tightening of monetary conditions.
Natural hedging is adopted where 
possible whereby certain goods 
and services are sourced in euros 
and US dollars to match liabilities 
with trading income in these 
currencies. It is currently the 
Group’s policy to settle 
intercompany balances with 
Omega GmbH and Omega Dx 
within a short timescale. 
Due to the investment in both 
Omega GmbH and Omega Dx 
we have increasing exposure 
to intercompany balances. 
We have also seen a 
devaluation of the Iranian 
currency have an adverse 
effect on sales in that country. Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
14
Chief Executive’s Review
Andrew Shepherd Chief Executive
In summary
 – Solid business performance – Group 
revenue increased by 3% to £11.6 million.
 – Adjusted proﬁt before tax increased 
by 41% to £1.1 million.
 – Completed much of the foundation work for 
marketing Visitect
®
 CD4 in a number of east 
African states and have begun this process 
in India, francophone Africa and the Far East. 
 – Global health activities enhanced by new 
product developments which positions 
us well for future growth. 
 – Board strengthened by appointment 
of Bill Rhodes.
IDS-iSYS Allergy
Development efforts have continued throughout the year and 
we continue to invest in facilities and skilled manpower to bring 
this project to fruition. We all appreciate that this project has taken 
longer to reach a marketable product than ﬁrst anticipated and this 
has been a source of frustration for all concerned. However, when 
we do launch this product, from the results seen to date, we will 
have a product that will compete very well and will support our 
objective to secure a number two market position behind the 
current market leader.
CD4
Technology transfer
Our strategy of maximising shareholder value through the 
development of innovative new products, such as Visitect
®
 CD4, 
using global partnerships with groups, such as the Burnet Institute, 
has taken a major move forward in the year with the successful 
completion of the technology transfer from bench top manufacture 
to a scalable and robust manufacturing protocol. You will recall 
that this involved successfully completing a three-batch validation 
of our manufacturing protocol, a process which involved validation 
of the test on venous blood samples at a UK reference laboratory.
Manufacturing
In the year, we established our UK facility for Visitect
®
 CD4 production 
which is now fully validated under ISO approved procedures. We have 
also leased a facility and we will shortly commence the interior build of 
a manufacturing base in Pune, India. This has been part funded by a 
£0.4 million grant from the Burnet Institute which itself received a grant 
for US$1.6 million from UNITAID to fund large scale ﬁeld trials in South 
Africa and India. The establishment of an Indian manufacturing facility 
will enable us to produce the test locally, thereby avoiding a punitive 
import duty rate that currently exists for Rapid Test imports into India. 
As well as producing Visitect
®
 CD4 tests, we are aiming to manufacture 
other Rapid Tests for the Indian market and beyond where cost per 
test is a major barrier to market entry.
Field evaluations
The next stage of the process has involved testing the product 
under ﬁeld conditions with the intention that patient data is used 
to determine what, if any, aspects of the test require ﬁne-tuning. 
Such Beta trials are underway in Kenya and India and are 
providing the clinical data we need. 
In India, 140 patient samples have been tested to date. Based on an 
interim analysis of these data, the test has produced results on venous 
blood samples which match with the Company’s performance design 
parameters. Results to date on ﬁnger stick blood show similar overall 
diagnostic performance but with slightly lower levels of sensitivity and 
corresponding higher levels of speciﬁcity. This is being investigated 
as the trial proceeds. 
The trial in Kenya has been extended beyond the initial 200 patients 
because test performance was just below optimal performance on 
both venous and ﬁnger stick blood and additional devices have already 
been sent to Kenya for further evaluation. The investigative site has also 
received additional user training by Omega staff, and we expect that 
these additional tests will allow us to determine, and correct, 
the root cause of this difference.
Good progress being made to
deliver the full value of Visitect
®
CD4 and exploit other opportunities
through an increased presence
in the global health market. 15
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Strategic Report
Procurement
A country’s ability to purchase commercial quantities of Visitect
®
 
CD4 is dependent upon receiving a positive recommendation from 
its regulatory authority and Omega having attained CE Mark status 
for the product which is within sight. In resource-poor countries, 
supplies will be funded with NGO/Aid money and procured through 
supplier-approved channels. One major procurement agency has 
already evaluated our quality management system and conﬁrmed 
Omega to be a very low risk supplier with regard to manufacturing 
Visitect
®
 CD4. 
As well as ease of use, another driver for the introduction of new CD4 
testing technologies is a reduction in the cost per test which will 
allow more people to be tested and treated using available funds. 
Marketing and training
Over the last year there has been a major effort in priming the 
market for the test to the point where the Company has developed 
a strong presence in the global health arena and is recognised as 
a serious contender. Visitect
®
 CD4 is still the only instrument-free, 
disposable CD4 test available in the world despite competition 
from several other groups.
Training is a vital element in launching any new test technology 
and a training package has been developed which has proved 
successful in the initial ﬁeld trial roll-out in Africa and India.
mHealth
In addition to the test itself, the development of the Android smartphone 
App to record and transmit Visitect
®
 CD4 test results has completed its 
development and is also undergoing ﬁeld trials. We expect this App to 
be fully available in the new ﬁnancial year which will offer integration into 
cloud/LIMS host databases to provide last mile solutions in resource 
challenged environments. This so-called “mHealth” solution has met 
with great enthusiasm by NGOs and global health organisations as 
the test/App combination offers a complete solution from test site to 
management headquarters. mHealth itself is being seen as a new way 
of educating and providing health information solutions to governments 
and aid agencies so with the Visitect
®
 App we are at the forefront 
of these developments.
Other global health developments
HIV Viral Load
This area of diagnostic testing is very challenging given that a 
complex test is expected to be used in a resource-poor setting 
by low skilled workers. While a few systems have been developed, 
they are far from true point-of-care (POC) tests. Discussions with 
several groups are underway which may deliver the test that is 
required but it is likely to be some time before any signiﬁcant 
progress will be made due to the complexity of the technologies 
being utilised and the settings where the test will be used. Moving 
into the HIV Viral Load testing arena means an entrance into the 
molecular diagnostics market, the fastest growing sector of the 
IVD market.
Syphilis
Our development team is now working on other projects which 
have a high demand in the global health arena. One such assay 
is the Syphilis POC test developed by the Burnet Institute, and 
exclusively licensed to Omega, which can be used in the same 
resource-poor settings as Visitect
®
 CD4.
As a global leader in the ﬁeld of syphilis diagnostics we are 
already well placed to exploit this development as we are already 
promoting our current range of products around the world into 
many resource-poor countries. Currently, there are no POC tests 
that can detect active Syphilis, although many tests can detect 
past treated infections. The test, developed by Burnet, allows for 
the detection of an antibody that is only present at the active stage 
of infection and which disappears after successful treatment. This 
test will accurately diagnose active Syphilis and allow for immediate 
treatment at the point of care without the need for further laboratory 
analysis. This test could therefore result in signiﬁcant improvements 
in the health of women and children through the prevention of 
stillbirths and severe neonatal morbidity. In 2008, the mortality 
associated with congenital Syphilis amounted to 1.4 million pregnant 
women. In addition to the test development, it is anticipated that an 
App will also be developed to work on the same Android smartphone 
as the Visitect
®
 CD4 App, thereby linking the point of care result to 
management database systems.
Neglected Tropical Diseases (NTD)
Neglected Tropical Diseases (NTDs) disproportionately affect 
the world’s poorest and most vulnerable people, inﬂicting serious 
disﬁgurement and disability, reducing productivity, quality of life, 
often resulting in death. The combined impact of NTDs rivals the 
effects of human immunodeﬁciency virus (HIV), Tuberculosis and 
Malaria. More and more funding is being donated to overcome 
these diseases to the point where development of appropriate 
diagnostic tests are now commercially viable.
Schistosomiasis
One example of an NTD is Schistosomiasis which is a disease 
caused by a worm that is present in many tropical countries. 
200 million people are estimated to be infected with a further 
600 million at risk. After Malaria, Schistosomiasis is the second 
most important disease caused by a parasite. It is likely that as 
programmes to control Schistosomiasis roll out in Africa there 
will be an increasing need for a test that detects the disease 
sensitively and speciﬁcally. Omega is working with an expert 
in this disease area and good early progress is being made 
in the development of a new lateral ﬂow test. It is anticipated 
that ﬁeld trials could commence in the second half of the year.
Outlook
The new ﬁnancial year is set to be a dynamic one with Visitect
®
 CD4 
coming to the market. The sales potential is high but, as alluded 
to above, in the NGO/aid market sector there are some hurdles to 
overcome such as individual country evaluations and approvals. We 
remain conﬁdent about selling signiﬁcant quantities of product; however, 
the timing to forecast when this business will materialise is not an exact 
science. The core business remains in good shape as evidenced by 
the increase in Food intolerance sales and increased proﬁt before tax 
so we are well positioned to take advantage of the good conditions to 
deliver on our goals of launching Visitect
®
 CD4 and the iSYS Allergy 
platform later in the year.
By focusing on our core strategic areas and with increased focus 
on global health markets we believe that we are building a secure 
and stable platform for growth and enhanced proﬁtability.
Andrew Shepherd
Chief Executive
20 June 2014 Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
16
Product Case Study
HIV remains the primary cause of global disease 
burden in 12 countries, including South Africa and 
India. We are addressing this challenge through 
our revolutionary Visitect
®
 CD4 test
Training health care workers in 
Kenya to run Visitect
® 
CD4 tests.
Further to the completion of the 
technology transfer announced in 
February 2014, Visitect
®
 CD4 tests 
have been supplied for initial ﬁeld 
validation studies to evaluate 
performance in India and Kenya. 
As well as patient sample evaluations 
the Kenyan study also included 
evaluation of the Visitect
®
 CD4 
mHealth App Smartphone Reader. 
The success of these initial studies will 
lead to a roll-out of validation studies 
into other countries.
In parallel with these trial activities, 
claim support studies have commenced 
in the UK to support the regulatory 
requirements in connection with 
CE-Marking the test.
Sign posts 
directing patients 
to the Kenya 
Medical Research 
Institute in Busia, 
Kenya where the 
initial ﬁeld trial has 
been taking place. 17
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Strategic Report
HIV is a major global health challenge affecting
approximately 33 million people worldwide
More than 2/3 of this population are in developing countries
That’s 26.3 million people
But more than half don’t have access to treatment – 17.1 million people
South Africa
India
Mozambique
Kenya
Tanzania
Nigeria Uganda
Russian 
Federation
Malawi
Zambia
China
Zimbabwe
Top 12 countries by HIV population
Finger-prick blood sampling
Instrument-free testing
Results obtained in 40 minutes
Convenient and easy to use
Low cost – just US$5 per test
Visitect
®
 CD4 is portable and light
Perform multiple tests at once
Proven lateral ﬂow technology
The advantages of the Visitect
®
 CD4 test
* Reference: UNAIDS report on the global AIDS epidemic (2010). Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
18
Financial Review
Financial performance
It has been a year of solid performance for our core business. Total 
revenue was up by 3% to £11.6 million, principally due to a strong 
performance from our Food intolerance division. Gross proﬁt increased 
by 5% to £7.4 million, leading to a higher margin of 63.6%.
Costs have been carefully managed throughout the year so that 
overheads were effectively unchanged at £6.8 million. Adjusted 
proﬁt before tax increased signiﬁcantly to £1.1 million compared to 
£0.8 million the year before. The UK companies continue to beneﬁt 
from the enhanced R&D tax credit system and a net tax credit of 
£0.15 million has been recognised in the year. Accordingly, adjusted 
proﬁt after tax of £1.25 million, on an average 104 million shares in 
issue, resulted in adjusted earnings per share of 1.2 pence. This is 
slightly reduced from 1.3 pence in the previous year where adjusted 
after tax proﬁts of £1.1 million were earned on an average 85 million 
shares in issue.
Segmental revenue performance
Food intolerance
The Food intolerance division has consistently performed well over 
a number of years, exhibiting an 18% compound annual growth 
rate in revenue over the last ﬁve years. For this year, total Food 
intolerance sales were £5.18 million (2013: £4.39 million).
Sales of Food Detective
®
 grew by 35% to £1.69 million (2013: £1.25 million) 
with particularly strong sales performances in Poland and Brazil. 
Total volumes exceeded 100,000 units for the ﬁrst time, achieving 
sales of 106,312 (2013: 85,214). Excluding component sales to 
China, the average selling price per kit was £22.55 (2013: £22.01), 
the highest level seen in the last three years. 
Sales of Genarrayt
®
 reagents grew by 15% to £2.12 million 
(2013: £1.84 million) with strong performances again in both the Spanish 
and French markets. However, it is pleasing to see a broadening base 
of other markets with the top ﬁve markets by revenue accounting for 
63% of total sales this year versus 70% last year. The Group sold 
a further 13 instruments in the year, taking the cumulative number 
of installations to 132 instruments in 35 countries, and revenue 
per instrument (excluding Spain) increased by 7% to £13,746 
(2013: £12,885).
Our Foodprint
®
 laboratory service achieved sales of £0.64 million 
(2013: £0.61 million) and we produced and sold 7,985 patient reports 
in the year (2013: 7,529) at an average price of £79.55 per report 
(2013: £80.65).
Allergy and autoimmune
Sales for the Allergy and autoimmune division are comprised of Allergy 
sales of £3.52 million (2013: £3.62 million) and sales of autoimmune 
products of £0.45 million (2013: £0.54 million). The Allergy sales 
are derived almost exclusively from our Omega GmbH business in 
Germany which is operating in an environment of reimbursement 
restrictions. 12 out of the 17 health regions we operate in are under 
such restrictions, but despite these regions collectively accounting 
for approximately 54% of total allergy sales, the overall reduction in 
Omega GmbH allergy sales was limited to 6% in euro terms. In reported 
sterling terms, the reduction was only 3% due to an average stronger 
euro/sterling exchange rate throughout the year of 1.186 (2013: 1.223). 
The strategy has been to reinforce customer relationships through 
training, service and account management to secure the business 
and to prioritise allergy testing over other testing (e.g. microbiology 
tests) in a market which has declined by approximately 5% over 
the last two years.
We continue to sell autoimmune products into markets where 
automation is ever increasing. Despite these headwinds, most of 
our country markets have maintained their position and the drop-off 
is attributable to a reduction in Iran where reimbursement restrictions 
have occurred due to a severe devaluation of the Iranian currency.
Kieron Harbinson Finance Director
In summary
 – Group revenue increased by 3% 
to £11.6 million.
 – Food intolerance sales increased by 18% 
to £5.2 million.
 – Increase in gross margin percentage 
to 63.6%.
 – Adjusted proﬁt before tax increased by 41% 
to £1.1 million.
 – Adjusted earnings per share of 1.2 pence.
 – Cash in hand at the end of the year 
of £3.1 million.
We are focusing our resources
on achieving commercialisation
of Visitect
®
 CD4 and our
Allergy iSYS project. 19
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Strategic Report
Infectious disease
Infectious disease sales amounted to £2.45 million (2013: £2.71 million) 
in the year. The reduction of £0.26 million is principally down to two 
factors. First, the loss of business from a UK customer who experienced 
ﬁnancial difﬁculties led to a sales reduction of £0.16 million. Since the 
year end, we have recommenced selling small volumes of product 
to this customer as its situation has recently begun to improve. 
Second, the devaluation of the Iranian currency referred to above has 
also had a similar effect in reducing Infectious disease sales through 
our distributor by £0.1 million. Despite these issues, they have been 
mitigated by growth in other areas, particularly in India and Brazil.
Research and development
Total investment in research and development was £1.61 million 
(2013: £1.17 million) representing 14% of Group turnover. Expenditure 
is focused on our two key areas of interest. We spent £0.94 million 
(2013: £0.83 million) on our Allergy iSYS project and £0.43 million 
(2013: £0.20 million) on our Visitect
®
 CD4 project. Both these amounts 
have been capitalised on the balance sheet in accordance with IAS 
38 – Development Costs. Earlier stage R&D expenditure amounted 
to £0.24 million (2013: £0.14 million) which has been expensed 
through the income statement.
Intangible assets
The Group has intangible assets of £11.3 million comprising goodwill 
of £4.7 million, separately identiﬁable intangible assets of £3.9 million 
and capitalised development costs of £2.7 million. 
Goodwill
Goodwill of £4.7 million arose as to £3.0 million on acquiring 
Genesis/CNS in 2007, £0.4 million on acquiring Co-Tek in 2009 and 
£1.3 million in acquiring the allergy IVD business in Germany in 2010. 
There has been no impairment of goodwill on any of the acquisitions 
to date.
Intangible assets
Separately identiﬁable intangible assets have been recognised on 
acquisition: £2.0 million on Genesis/CNS of which £0.6 million has 
been amortised to date; £0.1 million on Co-Tek which has been fully 
amortised; and £1.8 million on Omega GmbH of which £0.8 million 
has been amortised to date. A purchased licence of £1.5 million, 
the ﬁnal £0.5 million instalment for which was paid in the year 
(2013: £0.1 million), relates to the exclusive global access rights 
to the IDS-iSYS platform for allergy testing, which, to date, has 
not been amortised. 
