A clear strategy 
 Focused on delivery
 Omega Diagnostics Group PLC Annual Report and Accounts 2012 Our Mission:
Omega 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
– Infectious Diseases
T o improve human 
health and well-being 
through innovative 
diagnostic tests and 
global partnerships.
Making Progress
01 Highlights of the Year 
02 Chairman’s Statement
04 Delivering Growth
06 Automated Allergy Testing
08 CD4: Point-of-Care Test
10 Syphilis IgM: Point-of-Care Test
12 BRIC Focus
Business Review
14 Global Sales Overview
15 KPIs and Strategy
16 Chief Executive’s Review
19 Financial Review
Governance
21 Board of Directors
22 Senior Management Team 
23 Directors’ Report
25 Directors’ Remuneration Report
27 Corporate Governance Report
29 Statement of Directors’ Responsibilities
Financial Statements
30 Independent Auditor’s 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
69 Notice of Annual General Meeting
71 Advisers  Annual Report and Accounts 2012 
 www.omegadiagnostics.com 01
Strategy page 04
 
 ...
Innovation page 08
 
 ...
Focus page 12
 
 ...
Sales
£1 1. 1m
+41% (2011: £7.9m)
Gross proﬁt
£7 .0m
+49% (2011: £4.7m)
Gross  
margin  
level
63%
+6% (2011: 59.6%)
Adjusted PBT*
£1.0m
+36.5% (2011: £736k)
*  Adjusted profit before taxation is derived by taking statutory profit before tax of £479k (2011: £105k) and adding back IFRS-related discount 
charges of £45k (2011: £22k), amortisation of intangible assets of £415k (2011: £193k), share-based payment charges of £30k (2011: £8k), 
acquisition costs of £38k (2011: £412k) and fair value adjustments to financial derivatives of -£3k (2011: -£4k).
2012 was all about  
Making progress in three key areas...
Highlights:
Financial  
Statements Governance
Business  
Review
Making  
Progress Annual Report and Accounts 2012 
www.omegadiagnostics.com 02
Chairman’s Statement 
The Group has taken steps to improve 
performance in all its segments with continued 
investment in people and product opportunities.
Notable achievements
The Group has made progress on a number of fronts:
 > Turnover in excess of £10 million for the first time.
 > Adjusted profit before tax of £1 million.
 > iSYS development programme; first batch of six 
allergens moving through optimisation with a further 
18 allergens having commenced optimisation.
 > Increase in average revenue per Genarrayt
®
 system 
(excluding Spain which, due to its size, skews the 
numbers) by 25% to £10,783.
 > Strengthening of the Board with Jag Grewal as  
Sales and Marketing Director.
 > Conclusion of feasibility with two allergens on  
a rapid, low sample volume platform that could 
eventually run between 10-20 allergen tests on  
a Point-of-Care (“POC”) device.
 > Direct access to Indian market achieved with 
incorporation of fully owned subsidiary Omega Dx 
(Asia) Pvt Ltd.
 > Signing of license agreements with Burnet Institute, 
Melbourne for exclusive worldwide rights to POC 
tests for CD4 and Syphilis.
Segmental turnover
 > The Allergy and Autoimmune division achieved  
a growth in turnover of 191%, with sales of £4.48 million 
(2011: £1.54 million) following a full year contribution 
from our German business.
 > The Food Intolerance division continued to perform 
well with growth in turnover of 10% to £3.90 million 
(2011: £3.56 million) with a strong performance from 
Food Detective
®
 and Genarrayt
®
.
 > Turnover in the Infectious Disease division fell  
back by 2% to £2.75 million (2011: £2.80 million) 
reflecting the competitive nature of this division but 
the opportunity with CD4 is expected to significantly 
enhance performance.
Financial performance
Turnover for the Group increased by 41% to £11.12 
million (2011: £7.90 million), which includes a full year’s 
contribution of trading from our German business. Gross 
profit increased to £7.0 million (2011: £4.71 million) and 
the gross margin improved from 60% to 63% reflecting  
a segmental mix towards higher margin business. 