Capitalised development costs
Capitalised development costs have been incurred to date 
comprising £2.1 million on the Allergy iSYS project and £0.6 million 
on the Visitect
®
 CD4 project, neither of which has been amortised 
to date. The amortisation of these capitalised development costs, 
along with the purchased licence referred to above, will only start 
after commercialisation of these assets. Going forward, this particular 
subset of amortisation charges will not be added back in the computation 
of the Group’s routinely reported adjusted proﬁt before tax.
Property, plant and equipment
The Group has invested £0.5 million (2013: £0.3 million) in the year, 
including a combined £0.4 million at the Alva-based headquarters 
in Scotland on its Visitect
®
 CD4 manufacturing assembly unit along 
with plant and machinery to undertake the bottle ﬁlling of individual 
allergy reagents for the iSYS system.
Financing
In June last year, the Company successfully completed an institutional 
placing of 23,529,412 ordinary shares, at 17 pence per share, raising 
£4 million (gross) in the process. At the year end, the Group still had 
over £3 million of cash in hand. In May of this year, the Company 
renewed its overdraft facility at a level of £1 million and, accordingly, 
the Group remains in a strong position to fund its activities.
Grant funding
We announced in the year that the Burnet Institute was successful 
in being awarded a UNITAID grant for US $1.6 million to initiate ﬁeld 
evaluations in India and South Africa. Omega is the collaborating 
partner in this initiative and is the means by which the Burnet 
Institute will be able to deliver on its project manufacturing goal. 
The Burnet Institute agreed to provide Omega with grant funding 
of £0.36 million and 90% of these funds were received before the 
end of the year. Manufacturing facilities have been located in Pune, 
India, and since the year end, a ﬁve-year lease has been taken out 
over these premises to accelerate delivery of this goal. We also 
received an interim instalment of £32,000 from Scottish Enterprise 
under the Regional Selective Assistance Programme.
Operating cash ﬂow
Omega continues to manage its working capital efﬁciently and generated 
operating income of £1.67 million (2013: £1.01 million) in the year, 
including the grant income referred to above. Excluding this grant 
income, the Group has achieved a conversion rate of adjusted 
operating proﬁt (operating proﬁt plus amortisation of intangible assets 
plus share-based payments) to operating cash of 122% (2013: 129%).
Foreign exchange
The Group has investments in overseas operations and conducts 
trading transactions in currencies other than sterling. The principal 
currencies used and the average foreign exchange rates in the year 
are as follows:
2013/14 2012/13
Sterling/US dollar 1.60 1.58
Sterling/euro 1.186 1.223
Sterling/Indian rupee 96.33 85.54
Proﬁt and loss account
The Group has foreign-denominated bank accounts to allow for the 
receipt and settlement of amounts in connection with its normal trading 
operations. These transactions are subject to timing differences 
between when they are transacted and when they are settled which 
can give rise to foreign exchange differences. Foreign-denominated 
receivables, payables and bank balances are restated into sterling at 
closing balance sheet dates which also gives rise to foreign exchange 
differences. During the year, the Group incurred exchange losses 
of £74,000 (2013: £2,000) on these transactions which has been 
charged through the income statement.
Other comprehensive income
The Group has net assets in Germany and India, held in fully owned 
subsidiaries. The original investments in these subsidiaries are held at 
historic exchange rates. The difference between these historic balances 
and their restated amounts at the most recent closing balance sheet 
rates gives rise to movements which are recorded through other 
comprehensive income and included within retained earnings on the 
balance sheet. During the year, there has been a charge of £127,000 
(2013: £27,000 credit) on the retranslation of foreign operations.
Kieron Harbinson  Andrew Shepherd
Group Finance Director Chief Executive
20 June 2014  20 June 2014
The Strategic Report was approved by the Board of Directors on 
20 June 2014 and signed on its behalf by Kieron Harbinson, Group 
Finance Director, and Andrew Shepherd, Chief Executive. Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
20
Board of Directors
David Evans
Non-executive Chairman
David joined Omega in 2000 as Non-executive 
Chairman. He has considerable experience 
within the diagnostics industry. As Financial 
Director he was a key member of the team 
that ﬂoated Shield Diagnostics Limited in 
1993. He became Chief Executive Ofﬁcer 
responsible for the merger of Shield 
Diagnostics Group plc with Axis Biochemicals 
ASA of Norway in 1999 to create Axis-Shield 
plc. In addition to his role as Non-executive 
Chairman of Omega, he holds Non-executive 
Directorships in a number of other companies.
Andrew Shepherd
Chief Executive
Andrew is the Founder and Chief Executive 
of Omega. He has worked in the medical 
diagnostics industry for 40 years. In 1986 
he moved to Scotland to join Bioscot Limited 
and shortly afterwards, established Omega. 
He has used his technical experience 
and knowledge of exporting to oversee 
the signiﬁcant growth of the export of 
Omega products. He is an active member 
of a number of relevant trade associations, 
and was a member of the Bill and Melinda 
Gates Foundation’s (BMGF) Global Health 
Diagnostics Forum, which provided guidance 
to BMGF in advising on technology and 
future investments in worldwide diagnostics 
programmes for developing countries.
Kieron Harbinson
Finance Director
Kieron joined Omega in August 2002 
as Finance Director. He has a broad 
experience in technology and related 
businesses. He started his career with 
Scotia Holdings PLC in 1984 and remained 
with the company for 14 years, occupying 
various senior ﬁnance roles. These roles 
enabled him to acquire experience in 
corporate acquisitions, disposals and 
intellectual property matters. In addition 
he gained experience in various debt and 
equity transactions, and was involved in 
raising over £100 million for the company. 
He then joined Kymata Limited, a start-up 
optoelectronics company, as Finance 
Director. Over a period of 18 months, 
he was involved in raising approximately 
US$85 million of venture capital funding.
Jag Grewal
Sales and Marketing Director
Jag joined Omega in June 2011 as Group 
Sales and Marketing Director. He has 
worked in the medical diagnostics industry 
for 20 years having started out as a Clinical 
Biochemist in the NHS. In 1995 he joined 
Beckman Instruments where he developed 
a career spanning 15 years in sales and 
marketing holding a variety of positions in 
sales, product management and marketing 
management. In 2009 he left as Northern 
Europe Marketing Manager to join Serco 
Health where he helped create the ﬁrst 
joint venture within UK pathology between 
Serco and Guys and St Thomas’ Hospital. 
He is also past Chairman and current 
treasurer of the British In-Vitro Diagnostics 
Association (BIVDA).
Michael Gurner (resigned 8 July 2013)
Non-executive Director
Michael led the ﬂotation of the Company on 
AIM in 2006. He qualiﬁed as a Chartered 
Accountant in 1967, before embarking on 
a career in merchant banking with Keyser 
Ullmann, including M&A activities with the 
Ryan Group of Companies and holding 
senior management positions, including 
Managing Director of a fully listed company, 
Continuous Stationery plc, an acquisitive 
business forms manufacturer between 
1986 and 1991. Thereafter he focused 
on turning around under-performing and 
ailing businesses, in association with 
Postern Executive Group Limited 
(“Postern”), a leading UK turnaround 
specialist which provided management 
teams for troubled companies.
William Rhodes (appointed 1 May 2013)
Non-executive Director
During his 14 year career with Becton, 
Dickinson and Co., one of the world’s 
leading suppliers of medical, diagnostic 
and life science research products, Bill held 
a number of senior leadership positions, 
and until the end of 2012, was BD’s Senior 
Vice President, Corporate Strategy and 
Development, being responsible for BD’s 
worldwide mergers and acquisitions and 
corporate strategies. Previously, he was 
Worldwide President of BD Biosciences, 
a business segment with turnover of over 
US$1.0 billion, including the provision 
of ﬂow cytometry instruments and their 
associated reagents for CD4 testing used 
in a wide range of laboratory settings. Prior 
to working for BD, Bill held senior business 
development positions with Pﬁzer Inc. 
and Johnson and Johnson. Governance
21
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Senior Management Team
Dr Edward Valente
Group Research and 
Development Director
Edward joined Omega in March 2011 as 
Allergy Systems Director. He has worked in 
the medical diagnostics industry for 30 years. 
He started his career with Amersham 
International in 1983 where he held scientiﬁc 
and managerial positions in clinical diagnostics 
research and development. He then joined 
Shield Diagnostics in 1988 and held managerial 
positions in R&D and marketing. Latterly, he 
was responsible for market development of 
new markers, including clinical studies, and 
design and development of immunoassay 
products on automated platforms for 
industry majors.
Mike Gordon
Group Operations Director
Mike joined Omega in October 2011 as 
Group Operations Director. He has worked 
in the Medical diagnostics industry for 30 
years. He started his career with Inveresk 
Research International as a Development 
Scientist. He then joined Bioscot Ltd 
working through its transition to Cogent 
Diagnostics Ltd and onwards to Hycor 
Biomedical Ltd. During this time he has 
held the positions of Quality Manager, 
Production Director and latterly as 
Production and Logistics Manager for its 
last corporate owners. During this period 
he was responsible for the implementation 
of ISO 9001 and for successfully navigating 
the company through the process of US 
FDA registration and inspection.
Iain Logan
Group Financial Controller
Iain joined Omega in November 2010 
as Group Financial Controller. He qualiﬁed 
as a Chartered Accountant in 2002 with 
PricewaterhouseCoopers in Edinburgh. 
He then worked at Murray International 
Holdings Limited in the head ofﬁce ﬁnance 
team for three years performing a variety 
of ﬁnancial accounting roles. He then 
moved on to Murray Capital Limited, 
the investment management company 
of Murray International Holdings Limited, 
gaining experience in all aspects of 
acquisitions, disposals and investment 
portfolio company analysis and management. 
His current role primarily covers responsibility 
for the ﬁnancial reporting of the Group and 
management of the Group ﬁnance team.
Prashant Maniar
Managing Director – 
Omega Dx (Asia) Pvt Limited
Prashant joined Omega Dx (Asia) in 
October 2011 as Managing Director. He 
has worked in the diagnostics industry for 
24 years. He started his career as Production 
Head in Cadila Laboratories. He then spent 
15 years working for GlaxoSmithKline and 
ThermoFisher Scientiﬁc in various roles 
establishing their diagnostic business in 
India with 14 collaborations with national 
and multinational companies. In his most 
recent role he established the Microbial 
Control business for Lonza India. He has 
been responsible for the commercial set 
up of Omega Dx (Asia) Pvt Ltd and has 
transitioned the Group’s business in India 
from distributor to wholly owned subsidiary.
Jamie Yexley
Site Manager – 
Genesis Diagnostics Limited, 
Cambridge Nutritional Sciences Limited
Jamie joined Genesis and CNS in June 
1999 as a Production Laboratory Assistant. 
He was promoted to Production Manager 
in 2005 and Operations Manager in 2009. 
He has been instrumental in seeing the 
Company through a sustained period of rapid 
growth and change. In 2012 he moved to 
the role of Site Manager. He has 20 years 
manufacturing experience with 13 years 
speciﬁcally in the medical diagnostics 
industry. Educated in Cambridge he has 
spent his professional career working in the 
manufacturing industry starting in an FMCG 
environment. Throughout his time with the 
Company he has been responsible for ICT 
where he is recognised as the Group’s 
foremost expert.
Karsten Brenzke
Site Manager –  
Omega Diagnostics GmbH
Karsten joined Omega GmbH in 
November 2010 as a consultant to facilitate 
the acquisition of the IVD business from 
Allergopharma. He was then appointed 
on a permanent basis initially as Finance 
Manager before being appointed as Site 
Manager in May 2012. He has worked for 
different industry companies in the ﬁnance 
control function with his longest stay of 
seven years at Zeppelin Power Systems 
where he gained experience in mergers 
and post-merger integration. Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
22
Corporate Governance Report
As an AIM-quoted company, the Group is not required to produce 
a corporate governance report nor comply with the requirements 
of the UK Corporate Governance Code. However, the Directors are 
committed to providing information on an open basis and present 
their Corporate Governance Report as follows:
The Board of Directors
The Board currently comprises: one Non-executive Chairman; one 
Non-executive Director; and three Executive Directors, who are the 
Chief Executive, the Finance Director and the Sales and Marketing 
Director. David Evans, Non-executive Chairman, and William Rhodes, 
Non-executive Director, are considered by the Board to be 
independent in character and judgement. The Board meets at regular 
intervals and is responsible for setting corporate strategy, approving 
the annual budget, reviewing ﬁnancial performance, agreeing the 
renewal of and any new banking/treasury facilities, approving major 
items of capital expenditure and reviewing and approving acquisitions. 
The Board is provided with appropriate information in advance of Board 
meetings to enable it to discharge its duties effectively. William Rhodes 
was appointed to the Board as a Non-executive Director on 1 May 2013.
During the ﬁnancial year, the Board met on eleven occasions. 
Of the eleven meetings David Evans, Andrew Shepherd, Kieron 
Harbinson and Jag Grewal attended all eleven and William Rhodes 
attended nine out of ten meetings he was entitled to attend. 
Michael Gurner resigned as a Director on 8 July 2013 and 
attended three out of three meetings he was entitled to attend. 
The Chairman has additional Non-Executive Directorships 
of the following companies:
 – Epistem Holdings plc
 – Momentum Biosciences Limited
 – Scancell Holdings plc
 – EKF Diagnostics plc
 –Cytox Limited
 – Venn Life Sciences plc
 – Diagnostic Capital Limited
 – Lochglen Whisky Limited
 – St Andrews Golf Art Limited
 – Spectrum Limited (Rainbow Seed Fund)
 –OptiBiotix Health Limited
 – Permaitha Limited
 – Integrated Magnetic Systems Limited
 – Collagen Solutions plc
The Audit Committee
The Audit Committee has met on two occasions during the year and 
once since the year end. The Committee is comprised of David Evans, 
as Chairman, and William Rhodes and has primary responsibility 
for monitoring the quality of internal controls, ensuring that the 
ﬁnancial performance of the Group is properly measured and 
reported on, and for reviewing reports from the Group’s auditors 
relating to the Group’s accounting and ﬁnancial reporting, in all 
cases having due regard to the interests of shareholders. The 
Committee shall also review preliminary results announcements, 
summary ﬁnancial statements, signiﬁcant ﬁnancial returns to 
regulators and any ﬁnancial information contained in certain other 
documents, such as announcements of a price-sensitive nature. 
William Rhodes replaced Michael Gurner who resigned from the 
Board on 8 July 2013.
 Non-executive Chairman 1
 Non-executive Director 1
 Executive Director 3
Board Audit Remuneration
David Evans 11/11 3/3 3/3
Andrew Shepherd 11/11 — —
Kieron Harbinson 11/11 — —
Jag Grewal 11/11 — —
Michael Gurner 3/3 — —
William Rhodes 9/10 3/3 3/3
Responsibilities of the Board
 – Setting corporate strategy
 – Approving the annual budget
 – Reviewing ﬁnancial performance
 – Agreeing the renewal of and any new banking/
treasury facilities
 – Approving major items of capital expenditure 
 – Reviewing and approving acquisitions
The Board is provided with appropriate information 
in advance of Board meetings to enable it to discharge 
its duties effectively. 
Executive/Non-executive Board membership
Board attendance throughout the year
1
3
1 Governance
23
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
The Committee considers and makes recommendations to 
the Board, to be put to shareholders for approval at the Annual 
General Meeting, in relation to the appointment, re-appointment 
and removal of the Group’s external auditors. The Committee also 
oversees the relationship with the external auditors including 
approval of remuneration levels, approval of terms of engagement 
and assessment of their independence and objectivity. In so doing, 
they take into account relevant UK professional and regulatory 
requirements and the relationship with the auditors as a whole, 
including the provision of any non-audit services. Ernst & Young 
LLP have been auditors to Omega Diagnostics Limited (ODL) 
since 2000 and were appointed as auditors to the Group following 
completion of the reverse takeover of ODL in September 2006.
The Committee has reviewed the effectiveness of the Group’s 
system of internal controls and has considered the need for an 
internal audit function. At this stage of the Group’s size and 
development, the Committee has decided that an internal audit 
function is not required, as the Group’s internal controls system in 
place is appropriate for its size. The Committee will review this 
position on an annual basis.
The Committee also reviews the Group’s arrangements for its 
employees raising concerns, in conﬁdence, about possible 
wrongdoing in ﬁnancial reporting or other matters. The Committee 
ensures that such arrangements allow for independent 
investigation and follow-up action.
The Remuneration Committee
The Remuneration Committee has met on three occasions during 
the year. The Committee is comprised of David Evans, as 
Chairman, and William Rhodes and has primary responsibility for 
determining and agreeing with the Board the remuneration of the 
Company’s Chief Executive, Chairman, Executive Directors, 
Company Secretary and such other members of the Executive 
management as it is designated to consider. The remuneration of 
the Non-executive Directors shall be a matter for the Chairman and 
the Executive Directors of the Board. No Director or manager shall 
be involved in any decisions regarding their own remuneration. 
William Rhodes replaced Michael Gurner who resigned from the 
Board on 8 July 2013.
Internal control
The Board is responsible for the Group’s system of internal control 
and for reviewing its effectiveness throughout the year. Such a 
system can only provide reasonable assurance against 
misstatement or loss.
The Board monitors ﬁnancial controls through the setting and 
approval of an annual budget and the regular review of monthly 
management accounts. Management accounts contain a number 
of indicators that are designed to reduce the possibility of 
misstatement in ﬁnancial statements.
Where the management of operational risk requires outside advice, 
this is sought from expert consultants, and the Group receives this 
in the areas of employment law and health and safety management.
The Group is compliant with industry standard quality assurance 
measures and undergoes regular external audits to ensure that 
accreditation is maintained.
Communication with shareholders
The Board recognises the importance of communication with 
its shareholders. The Group maintains informative websites for 
Omega Diagnostics Limited, Cambridge Nutritional Sciences 
Limited and Omega GmbH containing information likely to be of 
interest to existing and new investors. In addition, the Group retains 
the services of ﬁnancial PR consultants, providing an additional 
contact point for investors. The Board encourages shareholder 
participation at its Annual General Meeting, where shareholders 
can be updated on the Group’s activities and plans.
Going concern
The Group’s business activities, together with the factors likely to 
affect its future development, performance and position are set out 
in the Strategic Report, which runs on pages 6 to 19. The ﬁnancial 
position of the Group, its cash ﬂows, liquidity position and 
borrowing facilities are described in the Financial Review on pages 
18 and 19. In addition, Note 22 to the ﬁnancial statements includes 
the Group’s objectives, policies and processes for its ﬁnancial risk 
management objectives; details of its ﬁnancial instruments and 
hedging activities; and its exposures to credit risk and liquidity risk. 
The recent renewal of overdraft facilities as well as the successful 
fundraising of £4 million in June 2013 means that the Group has 
signiﬁcant ﬁnancial resources together with long-term relationships 
with a number of customers and suppliers across different 
geographic areas and industries.
As a consequence, the Directors believe that the Group is well 
placed to manage its business risks successfully and fully capitalise 
on the new product opportunities despite the current uncertain 
economic outlook.
The Directors have a reasonable expectation that the Group 
has adequate resources to continue in operational existence for 
the foreseeable future. Accordingly, they continue to adopt the 
going concern basis of accounting in preparing the annual 
ﬁnancial statements.
By order of the Board
Kieron Harbinson
Company Secretary
20 June 2014 Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
24
Advisers
Nominated adviser and broker
ﬁnnCap Limited
60 New Broad Street
London EC2M 1JJ
Auditors
Ernst & Young LLP
G1
5 George Square
Glasgow G2 1DY
Solicitors
Brodies LLP
15 Atholl Crescent
Edinburgh EH3 8HA
Registrar
Share Registrars Limited
Suite E
First Floor, 9 Lion and Lamb Yard
Farnham
Surrey GU9 7LL
PR
Walbrook PR Limited
4 Lombard Street
London EC3V 9HD
Country of incorporation 
England & Wales
Omega Diagnostics Group PLC
Registered number: 5017761 Governance
25
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Directors’ Report
The Directors present their Annual Report and Group ﬁnancial statements for the year ended 31 March 2014.
Principal activities
The principal activity of the Company is as a holding company. The principal activity of the Group is the manufacture, development and 
distribution of medical diagnostics products.
Results and dividends
The result for the year is a proﬁt of £692,851 (2013: £582,266) which has been taken to reserves. The Directors do not propose to pay a dividend. 
The results are disclosed in more detail in the Strategic Report on pages 6 to 19.
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its 
own income statement in these ﬁnancial statements. The Company proﬁt for the year ended 31 March 2014 is £65,166 (2013: £59,896).
Business review and future development
A review of business and future development is discussed in more detail in the Strategic Report. Key performance indicators are 
disclosed and discussed on page 11. 
Research and development
Research and development activity has increased in the year. Details of research and development activity are contained in the Chief 
Executive’s Review on pages 14 and 15. Costs in the year amounted to £1,615,240 (2013: £1,167,274). Costs of £245,873 in relation to 
research activities (2013: £140,810) were expensed through the statement of comprehensive income and costs of £1,369,367 in relation 
to product development (2013: £1,026,464) were capitalised and included within intangible assets as detailed in Note 8.
Directors
The names of the Directors who have served the Group throughout the year are:
 – David Evans
 – Michael Gurner (resigned 8 July 2013)
 – Kieron Harbinson
 – Andrew Shepherd
 –Jag Grewal
 – William Rhodes (appointed 1 May 2013)
Biographies of all Directors serving at the year end are on page 20.
Directors’ interests
The beneﬁcial interests of Directors who have served throughout the year are listed in the Directors’ Remuneration Report on pages 27 
and 28. There are no non-beneﬁcial interests held by Directors. There have been no changes to any Director’s interests in the shares 
of the Group between 31 March 2014 and the date of this report.
Major interests in shares
As at 31 May 2014 the following shareholders held more than 3% of the Group’s issued ordinary share capital:
Number of 4 pence
ordinary shares Percentage
Legal & General Investment Management 19,476,471 17.91%
Liontrust Asset Management 8,711,494 8.01%
Octopus Investments Limited 6,676,930 6.14%
Mobeus Equity Partners LLP 6,541,600 6.02%
Unicorn Asset Management 4,266,750 3.92%
Charles Stanley Stockbrokers 3,695,149 3.40%
Barclays Stockbrokers 3,406,962 3.13%
Killik & Co LLP 3,395,643 3.12%
Richard Sneller 3,365,000 3.09% Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
26
Directors’ Report continued
Employees
The Group encourages communication with its employees and favours an environment where staff can put forward their ideas, 
suggestions and concerns on any matter that involves them. The Group gives full and fair consideration to applications for employment 
made by disabled people, having regard to their particular aptitudes and abilities. Where an employee becomes disabled in the course 
of their employment, where possible, arrangements will be made for appropriate retraining to match their abilities with their duties.
Principal risks and uncertainties
The Board meets regularly to review operations and to discuss risk areas. The Strategic Report contains details of the Group’s system of 
internal control. Note 22 to the ﬁnancial statements contains details of ﬁnancial risks faced by the Group.
Donations
The Group made no charitable donations in the year (2013: £Nil) nor any political donations (2013: £Nil).
Auditors
The auditors, Ernst & Young LLP, have indicated their willingness to continue in ofﬁce and a resolution for their re-appointment will be 
proposed at the forthcoming Annual General Meeting.
Directors’ statement as to disclosure of information to auditors
The Directors who were members of the Board at the time of approving the Directors’ Report are listed on page 20. Having made 
enquiries of fellow Directors and of the Company’s auditors, each of these Directors conﬁrms that:
 – to the best of each Director’s knowledge and belief, there is no information (that is, information needed by the Group’s auditors in 
connection with preparing their report) of which the Group’s auditors are unaware; and
 – each Director has taken all the steps a Director might reasonably be expected to have taken to be aware of relevant audit information 
and to establish that the Group’s auditors are aware of that information.
By order of the Board
Kieron Harbinson
Company Secretary
20 June 2014 Governance
27
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Directors’ Remuneration Report
As an AIM-quoted company, the Group is not required to produce a remuneration report that satisﬁes all the requirements of the 
Companies Act. However, the Directors are committed to providing information on an open basis and present their Remuneration Report 
as follows:
Remuneration Committee
The Remuneration Committee is comprised of David Evans and William Rhodes. The committee meets as and when required to 
determine and agree with the Board the policy for the remuneration of the Group’s Chief Executive, Chairman and Executive Directors. 
The objective of this policy shall be to ensure that members of the executive management of the Group are provided with appropriate 
incentives to encourage enhanced performance and are, in a fair and reasonable manner, rewarded for their individual contributions 
to the success of the Group. No Director or manager shall be involved in any decisions as to their own remuneration.
Remuneration policy
The Group’s policy is that the remuneration arrangements, including pensions, for subsequent ﬁnancial years should be sufﬁciently 
competitive to attract, retain and motivate high quality executives capable of achieving the Group’s objectives, thereby enhancing 
shareholder value.
Incentive schemes/share option schemes
During the year, Andrew Shepherd was issued with an option over 800,000 ordinary shares of the Group, Kieron Harbinson was issued 
with an option over 640,000 ordinary shares of the Group and Jag Grewal was issued with an option over 610,000 ordinary shares of 
the Group. All of the options were granted on 25 February 2014 and were under the Company’s EMI Share Option Scheme.
William Rhodes was issued with an option over 2,130,406 ordinary shares of the Group. The option was granted under the Company’s 
third Unapproved Option Scheme.
Directors’ service contracts
Andrew Shepherd entered into a service contract with the Group on 23 August 2006, under which he was appointed as Chief Executive 
on an annual salary of £85,000. His salary was increased to £131,250 per annum from 1 April 2009 and then further increased to 
£145,000 per annum from 1 April 2011. The agreement will continue until terminated by either party giving to the other not less than 
twelve months’ notice in writing.
Kieron Harbinson entered into a service contract with the Group on 23 August 2006, under which he was appointed as Finance Director 
and Company Secretary on an annual salary of £72,500. His salary was increased to £94,500 per annum from 1 April 2009 and then 
further increased to £115,000 per annum from 1 April 2011. The agreement will continue until terminated by either party giving to the other 
not less than three months’ notice in writing.
David Evans was appointed a Non-executive Director of the Group on 19 September 2006 and was entitled to an annual fee of £25,000 
from 1 April 2008. The agreement will continue until terminated by either party giving to the other not less than one month’s notice in writing.
Michael Gurner was appointed a Non-executive Director of the Group on 19 September 2006 and he was entitled to an annual fee of 
£15,000. This fee was increased to £20,000 per annum from 1 January 2009. Michael Gurner resigned on 8 July 2013.
Jag Grewal entered into a service contract with the Group on 30 June 2011, under which he was appointed as an Executive Director on 
an annual salary of £110,000. The agreement will continue until terminated by either party giving to the other not less than three months’ 
notice in writing. 
William Rhodes was appointed a Non-executive Director of the Group on 1 May 2013 and is entitled to an annual fee of £40,000. 
The agreement will continue until terminated by either party giving to the other not less than one month’s notice in writing.
Directors’ emoluments
 Fees/basic Beneﬁts Total Total
 salary Bonuses in kind 2014 2013
Consolidated £££ £ £
Executive
Andrew Shepherd 145,000 — — 145,000 145,000
Kieron Harbinson 115,000 — 1,561 116,561 116,506
Jag Grewal 110,000 — — 110,000 110,000
Non-executive
David Evans 25,000 — — 25,000 25,000
William Rhodes 36,667 — — 36,667 —
Michael Gurner 10,000 — — 10,000 20,000 Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
28
Directors’ Remuneration Report continued
The amounts paid in the year towards Directors’ pension contributions were as follows:
Directors’ pension contributions
2014 2013
£ £
Andrew Shepherd 7,250 7,250
Kieron Harbinson 5,750 5,750
Jag Grewal 5,500 5,500
Directors’ interests in the 4 pence ordinary shares of Omega Diagnostics Group PLC:
31 March 31 March
2014 2013
David Evans 2,870,134 2,870,134
Michael Gurner 418,730 271,671
Kieron Harbinson 363,562 294,150
Andrew Shepherd 2,677,206 2,618,030
Jag Grewal 68,604 —
William Rhodes — —
The Directors have no interest in the shares of subsidiary companies.
Directors’ share options
At Granted Lapsed Exercised At Option Earliest
1 April during during during 31 March price Date of exercise Expiry
2013 the year the year the year 2014 pence grant date date
David Evans 390,822 — — — 390,822 19.0p 10/12/08 10/12/09 10/12/18
William Rhodes — 2,130,406 — — 2,130,406 15.25p 04/07/13 04/07/16 04/07/23
Andrew Shepherd 703,480 — — — 703,480 19.0p 10/12/08 10/12/09 10/12/18
600,000 — — — 600,000 14.5p 05/07/12 05/07/15 05/07/22
— 800,000 — — 800,000 30.5p 25/02/14 25/02/17 25/02/24
Kieron Harbinson 468,987 — — — 468,987 19.0p 10/12/08 10/12/09 10/12/18
300,000 — — — 300,000 14.5p 05/07/12 05/07/15 05/07/22
— 640,000 — — 640,000 30.5p 25/02/14 25/02/17 25/02/24
Jag Grewal 100,000 — — — 100,000 13.25p 12/08/11 12/08/12 12/08/21
200,000 — — — 200,000 14.5p 05/07/12 05/07/15 05/07/22
— 610,000 — — 610,000 30.5p 25/02/14 25/02/17 25/02/24
During the year Andrew Shepherd, Kieron Harbinson and Jag Grewal were issued with options under the Company’s EMI Option Scheme 
and William Rhodes was issued with options under the Company’s third Unapproved Option Scheme.
The share price at 31 March 2014 was 27.62 pence. The highest and lowest share price during the year was 31.62 pence and 
13.12 pence respectively.
Approved by the Board
David Evans
Non-executive Director
20 June 2014 Governance
29
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Statement of Directors’ Responsibilities
The Directors are responsible for preparing the Annual Report and the Group and Company ﬁnancial statements in accordance with 
applicable United Kingdom law and those International Financial Reporting Standards (IFRSs) as adopted by the European Union.
The Directors are required to prepare Group and Company ﬁnancial statements for each ﬁnancial year end. Under company law, the 
Directors must not approve the ﬁnancial statements unless they are satisﬁed that they present fairly the ﬁnancial position of the Group 
and Company, ﬁnancial performance of the Group and cash ﬂows of the Group and Company for that period. In preparing the Group 
and Company ﬁnancial statements, the Directors are required to:
 – select suitable accounting policies in accordance with IAS 8 – Accounting Policies, Changes in Accounting Estimates and Errors 
and then apply them consistently;
 – present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable 
information;
 – provide additional disclosures when compliance with the speciﬁc requirements in IFRSs is insufﬁcient to enable users to understand 
the impact of particular transactions, other events and conditions on the Group’s ﬁnancial position and ﬁnancial performance;
 – state that the Group and Company has complied with IFRSs, subject to any material departures disclosed and explained in the 
ﬁnancial statements; and
 – make judgements and estimates that are reasonable.
The Directors are responsible for keeping adequate accounting records that are sufﬁcient to show and explain the Group’s and 
Company’s transactions and disclose, with reasonable accuracy at any time, the ﬁnancial position of the Group and Company 
and enable them to ensure that the Group and Company ﬁnancial statements comply with the Companies Act 2006. They are also 
responsible for safeguarding assets of the Group and Company and hence for taking reasonable steps for the prevention and 
detection of fraud and other irregularities. Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
30
Independent Auditors’ Report
to the members of Omega Diagnostics Group PLC
We have audited the ﬁnancial statements of Omega Diagnostics Group PLC for the year ended 31 March 2014 which comprise the 
consolidated statement of comprehensive income, consolidated balance sheet, consolidated statement of changes in equity, consolidated 
cash ﬂow statement, Company balance sheet, Company statement of changes in equity, Company cash ﬂow statement and the related 
Notes 1 to 22. The ﬁnancial reporting framework that has been applied in their preparation is applicable law and International Financial 
Reporting Standards (IFRSs) as adopted by the European Union and, as regards the parent Company ﬁnancial statements, as applied 
in accordance with the provisions of the Companies Act 2006.
This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. 
Our audit work has been undertaken so that we might state to the Company’s members those matters we are required to state to them 
in an auditors’ report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone 
other than the Company and the Company’s members as a body, for our audit work, for this report, or for the opinions we have formed. 
Respective responsibilities of Directors and auditors
As explained more fully in the Statement of Directors’ Responsibilities on page 29, the Directors are responsible for the preparation of the 
ﬁnancial statements and for being satisﬁed that they give a true and fair view. Our responsibility is to audit and express an opinion on the 
ﬁnancial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards require 
us to comply with the Auditing Practices Board’s Ethical Standards for Auditors.
Scope of the audit of the ﬁnancial statements
An audit involves obtaining evidence about the amounts and disclosures in the ﬁnancial statements sufﬁcient to give reasonable assurance 
that the ﬁnancial statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of whether 
the accounting policies are appropriate to the Group’s and the parent Company’s circumstances and have been consistently applied and 
adequately disclosed; the reasonableness of signiﬁcant accounting estimates made by the Directors; and the overall presentation of the 
ﬁnancial statements. In addition we read all the ﬁnancial and non-ﬁnancial information in the Annual Report and Group Financial Statements 
to identify material inconsistencies with the audited ﬁnancial statements and to identify any information that is apparently material based 
on, or materially inconsistent with, the knowledge acquired by us in the course of performing the audit. If we become aware of any 
apparent material misstatements or inconsistencies we consider the implications for our report.
Opinion on ﬁnancial statements
In our opinion:
 − the ﬁnancial statements give a true and fair view of the state of the Group’s and of the parent Company’s affairs as at 31 March 2014 
and of the Group’s proﬁt for the year then ended;
 − the Group ﬁnancial statements have been properly prepared in accordance with IFRSs as adopted by the European Union; 
 − the parent Company ﬁnancial statements have been properly prepared in accordance with IFRSs as adopted by the European Union 
and as applied in accordance with the provisions of the Companies Act 2006; and
 − the ﬁnancial statements have been prepared in accordance with the requirements of the Companies Act 2006.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion the information given in the Strategic Report and the Directors’ Report for the ﬁnancial year for which the ﬁnancial 
statements are prepared is consistent with the ﬁnancial statements.
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: 
 − adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received 
from branches not visited by us; or 
 − the parent Company ﬁnancial statements are not in agreement with the accounting records and returns; or 
 − certain disclosures of Directors’ remuneration speciﬁed by law are not made; or
 − we have not received all the information and explanations we require for our audit. 