Adjusted profit before tax increased by 36% to £1.0 
million (2011: £0.74 million) with our Food Intolerance 
division performing particularly well. A reconciliation 
between profit before tax and adjusted profit before tax 
is shown at the foot of the income statement on page 31.
EPS
Net finance costs have remained stable at £38k  
(2011: £31k) and the Group achieved an adjusted  
profit after tax of £1,052k being adjusted profit before  
tax of £1,004k plus the tax credit of £48k. This resulted  
in adjusted earnings per share of 1.2p (2011: 1.7p) due  
to the increased average shares in issue of 85,238,746 
(2011: 38,278,631). Statutory profit after tax amounted  
to £527k (2011: £31k) which resulted in earnings per 
share of 0.6p versus earnings per share of 0.1p in the 
previous year. 
Balance sheet
Assets
 > Intangible assets reduced to £9.1 million (2011:  
£9.4 million) reflect ongoing amortisation and final 
adjustments to goodwill on the acquisition of the 
German IVD business.
 > Inventories of £1.7 million (2011: £1.5 million) reflect 
growing business volumes.
 > Cash at year end of £1.2 million (2011: £2.1 million).
Liabilities
 > Trade and other payables reduced slightly  
to £1.5 million (2011: £1.6 million).
 > Total borrowings and other financial liabilities 
reduced to £1.4 million (2011: £2.1 million) reflecting 
repayment of bank debt of £0.3 million and 
settlement of IDS-iSYS licence fee instalment  
of £0.4 million.
Funding
After the year end, the Company successfully negotiated 
an overdraft facility of £700,000 on normal commercial 
terms which is subject to an annual review and is repayable 
on demand.  Annual Report and Accounts 2012 
 www.omegadiagnostics.com 03
Strategic direction
As the Group looks to build on its progress to date,  
it is clear that to achieve significant year-on-year growth 
we either need to increase the level of automation for 
customers or to provide POC tests to provide solutions 
for unmet needs in developing markets. From a market 
perspective, a focus on the growing BRIC countries is 
expected to yield above average results.
Automation
The ongoing development work with the IDS-iSYS 
instrument is key to the future growth of the Allergy 
division. This programme, as planned, is rightly 
consuming a significant part of the Group’s resources and 
is intended to achieve a significant market share in this 
growing market. Work has also continued in evaluating 
our range of Autoimmune products on a third party’s 
instrument with 12 out of 17 products validated to date.
POC tests
The signing of agreements with the Burnet Institute in 
Melbourne has provided worldwide exclusive access  
to their developed POC test for CD4, a biomarker which, 
when measured accurately, can detect the point in time 
at which antiretroviral therapy should commence for 
patients with HIV infection. The current gold standard 
flow cytometry tests are performed in a laboratory that 
have the disadvantage of results only becoming available 
at a later date, by which time, many patients have been 
‘lost’ to treatment. The availability of a CD4 POC test 
meets a current unmet need in developing countries.  
The Group and the Burnet Institute have successfully 
completed the initial stages of a technology transfer  
for manufacturing, with a small scale batch of prototype 
devices meeting preliminary Burnet evaluation. We expect 
this to be officially launched at the 19th International 
AIDS conference, AIDS 2012, in Washington DC on 
22-27 July 2012.
In addition, a separate agreement has been signed  
with the Burnet Institute, granting the Group exclusive 
worldwide rights to its Syphilis IgM POC test. This is  
the only test in the world that can differentiate active 
infections from past infections.
BRIC focus
The setting up of Omega Dx in India allows us to take 
direct control over the marketing and supply of products 
into the Indian market. Historically the largest market  
for the Group’s Infectious Disease products, India, has  
a growing middle class population which represents  
a significant opportunity for both the Food Intolerance 
and Allergy range of products. The validation of the 
Autoimmune tests on an automated platform has been 
driven, initially, by an opportunity in China but which also 
provides an opportunity for international expansion.