James Nisbet (Senior Statutory Auditor)
for and on behalf of Ernst & Young LLP, Statutory Auditor
Glasgow
20 June 2014 31
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Financial Statements
Consolidated Statement of Comprehensive Income
for the year ended 31 March 2014
 2014 2013
Note £ £
Continuing operations
Revenue 7 11,593,870 11,262,898
Cost of sales (4,223,000) (4,209,905)
Gross proﬁt 7,370,870 7,052,993
Administration costs (4,741,186) (4,448,646)
Selling and marketing costs (2,102,359) (2,297,702)
Operating proﬁt 7 527,325 306,645
Finance costs 5 (28,975) (32,914)
Finance income – interest receivable 7 44,691 2,493
Proﬁt before taxation 543,041 276,224
Tax credit 6 149,810 306,042
Proﬁt for the year 692,851 582,266
Other comprehensive income to be reclassiﬁed to proﬁt and loss 
in subsequent periods
Exchange differences on translation of foreign operations (126,514) 26,970
Tax credit/(charge) 13,488 (4,922)
Other comprehensive income that will not be reclassiﬁed to proﬁt and loss 
in subsequent periods 
Actuarial gain/(loss) on deﬁned beneﬁt pensions 51,941 (50,439)
Tax (charge)/credit (12,071) 12,900
Other comprehensive income for the year (73,156) (15,491)
Total comprehensive income for the year 619,695 566,775
Earnings per share (EPS)
Basic and diluted EPS on proﬁt for the year 21 0.7p 0.7p
 2014 2013
£ £
Proﬁt before taxation 543,041 276,224
IFRS-related discount charges (included within Finance costs) 12,575 25,046
Fair value adjustments to ﬁnancial derivatives (included within Finance costs) — (454)
Amortisation of intangible assets (included within Administration costs) 414,308 406,553
Share-based payment charges (included within Administration costs) 125,987 71,193
Adjusted proﬁt before taxation 1,095,911 778,562
Earnings per share (EPS)
Adjusted EPS on proﬁt for the year 1.2p 1.3p
Adjusted proﬁt before taxation is derived by taking statutory proﬁt before taxation and adding back IFRS-related discount charges, 
amortisation of intangible assets, share-based payment charges, acquisition costs and fair value adjustments to ﬁnancial derivatives. 
This is not a primary statement.
Adjusted Proﬁt Before Taxation
for the year ended 31 March 2014 Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
32
Consolidated Balance Sheet
as at 31 March 2014
2014 2013
Note £ £
ASSETS
Non-current assets
Intangibles 8 11,259,215 10,347 ,876
Property, plant and equipment 9 2,283,911 2,116,286
Deferred taxation 14 1,138,404 553,647
Retirement beneﬁt surplus 18 84,370 31,886
Total non-current assets 14,765,900 13,049,695
Current assets
Inventories 10 1,692,941 1,833,887
Trade and other receivables 11 2,415,917 2,556,762
Income tax receivable — 7, 106
Cash and cash equivalents 3,116,013 160,693
Total current assets 7,224,871 4,558,448
Total assets 21,990,771 17 ,608,143
EQUITY AND LIABILITIES
Equity
Issued capital 16,727,516 12,977 ,107
Retained earnings 1,731,053 985,371
Total equity 18,458,569 13,962,478
Liabilities
Non-current liabilities
Long-term borrowings 12 319,044 484,472
Deferred taxation 14 1,042,925 609,395
Total non-current liabilities 1,361,969 1,093,867
Current liabilities
Short-term borrowings 12 427,823 367,649
Trade and other payables 13 1,386,358 1,684,149
Deferred income 13 356,052 —
Other ﬁnancial liabilities 19 — 500,000
Total current liabilities 2,170,233 2,551,798
Total liabilities 3,532,202 3,645,665
Total equity and liabilities 21,990,771 17 ,608,143
David Evans   Kieron Harbinson
Non-executive Chairman  Finance Director
20 June 2014   20 June 2014
Omega Diagnostics Group PLC
Registered number: 5017761 33
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Financial Statements
Consolidated Statement of Changes in Equity
for the year ended 31 March 2014
Share Share Retained
capital premium earnings Total
£££ £
Balance at 31 March 2012 4,145,580 8,831,527 347,403 13,324,510
Proﬁt for the year ended 31 March 2013 — — 582,266 582,266
Other comprehensive income – net exchange adjustments — — 26,970 26,970
Other comprehensive income – actuarial loss on deﬁned beneﬁt pensions — — (50,439) (50,439)
Other comprehensive income – tax credit — — 7,978 7,978
Total comprehensive income for the year — — 566,775 566,775
Share-based payments — — 71,193 71,193
Balance at 31 March 2013 4,145,580 8,831,527 985,371 13,962,478
Issue of share capital for cash consideration 941,176 3,058,824 — 4,000,000
Expenses in connection with share issue — (249,591) — (249,591)
Proﬁt for the year ended 31 March 2014 — — 692,851 692,851
Other comprehensive income – net exchange adjustments — — (126,514) (126,514)
Other comprehensive income – actuarial gain on deﬁned beneﬁt pensions — — 51,941 51,941
Other comprehensive income – tax credit — — 1,417 1,417
Total comprehensive income for the year — — 619,695 619,695
Share-based payments — — 125,987 125,987
Balance at 31 March 2014 5,086,756 11,640,760 1,731,053 18,458,569 Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
34
Consolidated Cash Flow Statement
for the year ended 31 March 2014
2014 2013
Note £ £
Cash ﬂows generated from operations
Proﬁt for the year 692,851 582,266
Adjustments for:
Taxation (149,810) (306,042)
Finance costs 28,975 32,914
Finance income (44,691) (2,493)
Operating proﬁt before working capital movement 527,325 306,645
Decrease/(increase) in trade and other receivables 140,845 (139,262)
Decrease/(increase) in inventories 140,946 (144,338)
(Decrease)/increase in trade and other payables (297,791) 231,132
(Gain)/loss on sale of property, plant and equipment (11,224) 1,010
Depreciation 9 265,553 268,699
Amortisation of intangible assets 8 414,308 406,553
Movement in grants 356,052 —
Share-based payments 125,987 71,193
Taxation received 7,106 13,321
Cash ﬂow from operating activities 1,669,107 1,014,953
Investing activities
Finance income 44,691 2,493
Purchase of property, plant and equipment 9 (478,968) (308,876)
Purchase of intangible assets (1,880,845) (1,185,133)
Sale of property, plant and equipment 32,500 —
Net cash used in investing activities (2,282,622) (1,491,516)
Financing activities
Finance costs (13,057) (6,107)
Proceeds from issue of share capital 4,000,000 —
Expenses of share issue (249,591) —
New ﬁnance leases 282,365 —
Loan repayments (360,000) (497,377)
Finance lease repayments (43,538) (18,759)
Net cash from/(used in) ﬁnancing activities 3,616,179 (522,243)
Net increase/(decrease) in cash and cash equivalents 3,002,664 (998,806)
Effects of exchange rate movements (47,344) 367
Cash and cash equivalents at beginning of year 160,693 1,159,132
Cash and cash equivalents at end of year 3,116,013 160,693 35
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Financial Statements
Company Balance Sheet
as at 31 March 2014
2014 2013
Note £ £
ASSETS
Non-current assets
Investments 20 11,170,267 10,928,927
Intangible assets 8 1,531,786 1,506,765
Deferred taxation 125,613 —
Total non-current assets 12,827,666 12,435,692
Current assets
Trade and other receivables 11 4,107,038 4,127,911
Cash and cash equivalents 1,987,153 —
Total current assets 6,094,191 4,127,911
Total assets 18,921,857 16,563,603
EQUITY AND LIABILITIES
Equity
Issued capital 17,717,191 13,966,782
Retained earnings 555,181 364,028
Total equity 18,272,372 14,330,810
Liabilities
Non-current liabilities
Long-term borrowings 12 111,526 455,608
Total non-current liabilities 111,526 455,608
Current liabilities
Short-term borrowings 12 360,000 360,000
Trade and other payables 13 177,959 660,865
Other ﬁnancial liabilities 19 — 500,000
Bank overdraft — 256,320
Total current liabilities 537,959 1,777,185
Total liabilities 649,485 2,232,793
Total equity and liabilities 18,921,857 16,563,603
David Evans   Kieron Harbinson
Non-executive Chairman  Finance Director
20 June 2014   20 June 2014
Omega Diagnostics Group PLC
Registered number: 5017761 Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
36
Company Statement of Changes in Equity
for the year ended 31 March 2014
Share Share Retained 
capital premium earnings Total 
£££ £
Balance at 31 March 2012 4,517,862 9,448,920 232,939 14,199,721
Proﬁt for the year ended 31 March 2013 — — 59,896 59,896
Total comprehensive income for the year — — 59,896 59,896
Share-based payments — — 71,193 71,193
Balance at 31 March 2013 4,517,862 9,448,920 364,028 14,330,810
Issue of share capital for cash consideration 941,176 3,058,824 — 4,000,000
Expenses in connection with share issue — (249,591) — (249,591)
Proﬁt for the year ended 31 March 2014 — — 65,166 65,166
Total comprehensive income for the year — — 65,166 65,166
Share-based payments — — 125,987 125,987
Balance at 31 March 2014 5,459,038 12,258,153 555,181 18,272,372 37
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Financial Statements
Company Cash Flow Statement
for the year ended 31 March 2014
 2014 2013
£ £
Cash ﬂows generated from operations
Proﬁt for the year 65,166 59,896
Adjustments for:
Taxation (125,613) (13,322)
Finance costs 15,918 27,830
Finance income (113,984) (74,026)
Operating (loss)/proﬁt before working capital movement (158,513) 378
Decrease in trade and other receivables 20,873 216,922
(Decrease)/increase in trade and other payables (482,906) 153,483
Taxation received — 13,321
Share-based payments 125,987 71,193
Net cash ﬂow from operating activities (494,559) 455,297
Investing activities
Finance income 113,983 74,026
Purchase of intangible assets (525,021) (152,102)
Investment in subsidiaries (241,339) (154,009)
Net cash used in investing activities (652,377) (232,085)
Financing activities
Finance costs — (1,024)
Proceeds from issue of share capital 4,000,000 —
Expenses of share issue (249,591) —
Loan repayments (360,000) (497,377)
Net cash ﬂow from/(used in) ﬁnancing activities 3,390,409 (498,401)
Net increase/(decrease) in cash and cash equivalents 2,243,473 (275,189)
Cash and cash equivalents at beginning of year (256,320) 18,869
Cash/(overdraft) and cash equivalents at end of year 1,987,153 (256,320) Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
38
Notes to the Financial Statements
for the year ended 31 March 2014
1 Authorisation of ﬁnancial statements
The ﬁnancial statements of Omega Diagnostics Group PLC for the year ended 31 March 2014 were authorised for issue by the Board 
of Directors on 20 June 2014, and the balance sheets were signed on the Board’s behalf by David Evans and Kieron Harbinson. 
Omega Diagnostics Group PLC is a public limited company incorporated in England. The Company’s ordinary shares are traded on AIM.
2 Accounting policies
Basis of preparation
The accounting policies which follow set out those policies which have been applied consistently to all periods presented in these ﬁnancial 
statements. These ﬁnancial statements are presented in sterling and have been prepared in accordance with IFRS as adopted by the EU 
and applied in accordance with the provisions of the Companies Act 2006.
In relation to IFRS 8 – Operating Segments, the Group has identiﬁed the Executive Board as the chief operating decision maker with 
responsibility for decisions over the allocation of resources to operating segments and for the monitoring of their performance. The Group 
reports performance of the following three segments:
 − Allergy and autoimmune
 −Food intolerance
 − Infectious disease and Other
Basis of consolidation
The Group ﬁnancial statements consolidate the ﬁnancial statements of Omega Diagnostics Group PLC and the entities it controls (its 
subsidiaries). Control comprises the power to govern the ﬁnancial and operating policies of the investee so as to obtain beneﬁt from its 
activities and is achieved through direct or indirect ownership of voting rights. Subsidiaries are consolidated from the date of acquisition, 
being the date on which the Group obtains control, and continue to be consolidated until the date that such control ceases. The ﬁnancial 
statements of the subsidiaries used in the preparation of the consolidated ﬁnancial statements are based on consistent accounting 
policies. All intercompany balances and transactions, including unrealised proﬁts arising from them, are eliminated.
Intangible assets
Goodwill
Business combinations are accounted for under IFRS 3 using the acquisition method. Goodwill represents the excess of the cost of the 
business combination over the Group’s interest in the net fair value of the identiﬁable assets, liabilities and contingent liabilities. Goodwill is 
not amortised but is subject to an annual impairment review and whenever events or changes in circumstances indicate that the carrying 
value may be impaired a charge is made to the income statement. After initial recognition, goodwill is stated at cost less any accumulated 
impairment losses.
For the purpose of impairment testing, goodwill is allocated to the related cash-generating units monitored by management, usually at 
business segment level or statutory Company level as the case may be. Where the recoverable amount of the cash-generating unit is less 
than its carrying amount, including goodwill, an impairment loss is recognised in the income statement.
Other intangible assets
Intangible assets acquired as part of a business combination are recognised outside goodwill if the asset is separable or arises from 
contractual or other legal rights and its fair value can be measured reliably. Following initial recognition at fair value at the acquisition date, 
the historic cost model is applied, with intangible assets being carried at cost less accumulated amortisation and accumulated impairment 
losses. Intangible assets with a ﬁnite life have no residual value and are amortised on a straight line basis over the expected useful lives, 
with charges included in administration costs, as follows:
Technology assets – 5–20 years
Customer relationships – 5–10 years
Supply agreements – 5 years
Licenses/software – 5 – 20 years
The carrying value of intangible assets is reviewed for impairment whenever events or changes in circumstances indicate the carrying 
value may not be recoverable.
Research and development costs
Expenditure on research and initial feasibility work is written off through the income statement as incurred. Thereafter, expenditure on 
product development which meets certain criteria is capitalised and amortised over its useful life. The stage at when it is probable that the 
product will generate future economic beneﬁts is when the following criteria have been met: technical feasibility; intention and ability to sell 
the product; availability of resources to complete the development of the product; and the ability to measure the expenditure attributable 
to the product. The useful life of the intangible asset is determined on a product-by-product basis, taking into consideration a number 
of factors. Development costs previously recognised as an expense are not recognised as an asset in a subsequent period. 39
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Financial Statements
2 Accounting policies continued
Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation and any accumulated impairment losses. Depreciation 
is charged so as to write off the cost of assets to their estimated residual values over their estimated useful lives, on a straight line basis 
as follows:
Land and property – 33 years, straight line with no residual value
Leasehold improvements – 10 years, straight line with no residual value
Plant and machinery – 3 to 10 years, straight line with no residual value
Motor vehicles – 5 years, straight line with no residual value
The carrying values of property, plant and equipment are reviewed for impairment if events or changes in circumstances indicate the 
carrying value may not be recoverable, and are written down immediately to their recoverable amount. Useful lives are reviewed annually 
and, where adjustments are required, these are made prospectively.
Impairment of assets
The Group and Company assess at each reporting date whether there is an indication that an asset may be impaired. If any such indication 
exists, the Group and Company makes an estimate of the asset’s recoverable amount. An asset’s recoverable amount is the higher of an 
asset’s or cash-generating unit’s fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset 
does not generate cash inﬂows that are largely independent of those from other assets or groups of assets. Where the carrying amount of 
an asset exceeds its recoverable amount, the asset is considered to be impaired and is written down to its recoverable amount.
In assessing value in use, the estimated future cash ﬂows are discounted to their net present value, using a pre-tax discount rate that 
reﬂects current market assessments of the time value of money and the risks speciﬁc to that asset. Impairment losses on continuing 
operations are recognised in the income statement in those expense categories consistent with the function of the impaired asset.
Inventories
Inventories are stated at the lower of cost and net realisable value. Cost is deﬁned as standard cost or purchase price and includes all 
direct costs incurred in bringing each product to its present location and condition. Net realisable value is based on estimated selling price 
less any further costs expected to be incurred prior to completion and disposal.
Trade receivables
Trade receivables are recognised initially at fair value and subsequently measured at the lower of original invoice amount and recoverable 
amount. A provision for doubtful amounts is made when there is objective evidence that collection of the full amount is no longer probable. 
Signiﬁcant ﬁnancial difﬁculty or signiﬁcantly extended settlement periods are considered to be indicators of impairment. Normal average 
payment terms vary from payment in advance to 90 days. Balances are written off when the probability of recovery is assessed as remote.
Cash and cash equivalents
Cash and cash equivalents in the balance sheet comprise cash at banks and in hand and short-term deposits with an original maturity 
of three months or less.
Financial instruments
Under IAS 39, ﬁnancial assets, liabilities and equity instruments are classiﬁed according to the substance of the contractual arrangements 
entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its liabilities.
Financial assets are classiﬁed as either:
 − ﬁnancial assets at fair value through proﬁt or loss; or
 − loans and receivables.
Financial assets at fair value through proﬁt or loss
The Group uses derivative ﬁnancial instruments to reduce its exposure to ﬂuctuations in interest rates, both in sterling and US dollars. 
The Group does not hold or issue derivatives for speculative or trading purposes. Derivative ﬁnancial instruments with positive fair values 
are recognised as assets measured at their fair values at the balance sheet date. The fair value of interest rate contracts is determined by reference 
to market values for similar instruments that have similar maturities. Changes in fair value are recognised in the income statement included 
in ﬁnance costs, due to the fact that hedge accounting has not been applied.
Loans and receivables
Trade receivables that do not carry any interest and have ﬁxed or determinable payment amounts that are not quoted in an active market 
are classiﬁed as loans and receivables. Loans and receivables with a maturity of less than twelve months are included in current assets and 
are measured at amortised cost using the effective interest method as reduced by appropriate allowances for estimated irrecoverable amounts.
Financial liabilities are classiﬁed as either:
 − ﬁnancial liabilities at fair value through proﬁt or loss; or
 − other liabilities. Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
40
2 Accounting policies continued
Financial instruments continued
Financial liabilities at fair value through proﬁt or loss
The Group uses derivative ﬁnancial instruments to reduce its exposure to ﬂuctuations in interest rates, both in sterling and US dollars. 
The Group does not hold or issue derivatives for speculative or trading purposes. Derivative ﬁnancial instruments with negative fair values 
are recognised as liabilities measured at their fair values at the balance sheet date. The fair value of interest rate contracts is determined 
by reference to market values for similar instruments that have similar maturities. Changes in fair value are recognised in the income 
statement included in ﬁnance costs, due to the fact that hedge accounting has not been applied.
Other ﬁnancial liabilities, whether used as part of the consideration for acquisitions which include deferred consideration or not, are 
designated by the Group as ﬁnancial liabilities at fair value through proﬁt and loss. They are measured at the present value of the consideration 
expected to be payable by discounting the expected future cash ﬂows at prevailing interest rates. At initial recognition, the quantum of liability 
to be recognised will depend upon management’s expectation, at that date, of the amount that would ultimately be payable. Where there 
is a change in the expectation of future cash ﬂows or interest rates, the change is reﬂected through the income statement.
Other liabilities
Trade payables are not interest bearing and are recognised initially at fair value and subsequently measured at amortised cost using 
the effective interest method.
Bank borrowings are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method. 
For long-term bank borrowings stated at amortised cost, transaction costs that are directly attributable to the borrowing instrument are 
recognised as an interest expense over the life of the instrument.
A ﬁnancial asset or liability is generally derecognised when the contract that gives rise to it is settled, sold, cancelled or expires. Where an 
existing ﬁnancial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are 
substantially modiﬁed, such an exchange or modiﬁcation is treated as a derecognition of the original liability and recognition of the new liability, 
such that the difference in the respective carrying amounts together with any costs or fees incurred are recognised.
Financial assets and liabilities that are held for trading and other assets and liabilities designated as such on inception are included at fair 
value through proﬁt and loss. Financial assets and liabilities are classiﬁed as held for trading if they are acquired for sale in the short term. 
Derivatives are also classiﬁed as held for trading unless they are designated as hedge instruments. Assets are carried in the balance sheet 
at fair value with gains or losses recognised in the income statement.
Company’s investments in subsidiaries
The Company recognises its investments in subsidiaries at cost. The carrying value of investments is reviewed for impairment whenever 
events or changes in circumstances indicate the carrying value may not be recoverable.
Presentation currency
The ﬁnancial statements are presented in UK pounds sterling. Transactions in currencies other than sterling are recorded at the prevailing 
rate of exchange at the date of the transaction. At each balance sheet date, monetary assets and liabilities that are denominated in foreign 
currencies are retranslated at the rates prevailing on the balance sheet date.
Foreign currencies
Non-monetary assets and liabilities that are denominated in foreign currencies are translated at the rates prevailing at the date of the 
transaction. Gains and losses arising on retranslation are included in the net proﬁt or loss for the year. The trading results of the overseas 
subsidiaries are translated at the average exchange rate ruling during the year, with the exchange difference between the average rates 
and the rates ruling at the balance sheet date being taken to reserves. Any difference arising on the translation of the opening net 
investment, in the overseas subsidiaries, and of applicable foreign currency loans are dealt with as adjustments to reserves.
Revenue recognition
Revenue is measured at the fair value of the consideration received or receivable and net of discounts and sales-related taxes. Sales of 
goods are recognised when the signiﬁcant risks and rewards of ownership are transferred to the customer. This will be when goods have 
been dispatched and the collection of the related receivable is reasonably assured. Revenue relates to the sale of medical diagnostic kits.
Government grants
Government grants are recognised when it is reasonable to expect that the grants will be received and that all related conditions will be 
met, usually on submission of a valid claim for payment. Government grants in respect of capital expenditure are credited to a deferred 
income account and are released to the income statement over the expected useful lives of the relevant assets by equal annual instalments.
Leasing and hire purchase commitments
Assets held under ﬁnance leases and hire purchase contracts are capitalised in the balance sheet and are depreciated over the shorter 
of their lease period and useful life. The corresponding lease or hire purchase obligation is capitalised in the balance sheet as a liability. 
The interest element of the rental obligation is charged to the income statement over the period of the lease and represents a constant 
proportion of the balance of capital repayments outstanding.
Rentals applicable to operating leases, where substantially all the beneﬁts and risks remain with the lessor, are charged against proﬁts 
on a straight line basis over the period of the lease.
Notes to the Financial Statements continued
for the year ended 31 March 2014 41
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Financial Statements
2 Accounting policies continued
Share-based payments
Equity-settled transactions
For equity-settled transactions, the Group measures the award by reference to the fair value at the date at which they are granted and 
it is recognised as an expense over the vesting period, which ends on the date on which the relevant employees become fully entitled to 
the award. Fair value is determined using an appropriate pricing model. In valuing equity-settled transactions, no account is taken of any 
service and performance (vesting conditions), other than conditions linked to the price of the shares of the Company (market conditions).
Any other conditions which are required to be met in order for an employee to become fully entitled to an award are considered to be 
non-vesting conditions. Like market performance conditions, non-vesting conditions are taken into account in determining grant date fair 
value. No expense is recognised for awards that do not ultimately vest, except for awards where vesting is conditional upon a market or 
non-vesting condition, which are treated as vesting irrespective of whether or not the market or non-vesting condition is satisﬁed, 
provided that all other performance conditions are satisﬁed.
At each balance sheet date before vesting, the cumulative expense is calculated, representing the extent to which the vesting period has 
expired and management’s best estimate of the achievement or otherwise of vesting conditions and of the number of equity instruments that 
will ultimately vest or, in the case of an instrument subject to a market or non-vesting condition, be treated as vesting as described above.
This includes any award where non-vesting conditions within the control of the Group or the employee are not met. The movement in 
cumulative expense since the previous balance sheet date is recognised in the income statement, with a corresponding entry in equity.
Where the terms of an equity-settled award are modiﬁed or a new award is designated as replacing a cancelled or settled award, the cost 
based on the original award terms continues to be recognised over the original vesting period. In addition, an expense is recognised over 
the remainder of the new vesting period for the incremental fair value of any modiﬁcation, based on the difference between the fair value 
of the original award and the fair value of the modiﬁed award, both as measured on the date of the modiﬁcation. No reduction is 
recognised if this difference is negative.
Where an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any cost not yet recognised in 
the income statement for the award is expensed immediately. Any compensation paid up to the fair value of the award at the cancellation 
or settlement date is deducted from equity, with any excess over fair value being treated as an expense in the income statement.
Pension contributions
Contributions to personal pension plans of employees on a deﬁned contribution basis are charged to the income statement in the year 
in which they are payable.
The Group also operates two deﬁned beneﬁt plans in Germany, which are closed to new members. Obligations under deﬁned beneﬁt 
plans are measured at discounted present values by actuaries, while plan assets are recorded at fair value. The operating and ﬁnancing 
costs of pensions are charged to the income statement in the period in which they arise and are recognised separately. The difference 
between actual and expected returns on assets during the year, including changes in actuarial assumptions, are recognised in the 
statement of comprehensive income.
Income taxes
Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities, based 
on tax rates and laws that are enacted or substantively enacted by the balance sheet date.
Deferred income tax is recognised on all temporary differences arising between the tax bases of assets and liabilities and their carrying 
amounts in the ﬁnancial statements, with the following exceptions:
 − where the temporary difference arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a 
business combination that at the time of the transaction affects neither accounting nor taxable proﬁt or loss;
 − in respect of taxable temporary differences associated with investments in subsidiaries, associates and joint ventures, where the timing 
of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the 
foreseeable future; and
 − deferred income tax assets are recognised only to the extent that it is probable that taxable proﬁt will be available against which the 
deductible temporary differences, carried forward tax credits or tax losses can be utilised.
Deferred income tax assets and liabilities are measured on an undiscounted basis at the tax rates that are expected to apply when the 
related asset is realised or the liability is settled, based on tax rates and laws enacted or substantively enacted at the balance sheet date.
Income tax and deferred tax is charged or credited in other comprehensive income or directly to equity if it relates to items that are credited 
or charged in other comprehensive income or directly to equity. Otherwise, income tax and deferred tax are recognised in proﬁt or loss.
Use of estimates and judgements
The preparation of these ﬁnancial statements requires management to make judgements, estimates and assumptions that affect the 
application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from 
these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period 
in which the estimate is revised and in any future periods affected. Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
42
2 Accounting policies continued
Use of estimates and judgements continued
The signiﬁcant areas of estimation and uncertainty and critical judgements in applying the accounting policies that have the most signiﬁcant 
effect on the amounts recognised in the ﬁnancial information are discussed overleaf. Further judgements, assumptions and estimates are 
set out in the Group ﬁnancial statements.
Valuation of intangible assets
Management judgement is required to estimate the useful lives of intangible assets, having reference to future economic beneﬁts expected 
to be derived from use of the asset. Economic beneﬁts are based on the fair values of estimated future cash ﬂows.
Impairment of goodwill
Goodwill is tested annually for impairment. The test considers future cash ﬂow projections of cash-generating units that give rise to the 
goodwill. Where the discounted cash ﬂows are less than the carrying value of goodwill, an impairment charge is recognised for the difference. 
Further analysis of the estimates and judgements is disclosed in Note 8.
Deferred tax assets
Management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing 
and level of future taxable proﬁts together with an assessment of the effect of future tax planning strategies. The carrying value of the deferred 
tax asset at 31 March 2014 is £1,138,404 (2013: £553,647). Further details are contained in Note 14.
New standards and interpretations not applied
IASB and IFRIC have issued the following standards and interpretations, which are considered relevant to the Group, with an effective 
date after the date of these ﬁnancial statements.
Effective date
(annual periods
International Accounting Standards (IAS/IFRSs) beginning on or after)
IAS 36 (Amendment) Impairment of assets 1 January 2014
IFRS 9 Financial Instruments 1 January 2018
IFRS 10 Consolidated Financial Statements 1 January 2014
IFRS 11 Joint Arrangements 1 January 2014
IFRS 12 Disclosure of Interests in Other Entities 1 January 2014
Annual Improvements to IFRSs 2010–2012 Cycle 1 July 2014
Annual Improvements to IFRSs 2011–2013 Cycle 1 July 2014
The above standards and interpretations will be adopted in accordance with their effective dates and have not been adopted in these 
ﬁnancial statements. The Directors do not anticipate that the adoption of these standards and interpretations will have a material impact 
on the Group’s ﬁnancial statements in the period of initial application.
3 Adoption of new international ﬁnancial reporting standards
The accounting policies adopted are consistent with those of the previous ﬁnancial year. The following standards were adopted with no 
material impact – IAS 1 (Amendment), IAS 19 (Revised) and IFRS 13.
4 Segment information
For management purposes the Group is organised into three operating divisions: Allergy and autoimmune, Food intolerance, and Infectious 
disease and Other.
The Allergy and autoimmune division specialises in the research, development, production and marketing of in-vitro allergy and autoimmune 
tests used by doctors to diagnose patients with allergies and autoimmune diseases.
The Food intolerance division specialises in the research, development and production of kits to aid the detection of immune reactions 
to food. It also provides clinical analysis to the general public, clinics and health professionals as well as supplying the consumer Food 
Detective
®
 test.
The Infectious disease division specialises in the research, development and production and marketing of kits to aid the diagnosis 
of infectious diseases.
Corporate consists of centralised corporate costs which are not allocated across the three business divisions.
Inter-segment transfers or transactions are entered into under the normal commercial conditions that would be available to unrelated 
third parties.
Notes to the Financial Statements continued
for the year ended 31 March 2014 43
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Financial Statements
4 Segment information continued
Business segment information
Infectious
Allergy and Food Disease/
Autoimmune Intolerance other Corporate Group 
2014 ££££ £
Statutory presentation
Revenue 4,086,060 6,307,793 2,616,700 — 13,010,553
Inter-segment revenue (119,442) (1,130,298) (166,943) — (1,416,683)
Total revenue 3,966,618 5,177,495 2,449,757 — 11,593,870
Operating costs (4,033,421) (3,618,695) (2,558,105) (856,324) (11,066,545)
Operating (loss)/proﬁt (66,803) 1,558,800 (108,348) (856,324) 527,325
Net ﬁnance (costs)/income (69,812) 323 (12,859) 98,064 15,716
(Loss)/proﬁt before taxation (136,615) 1,559,123 (121,207) (758,260) 543,041
Adjusted proﬁt before taxation
(Loss)/proﬁt before taxation (136,615) 1,559,123 (121,207) (758,260) 543,041
IFRS-related discount charges ——— 12,575 12,575
Amortisation of intangible assets 288,989 98,885 26,434 — 414,308
Share-based payment charges — — — 125,987 125,987
Adjusted proﬁt/(loss) before taxation 152,374 1,658,008 (94,773) (619,698) 1,095,911
Infectious
Allergy and Food Disease/
Autoimmune Intolerance other Corporate Group 
2013 ££££ £
Statutory presentation
Revenue 4,254,313 5,222,919 2,869,053 — 12,346,285
Inter-segment revenue (93,304) (833,232) (156,851) — (1,083,387)
Total revenue 4,161,009 4,389,687 2,712,202 — 11,262,898
Operating costs (4,391,981) (3,258,964) (2,559,475) (745,833) (10,956,253)
Operating (loss)/proﬁt (230,972) 1,130,723 152,727 (745,833) 306,645
Net ﬁnance (costs)/income (72,362) 513 (4,868) 46,296 (30,421)
(Loss)/proﬁt before taxation (303,334) 1,131,236 147,859 (699,537) 276,224
Adjusted proﬁt before taxation
(Loss)/proﬁt before taxation (303,334) 1,131,236 147,859 (699,537) 276,224
IFRS-related discount charges ——— 25,046 25,046
Fair value adjustments to ﬁnancial derivatives — — — (454) (454)
Amortisation of intangible assets 282,412 98,866 25,275 — 406,553
Share-based payment charges — — — 71,193 71,193
Adjusted (loss)/proﬁt before taxation (20,922) 1,230,102 173,134 (603,752) 778,562
The segment assets and liabilities are as follows:
Infectious
Allergy and Food Disease/
Autoimmune Intolerance other Corporate Group 
2014 ££££ £
Segment assets 8,942,934 6,062,066 2,730,161 1,193 17 ,736,354
Unallocated assets ———— 4,254,417
Total assets 8,942,934 6,062,066 2,730,161 1,193 21,990,771
Segment liabilities 195,440 396,536 994,550 155,884 1,742,410
Unallocated liabilities ———— 1,789,792
Total liabilities 195,440 396,536 994,550 155,884 3,532,202 Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
44
4 Segment information continued
Business segment information continued
Infectious
Allergy and Food Disease/
Autoimmune Intolerance other Corporate Group 
2013 ££££ £
Segment assets 9,019,799 5,551,814 2,298,462 16,622 16,886,697
Unallocated assets ———— 721,446
Total assets 9,019,799 5,551,814 2,298,462 16,622 17 ,608,143
Segment liabilities 337,982 355,997 849,050 141,121 1,684,150
Unallocated liabilities ———— 1,961,515
Total liabilities 337,982 355,997 849,050 141,121 3,645,665
Unallocated assets comprise cash, income tax receivable, deferred taxation and derivative ﬁnancial instruments. Unallocated liabilities comprise 
interest-bearing loans, borrowings, other ﬁnancial liabilities, derivative ﬁnancial instruments, deferred taxation and income tax payable.
Information about major customers
No single customer accounts for 10% or more of Group revenues.
Geographical information
The Group’s geographical information is based on the location of its markets and customers. Sales to external customers disclosed in the 
geographical information are based on the geographical location of its customers. The analysis of segment assets and capital expenditure 
is based on the geographical location of the assets.