Board and employees
I am pleased that we have appointed Jag Grewal as 
Group Sales and Marketing Director who is providing 
additional strength to Andrew and his team. Simon 
Keller’s appointment as International Business 
Development Director for Food Intolerance will, I am 
sure, lead to better performance for this division. Finally, 
none of the progress above happens automatically  
and I am grateful for the hard work of all employees  
who have contributed to the results announced today. 
Outlook
Turnover in the first quarter is in line with management 
expectation. 
The current trading environment remains challenging 
given the levels of economic uncertainty in Europe and 
the continuing budgetary constraints of the individual 
healthcare systems. 
As a consequence, it has recently emerged that the 
German healthcare system has begun a review of 
current reimbursement levels encompassing allergy 
testing in our market segment. At this stage, the timing 
and effect on the market is uncertain. 
However, against that background, we have continued  
to build on our core strengths and diversify our business 
and there are a number of opportunities which I believe 
will mitigate any of the aforementioned risk over the 
medium term. 
In particular, I believe the opportunity with CD4, which will 
commercially launch in July, offers the Group an ability to 
create significant strategic value based on the responses 
we have had to date from major global organisations.
The risks associated with our current allergy offering  
will be mitigated, not only through the launch of our 
allergy products on the IDS-iSYS at the end of the  
current financial year, but also with increased emphasis 
on export and alternative product offerings.
I look forward to updating you throughout the year.
David Evans
Non-Executive Chairman
29 June 2012
Financial  
Statements Governance
Business  
Review
Making  
Progress Annual Report and Accounts 2012 
www.omegadiagnostics.com 04
Acquisition of Genesis 
Diagnostics Limited and 
Cambridge Nutritional 
Sciences Limited for an  
initial consideration of £5.7 
million. Acquisition provided 
major growth opportunity to 
develop new products using 
two key technologies, the 
macroarray and microarray.
Acquisition of Co-Tek  
(South West) Limited for  
cash consideration of £480k. 
Acquisition of an existing 
supplier allowed the Group to 
supply part of the range of the 
infectious disease products 
on a more competitive basis.
Omega Diagnostics Limited 
reverse into Quintessentially 
English plc then changed 
name to Omega Diagnostics 
Group PLC with a stated aim  
of seeking to acquire other 
companies within the medical 
diagnostics sector in order to 
gain substantive critical mass.
Acquisition of the Allergy IVD 
business of Allergopharma  
for cash consideration of  
£4.9 million. The acquisition 
provided the Group with 
access to the high value 
allergy testing market.
2006 2010 2007 2009
Delivering  
Growth  Annual Report and Accounts 2012 
 www.omegadiagnostics.com 05
Signing of an exclusive  
licence agreement with 
Immunodiagnostic Systems 
Holdings plc for the worldwide 
rights to develop and distribute 
allergy tests on its successful 
and US FDA-cleared IDS-iSYS 
automated instrument. 
Incorporation of Omega Dx 
(Asia) Pvt Limited, a subsidiary 
in India, in order to gain direct 
access to the Indian market.
Signing of an exclusive  
licence agreement with the 
Burnet Institute in Australia  
for the worldwide rights to 
manufacture and distribute 
POC tests for CD4 and 
Syphillis. Continued progress 
on iSYS development with 
optimisation of first batch  
of six allergens continuing  
and intended launch in early 
2013 with an initial range of 
40-50 allergens on track.
2011 2012
Omega Group Sales
2008-2012
2009 2008
£5.4m
£3.5m
2010
£6.2m
2011
£7.9m
2012
£11.1m
Making Progress
Strategy
successful 
acquisitions
organic 
growth
global 
partnerships
Financial  
Statements Governance
Business  
Review
Making  
Progress Annual Report and Accounts 2012 
www.omegadiagnostics.com 06
Automated  
Allergy T esting
Strategic insight: the combination of the allergy  
IVD business and the worldwide exclusive access  
to the IDS-iSYS is signiﬁcantly contributing to the  
delivery of a competitive automated allergy system
Progress
A start has been made to a following group of 18 more 
allergens and we remain confident that the program is  
on track for initial launch of between 40-50 allergy tests  
in Q4 of the financial year. To this end we now have  
a suite of four IDS-iSYS instruments commissioned  
and committed to the project and the team has been 
augmented with a new project leader who brings  
14 years of product development experience gained  
at Hycor, one of the major allergy IVD companies. 