 2014 2013
£ £
Revenues
UK 841,880 991,513
Germany 3,503,074 3,654,701
Rest of Europe 3,084,683 2,752,442
North America 393,761 348,984
South/Central America 714,672 511,968
India 450,805 399,775
Asia and Far East 1,094,649 1,041,788
Africa and Middle East 1,510,346 1,561,727
11,593,870 11,262,898
 Property, Retirement Trade
plant and beneﬁt and other
Intangibles equipment surplus Inventories receivables Total
2014 £££££ £
Assets
UK 8,608,729 1,313,607 — 862,706 2,008,074 12,793,116
Germany 2,646,298 951,920 84,370 762,079 283,135 4,727,802
India 4,188 18,384 — 68,156 124,708 215,436
Unallocated assets ————— 4,254,417
Total assets 11,259,215 2,283,911 84,370 1,692,941 2,415,917 21,990,771
 Property, Retirement Trade
plant and beneﬁt and other
Intangibles equipment surplus Inventories receivables Total
2013 £££££ £
Assets
UK 7,443,646 995,942 — 899,494 2,073,849 11,412,931
Germany 2,900,341 1,090,479 31,886 849,865 381,648 5,254,219
India 3,889 29,865 — 84,528 101,265 219,547
Unallocated assets ————— 721,446
Total assets 10,347,876 2,116,286 31,886 1,833,887 2,556,762 17 ,608,143
Notes to the Financial Statements continued
for the year ended 31 March 2014 45
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Financial Statements
4 Segment information continued
Geographical information continued
2014 2013
£ £
Liabilities
UK 1,546,872 1,365,434
Germany 139,128 256,346
India 56,410 62,370
Unallocated liabilities 1,789,792 1,961,515
Total liabilities 3,532,202 3,645,665
Capital expenditure
UK 457,306 256,568
Germany 20,392 42,318
India 1,270 9,990
Total capital expenditure 478,968 308,876
5 Finance costs
2014 2013
Consolidated £ £
Interest payable on loans and bank overdrafts 6,872 6,471
Exchange difference on loans — 927
Unwinding of discounts 13,118 21,732
Fair value adjustment to ﬁnancial derivatives — (454)
Finance leases 8,985 4,238
28,975 32,914
6 Taxation
2014 2013
Consolidated £ £
(a) Tax credited in the income statement
Current tax – current year — —
Current tax – prior year adjustment — 16,373
Deferred tax – current year 316,525 163,462
Deferred tax – prior year adjustment (166,715) 126,207
149,810 306,042
(b) Tax relating to items charged or credited to other comprehensive income
Deferred tax on actuarial (gain)/loss on retirement beneﬁt obligations (12,071) 12,900
Deferred tax on net exchange adjustments 13,488 (4,922)
Total tax credit 1,417 7,978
2014 2013
Consolidated £ £
(c) Reconciliation of total tax credit
Factors affecting the tax charge for the year:
Proﬁt before tax 543,041 276,224
Effective rate of taxation 23% 24%
Proﬁt before tax multiplied by the effective rate of tax 124,899 66,294
Effects of:
Expenses not deductible for tax purposes and permanent differences 4,191 4,337
Other timing differences 28,977 17 ,086
Research and development and deferred tax credits (444,853) (227,422)
Tax under/(over)-provided in prior years 166,715 (142,580)
Adjustment due to different overseas tax rate (9,512) (9,372)
Impact of UK rate change on deferred tax (20,227) (14,385)
Tax credit for the year (149,810) (306,042) Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
46
6 Taxation continued
The UK government has announced that the main UK corporation tax rate will be reduced from the current rate of 23%, which has applied 
from 1 April 2013, to 20% via a 2% reduction at 1 April 2014 and a 1% reduction at 1 April 2015. The reductions in the corporation tax 
rates to 21% and 20% were included within the 2013 Finance Act that was enacted on 17 July 2013. At 31 March 2014 the changes in the 
corporation tax rate from 23% to 21% on 1 April 2014 and 21% to 20% on 1 April 2015 had been substantively enacted and therefore the 
deferred tax assets and liabilities included within these results have been calculated based on the reduced current UK corporation tax 
rate of 20% on the basis that this is the rate at which the majority of the deferred tax assets and liabilities are expected to reverse.
7 Revenue and expenses
2014 2013
Consolidated £ £
Revenue
Revenue – sales of goods 11,593,870 11,262,898
Finance income 44,691 2,493
Total revenue 11,638,561 11,265,391
2014 2013
Consolidated £ £
Operating proﬁt is stated after charging/crediting: 
Material costs 3,077,807 3,053,462
Depreciation 265,553 268,699
Amortisation of intangibles 414,308 406,553
Net foreign exchange losses/(gains) 73,596 (4,863)
Research and development costs 245,873 140,810
Operating lease rentals 252,904 254,476
Share-based payments 125,987 71,193
Auditors’ remuneration
Fees payable to the Company’s auditors for the audit of the annual accounts: 20,000 20,000
Local statutory audit of subsidiaries 50,000 50,000
Local statutory audit of the parent Company 5,000 5,000
Fees payable to the Company’s auditors for other services:
Taxation compliance 12,500 12,500
Taxation advisory 2,000 2,000
All research and development costs noted above were charged directly to administration costs in the income statement.
Staff costs
The average monthly number of employees (including Directors) was:
2014 2013
Consolidated number number
Operations 81 74
Management and administration 54 52
Employee numbers 135 126
Their aggregate remuneration comprised:
2014 2013
£ £
Wages and salaries 4,010,042 3,967,856
Social security costs 484,770 490,079
Pension costs 189,353 225,344
Share-based payments 125,987 71,193
4,810,152 4,754,472
Notes to the Financial Statements continued
for the year ended 31 March 2014 47
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Financial Statements
7 Revenue and expenses continued
Equity-settled share-based payments
Consolidated and Company
The share-based payment plans are described below.
EMI Option Scheme and Unapproved Option Scheme
The plans are equity-settled plans and the fair value is measured at the grant date. Under the above plans, share options are granted to 
Directors and employees of the Company. The exercise price of the option is equal to the market price of the shares on the date of grant. 
The options vest one year after the date of grant and do not require to be the subject of any performance criteria. The scheme rules allow 
for performance criteria to be applied in appropriate cases.
The fair value of the options is estimated at the grant date using the Black-Scholes pricing model, taking into account the terms and 
conditions upon which the instruments were granted.
The contractual life of each option granted is ten years and there is no cash settlement alternative.
Second Unapproved Option Scheme (SUOS)
The plan is an equity-settled plan and the fair value is measured at the grant date. Under the above plan, share options may be granted 
to third parties for provision of services to the Company. The exercise price of the option is equal to the market price of the shares 
on the date of grant. The options vest three years after the date of grant and are not subject to any performance criteria.
The fair value of the options is estimated at the grant date using the Black-Scholes pricing model, taking into account the terms and 
conditions upon which the instruments were granted.
The contractual life of each option granted is ten years and there is no cash settlement alternative.
Third Unapproved Option Scheme (TUOS)
The plan is an equity-settled plan and the fair value is measured at the grant date. Under the above plan, share options may be granted to 
Directors of the Company. The exercise price of the option is equal to the market price of the shares on the date of grant. The options vest 
three years after the date of grant and are subject to performance criteria.
The fair value of the options is estimated at the grant date using the Black-Scholes pricing model, taking into account the terms and 
conditions upon which the instruments were granted.
The contractual life of each option granted is ten years and there is no cash settlement alternative.
Under the EMI Option Scheme 70,000 options lapsed during the year and a further 3,320,000 were granted. Under the third Unapproved 
Option Scheme (TUOS) during the year 2,130,406 options were granted.
The following table illustrates the number and weighted average exercise prices (WAEP) of, and movements in, share options during the year:
2014 2014 2013 2013
number WAEP number WAEP
Outstanding 1 April 3,598,289 17.9p 2,283,289 19.0p
Granted during the year under the EMI Option Scheme 3,320,000 29.26p 1,450,000 14.5p
Granted during the year under the TUOS 2,130,406 15.25p ——
Exercised during the year —— ——
Lapsed during the year under the EMI Option Scheme (70,000) — (135,000) —
Outstanding at 31 March 2014 8,978,695 — 3,598,289 —
Exercisable at 31 March 2014 2,498,289 — 2,148,289 —
The following table lists the inputs to the model used for the years ended 31 March 2014 and 31 March 2013:
EMI Option Scheme and Unapproved Option Schemes
2014 2013
Dividend yield 0% 0%
Expected volatility 41% 47%
Risk-free interest rate 5% 5%
Weighted average remaining contractual life 7.7 7.4
Weighted average share price 23.8p 14.5p
Exercise price 23.8p 14.5p
Model used Black-Scholes Black-Scholes
The expected life of the options is based on management’s assumption of the options’ life due to the lack of any historical data on the 
exercise period of these options. The assumption takes into account the experience of employees and Directors and is not necessarily 
indicative of exercise patterns that may occur.
The expected volatility reﬂects the assumption that historical volatility over a period similar to the life of the option is indicative of future 
trends, which may not necessarily be the actual outcome. Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
48
7 Revenue and expenses continued
Directors’ remuneration
2014 2013
Consolidated £ £
Fees 71,667 45,000
Emoluments 371,561 371,506
443,228 416,506
Contributions to personal pension 18,500 18,500
461,728 435,006
Members of a deﬁned contribution pension scheme at the year end 3 3
Information in respect of individual Directors’ emoluments is provided in the Directors’ Remuneration Report on pages 27 and 28.
8 Intangibles
 Licences/ Supply Technology Customer Development
Goodwill software arrangements assets relationships costs Total
££££££ £
Cost 
At 31 March 2012 4,672,941 1,136,416 521,914 2,146,805 1,219,940 298,806 9,996,822
Additions — 570,582———— 570,582
Additions internally generated ————— 1,026,464 1,026,464
Currency translation 11,837 1,925 4,669 1,538 10,018 4,480 34,467
At 31 March 2013 4,684,778 1,708,923 526,583 2,148,343 1,229,958 1,329,750 11,628,335
Additions — 11,478 ———— 11,478
Additions internally generated ————— 1,369,367 1,369,367
Currency translation (27,256) (3,999) (10,752) (3,539) (23,072) (5,924) (74,542)
At 31 March 2014 4,657,522 1,716,402 515,831 2,144,804 1,206,886 2,693,193 12,934,638
Accumulated amortisation 
At 31 March 2012 — 45,947 130,479 493,592 190,732 — 860,750
Amortisation charge in the year — 44,948 101,739 130,710 129,156 — 406,553
Currency translation — 1,824 4,745 1,490 5,097 — 13,156
At 31 March 2013 — 92,719 236,963 625,792 324,985 — 1,280,459
Amortisation charge in the year — 44,243 105,283 131,823 132,959 — 414,308
Currency translation — (2,726) (6,955) (2,185) (7,478) — (19,344)
At 31 March 2014 — 134,236 335,291 755,430 450,466 — 1,675,423
Net book value 
31 March 2014 4,657,522 1,582,166 180,540 1,389,374 756,420 2,693,193 11,259,215
31 March 2013 4,684,778 1,616,204 289,620 1,522,551 904,973 1,329,750 10,347 ,876
31 March 2012 4,672,941 1,090,469 391,435 1,653,213 1,029,208 298,806 9,136,072
Of the Development costs balance above of £2,693,193, costs of £629,021 relate to the Visitect
®
 CD4 project and costs of £2,064,172 
relate to the Allergy iSYS project.
Of the licences/software balance above, £1,531,786 (2013: £1,506,765) is held on the balance sheet of the Company and relates to the IDS 
and CD4 licences. Additional costs of £25,021 were capitalised in the year in relation to these licences.
Impairment testing of goodwill
The Group tests goodwill annually for impairment or more frequently if there are indicators of impairment. The carrying amount of goodwill 
is indicated in the table above. The net book value of goodwill above for Genesis-CNS amounts to £3,016,892 (2013: £3,016,892), Co-Tek 
£332,986 (2013: £332,986) and Omega GmbH £1,307,644 (2013: £1,334,900).
The recoverable amount of Genesis-CNS, Co-Tek and Omega GmbH has been determined based on a value in use calculation using cash 
ﬂow projections based on the actual results for the year ended 31 March 2014 and the ﬁnancial budget approved by the Board covering 
the period to 31 March 2015, with projected cash ﬂows thereafter through to March 2018 based on a growth rate of 3% per annum. The 
key assumptions used in the budget for Genesis-CNS are the sales projections which are predicated on the continued success of Genarrayt
®
 
and Food Detective
®
. The key assumption used in the budget for Co-Tek is the growth in sales of the Company’s Micropath™ range of 
products where increased volumes are dependent upon having accessed a lower manufacturing cost through the acquisition of Co-Tek 
itself. The budget for Omega GmbH assumes continued sales in the German market at the levels achieved in previous years as well as 
achieving a small increase in export sales through the existing Omega international distribution network. The Omega GmbH forecast also 
includes revenues in years two to ﬁve from the IDS-iSYS platform which will allow more rapid processing of higher volume tests.
Notes to the Financial Statements continued
for the year ended 31 March 2014 49
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Financial Statements
8 Intangibles continued
Impairment testing of goodwill continued
In all three cases, the Company also makes assumptions in regard to having sufﬁcient production personnel to cope with increased 
volumes. The discount rate applied to cash ﬂows is 12.5% for the Group which takes account of other risks speciﬁc to each segment 
such as currency risk, geography and price risk. The discount rate is the weighted average cost of pre-tax cost of debt ﬁnancing and the 
pre-tax cost of equity ﬁnancing. Cash ﬂows beyond the budget period are extrapolated for Genesis-CNS, Co-Tek and Omega GmbH over 
the next four years using a growth rate of 3%, which equates to the current growth rate in the IVD industry. Thereafter, a nil growth rate 
has been assumed for prudence. As a result, there has been no impairment to the carrying value of goodwill.
Sensitivity analysis
Base forecasts show headroom of £6.6 million above carrying value for Genesis-CNS, headroom of £0.7 million above carrying value for 
Co-Tek and headroom of £0.6 million for Omega GmbH. Sensitivity analysis has been undertaken to assess the impact of any reasonably 
possible change in key assumptions. If the growth rate were to drop from 3% to 1% this would have the effect of reducing the headroom 
in Genesis-CNS by £227,000 over ﬁve years, in Co-Tek by £40,000 over ﬁve years and in Omega GmbH by £33,000 over ﬁve years.
For Genesis-CNS, the discount rate would have to increase to 63% or the growth rate would have to be a decline of 132% for the 
headroom to reduce to £Nil.
For Co-Tek, the discount rate would have to increase to 82% or the growth rate would have to be a decline of 59% for the headroom 
to reduce to £Nil.
For Omega GmbH, the discount rate would have to increase to 20% or the growth rate would have to be a decline of 42% for the 
headroom to reduce to £Nil.
9 Property, plant and equipment
Land and Leasehold Plant and Motor
property improvements machinery vehicles Total
Consolidated ££££ £
Cost
At 31 March 2012 687,813 221,882 2,505,305 49,209 3,464,209
Additions — 19,958 288,918 — 308,876
Disposals — —(4,907) —(4,907)
Currency translation 6,152 85 8,394 441 15,072
At 31 March 2013 693,965 241,925 2,797,710 49,650 3,783,250
Additions — 17,077 461,891 — 478,968
Disposals — — (108,635) — (108,635)
Currency translation (14,170) (1,430) (18,756) (1,014) (35,370)
At 31 March 2014 679,795 257,572 3,132,210 48,636 4,118,213
Accumulated depreciation
At 31 March 2012 23,450 118,729 1,237,687 15,834 1,395,700
Charge in the year 18,348 27,605 212,818 9,928 268,699
Disposals — — (3,897) — (3,897)
Currency translation 853 282 4,837 490 6,462
At 31 March 2013 42,651 146,616 1,451,445 26,252 1,666,964
Charge in the year 18,984 20,562 215,733 10,274 265,553
Disposals — — (87,359) — (87,359)
Currency translation (1,253) (840) (8,020) (743) (10,856)
At 31 March 2014 60,382 166,338 1,571,799 35,783 1,834,302
Net book value
31 March 2014 619,413 91,234 1,560,411 12,853 2,283,911
31 March 2013 651,314 95,309 1,346,265 23,398 2,116,286
31 March 2012 664,363 103,153 1,267,618 33,375 2,068,509
The net book value of plant and machinery held under ﬁnance leases at 31 March 2014 is £323,675 (2013: £24,636). Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
50
10 Inventories
2014 2013
£ £
Raw materials 1,121,638 993,354
Work in progress 112,482 121,667
Finished goods and goods for resale 458,821 718,866
1,692,941 1,833,887
11 Trade and other receivables
2014 2013
Consolidated £ £
Trade receivables 2,206,136 2,309,765
Less provision for impairment of receivables (14,117) (14,117)
Trade receivables – net 2,192,019 2,295,648
Prepayments and other receivables 223,898 261,114
2,415,917 2,556,762
The Directors consider that the carrying amount of trade receivables and other receivables approximates their fair value.
2014 2013
Company £ £
Prepayments and other receivables 1,193 16,622
Due from subsidiary companies 4,105,845 4,111,289
4,107,038 4,127,911
Analysis of trade receivables
2014 2013
Consolidated £ £
Neither impaired nor past due 2,034,515 1,857 ,402
Past due but not impaired 157,504 438,246
2014 2013
Company £ £
Neither impaired nor past due 4,105,845 4,111,289
Ageing of past due but not impaired trade receivables
2014 2013
£ £
Up to three months 150,972 295,148
Between three and six months 25 32,329
More than six months 6,507 110,769
The Directors consider that the carrying amount of trade receivables and other receivables approximates their fair value.
The credit quality of trade receivables that are neither past due nor impaired is assessed internally with reference to historical information 
relating to counterparty default rates. The maximum exposure to credit risk at the reporting date is the fair value of each class of 
receivable and no collateral is held as security.