We look forward to reporting continued progress over  
the remainder of the year.
Key opinion leader contacts built up have also been  
useful to help direct the key performance indicators 
required for the assays. An initial tranche of eight allergens 
were used to demonstrate the overall technical feasibility 
of our intended approach and we are encouraged by the 
performance achieved to date. 
We compared our prototype to a leading commercial 
automated test and to other available manual tests,  
and found it superior to all manual tests. Six of these  
eight are moving through optimisation and of the other 
two we have demonstrated that performance can be 
improved by either judicious selection of allergen extract 
raw material and/or alterations to the chemistry involved  
in making the active conjugates.   Annual Report and Accounts 2012 
 www.omegadiagnostics.com 07
Making Progress
Strategy
01 Insects
07 Dust mites
02 Foods
03 Seafood
04 Pets
05 Nuts
06 Pollens
Financial  
Statements Governance
Business  
Review
Making  
Progress
large 
allergen 
bank
automated 
system
signiﬁcant 
global 
opportunity Annual Report and Accounts 2012 
www.omegadiagnostics.com 08
HIV-infected 
individuals 
worldwide
33million
HIV-infected 
individuals  
without access  
to treatment
17 . 1 million
HIV-infected 
individuals  
in developing  
countries
26.3million
Potential no.  
of CD4 tests 
performed  
per year
34.2million
Total number of:
CD4
Point-of-care test
Top 12 countries by HIV population 
South Africa 5.6m
Nigeria 3.3m
India 2.4m
Kenya 1.5m
Mozambique 1.4m
Tanzania 1.4m
Uganda 1.2m
Zimbabwe 1.2m
Russian Federation 0.98m
Zambia 0.98m
Malawi 0.92m
China 0.74m
Countries with high percentage 
of people living with HIV  Annual Report and Accounts 2012 
 www.omegadiagnostics.com 09
An nnu nnu nnu n n nu ua al l Rep Rep R Rep ep Rep Rep Rep ep ep ep ep Rep Rep p port ort ort ort ort ort or ort ort ort o t or an an an a an an a and d A A d d A A d ccounts 2012
www www www www www www www ww ww w .om .om .om om om .om .om .om .om mega ega ega ega ega ega ega ega ega e a ad d di dia i d d gnostics.com 09
> cost
> accessibility
> patient loss  
to treatment
HIV is a major global health  
challenge affecting approximately  
33 million people with ﬁve million new 
cases per year , mainly in the developing 
world and is the primary cause of 
disease burden in 12 countries, 
including South Africa and India. 
CD4 is a marker, the measurement  
of which determines when to initiate 
antiretroviral treatment (ART).
The Burnet Institute have developed a POC CD4 test that provides  
an affordable, low complexity, but highly technical solution using  
a format similar to a home pregnancy test. The test is semi-quantitative 
and displays a visual line on the test strip that indicates whether the 
patient’s CD4 count is above or below a set threshold (the current  
WHO guidelines of 350 CD4 cells/μl). The innovative component of  
the technology resides in the method of capturing and quantifying  
a patient’s T-cell associated CD4 (the diagnostic component) and 
differentiating this from the free CD4 in plasma or CD4 attached to  
other immune cells (monocytes).
CD4 testing remains a bottleneck of ART initiation due to the logistical 
difficulties for those HIV individuals living in rural areas in accessing  
a clinic with instrument based CD4 testing, where the timing between 
testing and reporting can often lead to a significant “loss to follow up”  
of patients. Thus, there is a clear unmet need for a lower cost, lower 
complexity and higher throughput technology for the quantification of 
CD4 T-cells in HIV-infected individuals that can be conducted in doctor’s 
surgeries, routine pathology laboratories worldwide and in outreach 
clinics in resource-poor countries.