Notes to the Financial Statements continued
for the year ended 31 March 2014 51
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Financial Statements
12 Interest-bearing loans and borrowings and ﬁnancial instruments
2014 2013
Consolidated £ £
Current
Other loans 360,000 360,000
Obligations under ﬁnance leases 67,823 7,649
427,823 367,649
Non-current
Obligations under ﬁnance leases 207,518 28,864
Other loans 111,526 455,608
319,044 484,472
The Directors consider that the carrying amount of other loans and ﬁnance obligations approximates their fair values.
The Group uses ﬁnance leases and hire purchase contracts to acquire plant and machinery. These leases have terms of renewal but no 
purchase options and escalation clauses. Renewals are at the option of the lessee. Future minimum payments under ﬁnance leases and 
hire purchase contracts are as follows:
2014 2013
£ £
Future minimum payments due:
Not later than one year 80,258 10,007
After one year but not more than ﬁve years 224,146 32,524
304,404 42,531
Less ﬁnance charges allocated to future periods 29,062 6,018
Present value of minimum lease payments 275,342 36,513
The present value of minimum lease payments is analysed as follows:
Not later than one year 67,824 7,649
After one year but not more than ﬁve years 207,518 28,864
275,342 36,513
2014 2013
Consolidated £ £
Other loans comprise the following:
Vendor loan – 2014 (base rate) 471,526 815,608
471,526 815,608
2014 2013
Company £ £
Current
Other loans 360,000 360,000
Non-current
Other loans 111,526 455,608
2014 2013
Company £ £
Other loans comprise the following:
Vendor loan – 2014 (base rate) 471,526 815,608 Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
52
13 Trade and other payables
2014 2013
Consolidated £ £
Trade payables 821,793 1,231,405
Social security costs 128,510 135,292
Accruals and other payables 436,055 317,452
1,386,358 1,684,149
UNITAID and Scottish Enterprise grant funding as detailed in the Financial review totalling £356,052 is included as deferred income 
on the Consolidated Balance Sheet.
Trade payables and other payables comprise amounts outstanding for trade purchases and ongoing costs. The Directors consider that 
the carrying amount of trade payables approximates their fair value.
2014 2013
Company £ £
Trade payables 1,920 42,527
Accruals and other payables 153,963 98,594
Due to subsidiary companies 22,076 519,744
177,959 660,865
Trade payables and other payables comprise amounts outstanding for trade purchases and ongoing costs. The Directors consider that 
the carrying amount of trade payables approximates their fair value.
14 Deferred taxation
The deferred tax asset is made up as follows:
2014 2013
Consolidated £ £
Decelerated capital allowances 2,665 2,676
Temporary differences 134,026 46,261
Tax losses carried forward 1,001,713 504,710
1,138,404 553,647
A deferred tax asset has been recognised for the carry forward of unused tax losses to the extent that it is probable that future taxable 
proﬁts will be available against which the unused tax losses can be utilised.
The deferred tax liability is made up as follows:
2014 2013
Consolidated £ £
Fair value adjustments on acquisition 360,992 400,163
Accelerated capital allowances 121,521 49,684
Other timing differences 560,412 151,056
Retirement beneﬁt obligations — 8,492
1,042,925 609,395
15 Share capital
2014 2013
Company number number
Authorised share capital
Ordinary shares of 4.0 pence each 184,769,736 184,769,736
Deferred shares of 0.9 pence each 123,245,615 123,245,615
Issued and fully paid ordinary share capital
At the beginning of the year 85,216,257 85,216,257
Issued during the year 23,529,412 —
At the end of the year 108,745,669 85,216,257
During the year to 31 March 2014, the Company granted options over 5,450,406 ordinary shares at an average exercise price 
of 23.8 pence per share. The options will expire if not exercised within ten years of the date of grant.
Notes to the Financial Statements continued
for the year ended 31 March 2014 53
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Financial Statements
16 Commitments and contingencies
Operating lease commitments
Future minimum rentals payable under non-cancellable operating leases are as follows:
2014 2013
Consolidated £ £
Land and buildings:
Within one year 221,636 221,636
Within two to ﬁve years 693,137 793,477
After ﬁve years 250,689 371,985
Other:
Within one year 33,702 35,357
Within two to ﬁve years 98,700 92,709
After ﬁve years 1,480 19,240
Land and buildings leases in force for Omega Diagnostics Limited premises extend to 30 June 2021. The land and buildings leases 
in force for the premises of Genesis Diagnostics Limited and Cambridge Nutritional Sciences extend to March 2017.
Other leases are in force for ofﬁce equipment items and extend to time periods ranging from April 2014 to June 2021. The leases may 
be extended at the expiry of their term.
Performance bonds
The Group has performance bonds and guarantees in place amounting to £35,372 at 31 March 2014 (2013: £34,610).
17 Related party transactions
Remuneration of key personnel
The remuneration of the key management personnel of Omega Diagnostics Group PLC is set out below in aggregate for each of the 
categories speciﬁed in IAS 24 – Related Party Disclosures:
2014 2013
£ £
Short-term employee beneﬁts 943,292 912,875
Share-based payments 104,925 45,934
Post-employment beneﬁts 40,375 40,375
1,088,592 999,184
Included within short-term employee beneﬁts are amounts paid to MBA Consultancy of £25,000 (2013: £25,000), a company controlled 
by David Evans, £10,000 (2013: £20,000) to Holdmer Associates Limited, a company controlled by Michael Gurner, and £36,667 
(2013: £Nil) paid to Third Day Advisors, a company controlled by William Rhodes.
Other related party transactions
During the year there have been transactions between the parent Company, Omega Diagnostics Limited (ODL), Genesis Diagnostics 
Limited (Genesis), Cambridge Nutritional Sciences (CNS), Co-Tek (South West) Limited (Co-Tek), Omega GmbH (GmbH) and Omega Dx 
(Asia) largely relating to payment of fees. The amounts outstanding at the year end are as follows:
 ODG ODL Genesis CNS Co-Tek GmbH Dx (Asia)
At 31 March 2014 ££££££ £
Omega Diagnostics Group PLC —(1,578,718) (33,634) 22,076 —(2,493,492) —
Omega Diagnostics Limited 1,578,718 — 742,615 393,710 7,121 — (48,183)
Genesis Diagnostics Limited 33,634 (742,615) — (161,729) (41,608) — (48,193)
Cambridge Nutritional Sciences
Limited (22,076) (393,710) 161,729 — (20,000) — (6,837)
Co-Tek (South West) Limited — (7,121) 41,608 20,000 — — —
Omega GmbH 2,493,492——————
Omega Dx (Asia) —48,183 48,193 6,837 — — —
 ODG ODL Genesis CNS Co-Tek GmbH Dx (Asia)
At 31 March 2013 ££££££ £
Omega Diagnostics Group PLC — (1,362,530) 194,167 325,577 — (2,748,759) —
Omega Diagnostics Limited 1,362,530 — 131,508 240,498 15,424 — (59,727)
Genesis Diagnostics Limited (194,167) (131,508) — (183,891) (20,391) — (69,778)
Cambridge Nutritional Sciences
Limited (325,577) (240,498) 183,891 — — — (6,054)
Co-Tek (South West) Limited — (15,424) 20,391 — — — —
Omega GmbH 2,748,759————— (18,132)
Omega Dx (Asia) — 59,727 69,778 6,054 — 18,132 — Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
54
17 Related party transactions continued
Other related party transactions continued
During the year there were transactions between the Company and its subsidiaries as follows:
2014 2013
£ £
Balance at 1 April 3,591,545 3,960,974
Charges to subsidiary companies 757,002 722,300
Transfers of cash from subsidiary companies (264,779) (1,091,729)
Balance at 31 March 2014 4,083,768 3,591,545
18 Retirement beneﬁt obligations
The Group operates pension schemes for the beneﬁt of its UK and overseas employees.
Details of the deﬁned contribution schemes for the Group’s employees are given below in Note (a). Details of the deﬁned beneﬁt schemes 
for the Group’s German employees and details relating to these schemes are given below in Note (b). During the year Group accounted 
for these pension schemes under IAS 19 – Employee Beneﬁts.
a) Deﬁned contribution schemes
The Group makes contributions to personal plans of employees on a deﬁned contribution basis. The Group does not have ownership 
of the schemes, with individual plans being arrangements between the employee and pension provider. For new hires in Germany, 
post 1 January 2011, the support fund (LV 1871 Unterstutzungskasse e.V) is the deﬁned contribution scheme used. The total Group 
contributions for the year amounted to £59,165 (2013: £62,775).
b) Deﬁned beneﬁt schemes
The Deutscher Pensionsfonds AG and the LV 1871 Unterstutzungskasse e.V schemes give the rights to deﬁned future beneﬁts. Of these 
beneﬁts the past service component is based on years of service and salary as of 1 January 2011 and are provided by the Deutscher 
Pensionsfonds AG. The remaining beneﬁts based on years of service after 1 January 2011 as well as salary increases are provided by 
the LV 1871 Unterstutzungskasse e.V scheme. These are mainly dependent on the number of earning years and salary level at pension 
age. The commitments are covered through an insurance company and are compliant with the requirements of German insurance laws. 
Pension costs relating to each scheme operating in Germany are charged in accordance with IAS 19 – Employee Beneﬁts. Formal valuations 
of each scheme have been carried out by Towers Watson (Reutlingen) GmbH, who are independent, professionally qualiﬁed actuaries, 
on 5 May 2014 using the following assumptions:
2014 2013
Discount rate 3.82% 3.82%
Future salary increases 2.50% 2.50%
Future pension increases 1.75% 1.75%
Price inﬂation 1.75% 2.00%
(i) The amounts recognised in the balance sheet are as follows:
2014 2013
£ £
Deﬁned beneﬁt obligation 1,695,381 1,664,439
Fair value of plan assets 1,779,751 1,696,325
Net asset 84,370 31,886
(ii) The amounts charged/(credited) to operating proﬁt:
2014 2013
£ £
Current service costs 123,726 162,569
Interest cost on the deﬁned beneﬁt obligation 62,283 68,530
Interest income on plan assets (63,477) (64,450)
Total included in employee beneﬁts expense 122,532 166,649
The current service costs for the year, £122,532 (2013: £166,649), have been included in administration costs.
Notes to the Financial Statements continued
for the year ended 31 March 2014 55
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Financial Statements
18 Retirement beneﬁt obligations continued
b) Deﬁned beneﬁt schemes continued
(iii) The amounts recognised in the consolidated statement of comprehensive income:
2014 2013
£ £
Actuarial gain/(loss) arising during the period 101,447 (64,211)
Return on plan assets (49,506) 13,772
Total actuarial gain/(loss) on pensions 51,941 (50,439)
(iv) Changes in the deﬁned obligation during the year:
2014 2013
£ £
Opening deﬁned beneﬁt obligation 1,664,439 1,358,452
Current service cost 123,726 162,569
Interest cost 62,283 68,530
Actuarial (gain)/loss on plan liabilities (101,447) 64,211
Exchange differences on foreign plans (33,985) 10,677
Beneﬁts paid (19,635) —
Closing deﬁned beneﬁt obligation 1,695,381 1,664,439
The weighted average duration of the deﬁned beneﬁt obligation is 18 years.
(v) Changes in plan assets during the year:
2014 2013
£ £
Opening fair value of plan assets 1,696,325 1,444,091
Interest income 63,477 64,450
Return on plan assets (49,506) 13,772
Contributions by employer 123,726 162,569
Exchange differences on foreign plans (34,636) 11,443
Beneﬁts paid (19,635) —
Closing fair value of plan assets 1,779,751 1,696,325
Fair value of plan assets:
Quoted Unquoted Total
££ £
Equities 355,950 — 355,950
Bonds/debt instruments 723,633 397,610 1,121,243
Cash/other 302,558 — 302,558
Total value of plan assets 1,382,141 397,610 1,779,751 Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
56
18 Retirement beneﬁt obligations continued
b) Deﬁned beneﬁt schemes continued
(vi) The major categories of plan assets as a percentage of total plan assets:
2014 2013
Equities 20% 15%
Bonds/debt instruments 63% 68%
Cash/other 17% 17%
The asset ﬁgures above are now weighted with the underlying assets.
The Group expects to contribute £125,000 to its deﬁned beneﬁt pension plans in the year ending 31 March 2015.
(vii) Mortality assumptions
Assumptions regarding future mortality experience are set based on advice in accordance with published statistics and experience in 
Germany. In the calculations, the mortality rate used is in accordance with Heubeck Richttafeln’s basis of calculation for group pension 
insurance, 2005G. Other assumptions have been set in accordance with Heubeck Richttafeln’s basis of calculation for group pension 
insurance, as set out in schedule 2005G.
(viii) Sensitivity analysis
Changes in assumptions compared with March 2014 actuarial assumptions:
Effect on
deﬁned
beneﬁt
obligation
2014
£
Discount rate 
Increase by 1% (264,585)
Decrease by 1% 342,208
Inﬂation rate
Increase by 0.5% 149,277
Decrease by 0.5% (132,930)
19 Other ﬁnancial liabilities
2014
Consolidated and Company £
As at 1 April 2013 500,000
Payment in year to IDS (500,000)
As at 31 March 2014 —
At 31 March 2013 the liability related to a ﬁnal payment due to IDS under the licence agreement and was paid on 28 March 2014.
20 Investments
Company
The Company’s investments in subsidiaries, which are all 100% owned, are comprised of the following:
Country of 2014 2013
incorporation £ £
Investment in Omega Diagnostics Limited UK 1,752,884 1,752,884
Investment in Genesis Diagnostics Limited UK 1,845,066 1,845,066
Investment in Cambridge Nutritional Sciences Limited UK 4,034,110 4,034,110
Investment in Co-Tek (South West) Limited UK 480,978 480,978
Investment in Bealaw (692) Limited UK 1 1
Investment in Bealaw (693) Limited UK 1 1
Investment in Omega GmbH Germany 2,542,321 2,542,321
Investment in Omega Dx (Asia) India 514,906 273,566
11,170,267 10,928,927
The further investment in the year relates to continued funding of Omega Dx (Asia).
Bealaw (692) Limited and Bealaw (693) Limited are both dormant companies that have never traded.
Notes to the Financial Statements continued
for the year ended 31 March 2014 57
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Financial Statements
21 Earnings per share
Basic earnings per share is calculated by dividing net proﬁt for the year attributable to ordinary equity holders of the Group by the 
weighted average number of ordinary shares outstanding during the year.
Diluted earnings per share is calculated by dividing the net proﬁt attributable to ordinary equity holders of the Group by the weighted 
average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be 
issued on the conversion of all the dilutive potential ordinary shares into ordinary shares. Diluting events are excluded from the calculation 
when the average market price of ordinary shares is lower than the exercise price.
2014 2013
£ £
Proﬁt attributable to equity holders of the Group 692,851 582,266
2014 2013
number number
Basic average number of shares 104,052,644 85,216,257
Share options 1,043,840 52,703
Diluted weighted average number of shares 105,096,484 85,268,960
Adjusted earnings per share on proﬁt for the year
The Group presents adjusted earnings per share, which is calculated by taking adjusted proﬁt before taxation and adding the tax credit or 
deducting the tax charge in order to allow shareholders to understand better the elements of ﬁnancial performance in the year, so as to 
facilitate comparison with prior periods and to better assess trends in ﬁnancial performance.
2014 2013
£ £
Adjusted proﬁt before taxation 1,095,911 778,562
Tax credit 149,810 306,042
Adjusted proﬁt attributable to equity holders of the Group 1,245,721 1,084,604
22 Financial instruments
The Group’s principal ﬁnancial instruments comprise loans, ﬁnance leases, ﬁnancial derivatives and cash. The main purpose of these 
ﬁnancial instruments is to manage the Group’s funding and liquidity requirements. The Group has other ﬁnancial instruments, such as 
trade receivables and trade payables, which arise directly from its operations. The categories of ﬁnancial instruments are summarised 
in the following tables:
Loans and
receivables Total
Assets as per the consolidated balance sheet £ £
2014
Trade receivables 2,192,019 2,192,019
Cash and cash equivalents 3,116,013 3,116,013
5,308,032 5,308,032
Loans and
receivables Total
Assets as per the consolidated balance sheet £ £
2013
Trade receivables 2,295,648 2,295,648
Cash and cash equivalents 160,693 160,693
2,456,341 2,456,341 Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
58
22 Financial instruments continued
Loans and
receivables Total
Assets as per the Company balance sheet £ £
2014
Due from subsidiary companies 4,105,845 4,105,845
Cash and cash equivalents 1,987 ,153 1,987 ,153
6,092,998 6,092,998
Loans and
receivables Total
Assets as per the Company balance sheet £ £
2013
Due from subsidiary companies 4,111,289 4,111,289
Cash and cash equivalents — —
4,111,289 4,111,289
Liabilities as per the consolidated balance sheet
Liabilities at 
fair value 
through 
proﬁt and 
loss
£
Amortised
cost
£
Total
£
2014
Trade payables —821,793 821,793
Obligations under ﬁnance leases —275,342 275,342
Other loans (designated on initial recognition) 471,526 — 471,526
Other ﬁnancial liabilities —— —
471,526 1,097,135 1,568,661
Liabilities at 
fair value
through
proﬁt and Amortised
loss cost Total
Liabilities as per the consolidated balance sheet ££ £
2013
Trade payables — 1,231,405 1,231,405
Obligations under ﬁnance leases — 36,513 36,513
Other loans (designated on initial recognition) 815,608 — 815,608
Other ﬁnancial liabilities — 500,000 500,000
815,608 1,767,918 2,583,526
Notes to the Financial Statements continued
for the year ended 31 March 2014 59
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Financial Statements
22 Financial instruments continued
Liabilities as per the Company balance sheet
Liabilities at 
fair value 
through
proﬁt and 
loss
£
Amortised
cost
£
Total
£
2014
Trade payables and amounts due to subsidiary companies — 23,996 23,996
Other loans (designated upon initial recognition) 471,526 — 471,526
Other ﬁnancial liabilities —— —
471,526 23,996 495,522
Liabilities at
fair value
through
proﬁt and Amortised
loss cost Total
Liabilities as per the Company balance sheet ££ £
2013
Trade payables and amounts due to subsidiary companies — 562,271 562,271
Other loans (designated upon initial recognition) 815,608 — 815,608
Other ﬁnancial liabilities — 500,000 500,000
815,608 1,062,271 1,877,879
Within other loans designated at fair value through proﬁt and loss is the vendor loan note of £1.1 million, which was issued in September 2007 . 
It carries a coupon of base rate only and is repayable in three equal instalments of £360,000 in September 2012, 2013 and 2014 and a 
ﬁnal capital payment of £20,000 in September 2015. The interest is rolled up and repayable with the ﬁnal capital payment. The fair value is 
calculated as the future cash ﬂows expected to result based on current estimates of interest rates. There has been no change in the year 
to the fair value of the loan due to changes in credit risk. The movement in the year of £344,082 (2013: £338,781) is due to the second 
instalment being paid in September 2013 (£360,000) offset by the effect of unwinding discount factors (£15,918), which is included within 
ﬁnance charges in the income statement.
Financial risk management
The principal ﬁnancial risks to which the Group is exposed are those relating to foreign currency, credit, liquidity and interest rate. These 
risks are managed in accordance with Board-approved policies.
Foreign currency risk
The Group operates in more than one currency jurisdiction and is therefore exposed to currency risk on the retranslation of the income 
statement and the balance sheet of its overseas subsidiaries from euros and rupees into its functional currency of pounds sterling. The 
Company funds its subsidiaries by a mixture of equity and intercompany loan ﬁnancing and these balances are subject to exchange rate 
movements that can give rise to movements in equity. The Group also buys and sells goods and services in currencies other than the 
functional currency, principally in euros and US dollars. The Group has US dollar and euro-denominated bank accounts and, where 
possible, the Group will offset currency exposure where purchases and sales of goods and services can be made in these currencies. 
The Group’s non-sterling revenues, proﬁts, assets, liabilities and cash ﬂows can be affected by movements in exchange rates. It is 
currently Group policy not to engage in any speculative transaction of any kind but this will be monitored by the Board to determine 
whether it is appropriate to use additional currency management procedures to manage risk. At 31 March 2014 (and 31 March 2013) 
the Group has not entered into any hedge transactions. Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
60
22 Financial instruments continued
Financial risk management continued
Foreign currency risk continued
The following table demonstrates the sensitivity to a possible change in currency rates on the Group’s proﬁt before tax and equity through 
the impact of sterling weakening against the US dollar, the euro and the Canadian dollar.
Effect on
Decrease proﬁt Effect on
in currency before tax equity
rate £ £
2014
Trade and other receivables 5% 56,671 —
Trade and other payables 5% (18,332) —
Cash and cash equivalents 5% 31,295 —
Net investment in overseas subsidiary 5% — 18,590
2013
Trade and other receivables 5% 61,271 —
Trade and other payables 5% (28,400) —
Cash and cash equivalents 5% 13,002 —
Net investment in overseas subsidiary 5% — 75,310
An increase in currency rate of 5% would have a similar but opposite effect. The sensitivity around bank loans above represents the entire 
impact on the Company’s proﬁt before tax and equity.
Credit risk
The Group’s credit risk is primarily attributable to its trade receivables. The Group conducts its operations in many countries, so there 
is no concentration of risk in any one area. In most cases, the Group grants credit without security to its customers. Creditworthiness 
checks are undertaken before entering into contracts with new customers, and credit limits are set as appropriate. The Group conducts 
most of its operations through distributors and is therefore able to maintain a fairly close relationship with its immediate customers. As such, 
the Group monitors payment proﬁles of customers on a regular basis and is able to spot deteriorations in payment times. An allowance for 
impairment is made that represents the potential loss in respect of individual receivables where there is an identiﬁable loss event which, 
based on previous experience, is evidence of a reduction in the recoverability of cash ﬂows. The amounts presented in the balance sheet 
are net of allowance for doubtful receivables. An analysis of trade receivables from various regions is analysed in the following table:
2014 2013
Trade Trade
receivables receivables
£ £
UK/Europe 1,293,732 1,368,012
North America 9,502 94,783
South/Central America 162,970 110,354
Asia and Far East 365,664 302,678
Africa and Middle East 360,151 419,821
2,192,019 2,295,648
Capital management
The Group funds its operations with a mixture of short and long-term borrowings or equity as appropriate with a view to maximising 
returns for shareholders and maintaining investor, creditor and market conﬁdence. The Board reviews and approves an annual budget 
to help ensure it has adequate facilities to meet all its operational needs and to support future growth in the business.
Notes to the Financial Statements continued
for the year ended 31 March 2014 61
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Financial Statements
22 Financial instruments continued
Financial risk management continued
Liquidity risk
The Group’s objective is to maintain sufﬁcient headroom to meet its foreseeable ﬁnancing and working capital requirements. The Group 
has in place drawn loan facilities and, in the case of bank loans, regularly monitors performance to ensure compliance with all covenants. 
The Group also maintains a surplus balance of cash and cash equivalents to ensure ﬂexible liquidity to meet ﬁnancial liabilities as they fall due.
The table below summarises the maturity proﬁle of the Group’s ﬁnancial liabilities at 31 March 2014 based on the undiscounted cash ﬂows 
of liabilities which include both future interest and principal amounts outstanding based on the earliest date on which the Group can be 
required to pay. The amounts of future interest are not included in the carrying value of ﬁnancial liabilities on the balance sheet.
Less than 3 to 12 1 to 5
3 months months years Total 
Consolidated £££ £
2014
Trade payables 821,793 — — 821,793
Obligations under ﬁnance leases 9,734 58,090 207,518 275,342
Vendor loan — 360,000 111,526 471,526
831,527 418,090 319,044 1,568,661
2013
Trade payables 1,231,405 — — 1,231,405
Obligations under ﬁnance leases 2,502 7,505 32,524 42,531
Vendor loan — 360,000 480,318 840,318
1,233,907 367 ,505 512,842 2,114,254
The table below summarises the maturity proﬁle of the Company’s ﬁnancial liabilities at 31 March 2014 based on the undiscounted cash 
ﬂows of liabilities based on the earliest date on which the Company can be required to pay.
Less than 3 to 12 1 to 5
3 months months years Total 
Company £££ £
2014
Trade payables and amounts due to subsidiary companies 23,996 — — 23,996
Vendor loan — 360,000 111,526 471,526
23,996 360,000 111,526 495,522
2013
Trade payables and amounts due to subsidiary companies 562,271 — — 562,271
Vendor loan — 360,000 480,318 840,318
562,271 360,000 480,318 1,402,589 Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
62
Notes to the Financial Statements continued
for the year ended 31 March 2014
22 Financial instruments continued
Financial risk management continued
Interest rate risk
All of the Group’s borrowings are at variable rates of interest.
The following table demonstrates the sensitivity to a possible change in interest rates on the Group’s proﬁt before tax through the impact 
on ﬂoating rate borrowings and cash balances.
Effect on proﬁt
before tax 
Increase in and equity
Consolidated basis points £
2014
Cash and cash equivalents 25 4,096
Vendor loan 25 (1,400)
2013
Cash and cash equivalents 25 1,650
Vendor loan 25 (2,300)
The following table demonstrates the sensitivity to a possible change in interest rates on the Company’s proﬁt before tax through the 
impact on ﬂoating rate borrowings and cash balances.
Effect on proﬁt
before tax 
Increase in and equity
Company basis points £
2014
Cash and cash equivalents 25 2,164
Vendor loan 25 (1,400)
2013
Cash and cash equivalents 25 (297)
Vendor loan 25 (2,300)
Fair values
The carrying amount for all categories of ﬁnancial assets and liabilities disclosed on the balance sheet and in the related notes to the 
accounts is equal to the fair value of such assets and liabilities as at both 31 March 2014 and 31 March 2013. The monetary value 
attributable to these ﬁnancial assets and liabilities is the same value that has been disclosed in the related notes to the accounts.
The valuation methods used to fair value the ﬁnancial assets and liabilities have been disclosed in Note 2 to the ﬁnancial statements under 
the heading of Financial instruments.
The carrying amount recorded in the balance sheet of each ﬁnancial asset as at 31 March 2014 and 31 March 2013 represents the 
Group’s maximum exposure to credit risk. 63
Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
Financial Statements
Notice is hereby given that the Annual General Meeting of the Company will be held at Omega House, Hillfoots Business Village, 
Clackmannanshire FK12 5DQ on 28 August 2014 at 11am for the following purposes:
1. To receive and adopt the reports of the Directors and the auditors and the audited accounts for the year ended 31 March 2014.
2.  To reappoint Ernst & Young LLP as auditors of the Company to hold ofﬁce until the conclusion of the next general meeting at which 
accounts are laid before the Company and that their remuneration be ﬁxed by the Directors.
3. To re-elect Mr Jagdeep Grewal as a Director of the Company.
4.  That, in accordance with section 551 of the Companies Act 2006, the Directors be generally and unconditionally authorised to allot 
shares in the Company or grant rights to subscribe for or convert any security into shares in the Company (“Rights”) up to an aggregate 
nominal amount of £1,449,942.24 ordinary shares of 4 pence each (“Ordinary Shares”), provided that this authority shall, unless, renewed, 
varied or revoked by the Company, expire on the conclusion of the next annual general meeting of the Company or, if earlier, on 
31 October 2015 save that the Company may, before such expiry, make an offer or agreement which would or might require shares 
to be allotted or Rights to be granted and the Directors may allot shares or grant Rights in pursuance of any such offer or agreement 
notwithstanding that the authority conferred by this resolution has expired. This authority is in substitution for all previous authorities 
conferred on the Directors in accordance with section 551 of the Companies Act 2006, but without prejudice to any allotment already 
made or to be made pursuant to such authority.
Resolution 5 is proposed as a special resolution.
5.  That, conditional upon the passing of resolution 4 above, and in accordance with section 570 of the Companies Act, the Directors be 
generally empowered to allot equity securities (as deﬁned in section 560 of the Companies Act 2006) pursuant to the authority conferred 
by resolution 4 as if section 561(1) of the Companies Act 2006 did not apply to any such allotment, provided that this power shall 
be limited to:
 5.1.  the allotment of equity securities in connection with an issue in favour of the holders of Ordinary Shares where the equity securities 
respectively attributable to the interests of all holders of Ordinary Shares are proportionate (as nearly as may be) to the respective 
number of Ordinary Shares held by them but subject to such exclusions or arrangements as the Directors may deem necessary 
or expedient to deal with fractional entitlements arising or any legal or practical problems under the laws of any overseas 
territory or the requirements of any regulatory body or stock exchange; and
 5.2.  the allotment of Ordinary Shares otherwise than pursuant to sub paragraph 5.1 above up to an aggregate nominal amount 
of £217,491.32,
  and provided that this power shall, unless renewed, varied or revoked by the Company, expire on the conclusion of the next Annual 
General Meeting of the Company or, if earlier, 31 October 2015, save that the Company may, before such expiry, make an offer or 
agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities 
in pursuance of any such offer or agreement notwithstanding that the power conferred by this resolution has expired.
By order of the Board
Kieron Harbinson
Company Secretary
20 June 2014
Registered in England and Wales number 5017761
www.omegadiagnostics.com
Omega Diagnostics Group PLC
Omega House
Hillfoots Business Village
Alva FK12 5DQ
Scotland
United Kingdom
Tel: +44 (0)1259 763030
Fax: +44 (0)1259 761853
Notice of Annual General Meeting Omega Diagnostics Group PLC Annual Report and Group Financial Statements 2014
64
Entitlement to attend and vote
1.  Pursuant to Regulation 41 of the Uncertiﬁcated Securities 
Regulations 2001, the Company speciﬁes that only those 
members registered on the Company’s register of members 
at 11am on 28 August 2014 shall be entitled to attend and vote 
at the Meeting.
Appointment of proxies
2.  If you are a member of the Company at the time set out in 
Note 1 above, you are entitled to appoint a proxy to exercise all 
or any of your rights to attend, speak and vote at the Meeting 
and you should have received a proxy form with this notice of 
meeting. You can only appoint a proxy using the procedures 
set out in these notes and the notes to the proxy form.
3.  A proxy does not need to be a member of the Company but 
must attend the Meeting to represent you. Details of how to 
appoint the Chairman of the Meeting or another person as your 
proxy using the proxy form are set out in the notes to the proxy 
form. If you wish your proxy to speak on your behalf at the Meeting 
you will need to appoint your own choice of proxy (not the 
Chairman) and give your instructions directly to them.
4.  You may appoint more than one proxy provided each proxy is 
appointed to exercise rights attached to different shares. You 
may not appoint more than one proxy to exercise rights attached 
to any one share. To appoint more than one proxy, please 
contact the registrars of the Company, Share Registrars 
Limited, on 01252 821 390.
5.  A vote withheld is not a vote in law, which means that the vote 
will not be counted in the calculation of votes for or against the 
resolution. If no voting indication is given, your proxy will vote or 
abstain from voting at his or her discretion. Your proxy will vote 
(or abstain from voting) as he or she thinks ﬁt in relation to any 
other matter which is put before the Meeting.
6.  The notes to the proxy form explain how to (a) direct your proxy 
to vote on each resolution or withhold their vote; (b) appoint proxies; 
(c) change proxy instructions; and (d) terminate proxy appointments.
Corporate representing
7.  Corporate members are referred to the guidance issued by the 
Institute of Chartered Secretaries and Administrators on proxies 
and corporate representatives – www.icsa.org.uk – for further 
details of this procedure.
Issued shares and total voting rights
8.  As at the date of this Annual Report the Company’s issued 
voting share capital comprised 108,745,669 ordinary shares 
of 4 pence each. Each ordinary share carries the right to one 
vote at a general meeting of the Company and, therefore, the 
total number of voting rights in the Company is as at the date 
of this Annual Report.
Communications with the Company
9.  Except as provided above, members who have general queries 
about the Meeting should telephone Kieron Harbinson on 
+44(0)1259 763 030 (no other methods of communication will 
be accepted). You may not use any electronic address provided 
either in this notice of annual general meeting, or any related 
documents (including the proxy form), to communicate with the 
Company for any purposes other than those expressly stated.
Voting through CREST
CREST members who wish to appoint a proxy or proxies through 
the CREST electronic proxy appointment service may do so for the 
Annual General Meeting and any adjournment(s) thereof by using 
the procedures described in the CREST Manual.
CREST Personal Members or other CREST sponsored members, 
and those CREST members who have appointed a voting service 
provider(s) should refer to their CREST sponsor or voting service 
provider(s), who will be able to take the appropriate action 
on their behalf.
In order for a proxy appointment or instruction made using the CREST 
service to be valid, the appropriate CREST message (a “CREST Proxy 
Instruction”) must be properly authenticated in accordance with 
CRESTCo Limited’s speciﬁcations and must contain the information 
required for such instructions, as described in the CREST Manual.
The message, regardless of whether it relates to the appointment 
of a proxy or to an amendment to the instruction given to a previously 
appointed proxy must, in order to be valid, be transmitted so as to 
be received by the issuer’s agent (7RA36) by the latest time(s) for 
receipt of proxy appointments speciﬁed above. For this purpose, 
the time of receipt will be taken to be the time (as determined by 
the timestamp applied to the message by the CREST Applications 
Host) from which the issuer’s agent is able to retrieve the message 
by enquiry to CREST in the manner prescribed by CREST. After this 
time, any change of instructions to proxies appointed through CREST 
should be communicated to the appointee through other means.
CREST members and, where applicable, their CREST sponsors or 
voting service providers should note that CRESTCo Limited does 
not make available special procedures in CREST for any particular 
messages. Normal system timings and limitations will therefore 
apply in relation to the input of CREST Proxy Instructions. It is the 
responsibility of the CREST member concerned to take (or, if the 
CREST member is a CREST personal member or sponsored member 
or has appointed a voting service provider(s), to procure that his or 
her CREST sponsor or voting service provider(s) take(s)) such action 
as shall be necessary to ensure that a message is transmitted by 
means of CREST by any particular time. In this connection, CREST 
members and, where applicable, their CREST sponsors or voting 
service providers are referred, in particular, to those sections of the 
CREST Manual concerning practical limitations of the CREST 
system and timings.
The Company may treat as invalid a CREST Proxy instruction in the 
circumstances set out in Regulation 35(5) (a) of the Uncertiﬁcated 
Securities Regulations 2001.
Notes to the Notice of Annual General Meeting
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