The VISITECT CD4 test requires only a finger-prick sample of blood and 
gives visual results in 40 minutes, allowing high throughput of samples.  
It is more affordable than any other CD4 technology on the market  
and does not require highly skilled laboratory technicians and can be 
performed by clinicians or field healthcare workers with minimal training. 
There is no requirement for cold chain storage, maintenance costs or 
any instrumentation. There is currently no other POC CD4 test on the 
market that does not require additional equipment in order to perform 
the test. As the test uses lateral flow technology already very familiar  
to health care workers using other POC tests, this makes the VISITECT 
CD4 test ideally placed for use in remote, point of care clinics where  
it can literally be transported in the pocket.
Implementation of the VISITECT CD4 test will directly increase the 
availability, access, scope and coverage of CD4 testing beyond the 
urban centres to reach the rural majority in India, South Africa and  
other developing countries. Substantially increasing the number of 
people with access to CD4 testing will reduce morbidity and mortality, 
decrease hospitalisation and loss to follow up. Use of only clinical 
criteria to start ART and lack of opportunity for regular CD4 monitoring 
is well known to be associated with delayed onset of treatment.
Making Progress
Innovation
VISITECT 
CD4
Actual Size
problem
> VISITECT CD4
> low cost test
solution
Financial  
Statements Governance
Business  
Review
Making  
Progress Annual Report and Accounts 2012 
www.omegadiagnostics.com 10
Syphilis IgM
Point-of-care test
Pregnancies 
result in still 
birth
25%
Neonatal  
death
14%
In pregnant women with untreated early Syphilis:
In 43 countries out of 75 surveyed in 2010, 1% or more of pregnant  
women attending antenatal care tested positive for Syphilis
New cases of 
Syphilis each year 
worldwide
12million
Perinatal deaths 
each year in 
Sub-Sahara Africa
500k
9 countries where more than 5% of the pregnant 
women attending tested positive for Syphilis
34 countries where between 1% and 5% of the 
pregnant women attending tested positive for Syphilis  Annual Report and Accounts 2012 
 www.omegadiagnostics.com 11
Syphilis remains a worldwide public 
health problem. The World Health 
Organisation (WHO) estimates that  
there are 12 million new cases of 
Syphilis each year, with more than  
90% occurring in developing nations. 
In many developing countries, congenital Syphilis is a leading cause  
of still births and deaths among neonates.
A wide range of diagnostic tests exist to diagnose both active and  
past Syphilis infection, however many of these tests are of limited value  
in primary healthcare settings, especially in developing countries.
Point-of-care tests (POC) that detect antibodies against Treponema 
pallidum have been widely available for a number of years; however  
there are no POC tests that can specifically detect IgM class antibodies  
to Treponema pallidum or distinguish between infections that are active  
or those that have been treated in the past. Hence, current POC tests  
have limited value in areas where Syphilis is endemic or in some high  
risk groups. 
The Burnet Institute has developed a simple, test that allows the detection  
of Treponema pallidum specific IgM antibodies, without the interference  
of specific IgG antibodies. The test represents the first POC assay for the 
detection of specific IgM antibodies and should be a valuable tool for the 
improved control of Syphilis worldwide. 
As developers of the technology, the Burnet Institute has entered into  
a worldwide exclusive license agreement with Omega Diagnostics Group 
PLC to manufacture and distribute the Syphilis test on a global basis.  
The product will be branded as VISITECT Syphilis IgM.
Sexually transmitted diseases are a major global cause of acute  
illness, infertility, long term disability and death, with severe medical and 
psychological consequences for millions of men, women and children.  
The World Health Organization states that “in developing countries,  
STDs and their complications are amongst the top five disease categories 
for which adults seek health care. In women of childbearing age, STDs 
(excluding HIV) are second only to maternal factors as causes of disease, 
death and healthy life lost”. The presence of an untreated STD can also 
“increase the risk of both acquisition and transmission of HIV by a factor of 
up to 10”. Unlike HIV, many STDs can be treated and cured relatively easily 
and cheaply if diagnosed early enough. To fight these epidemics, authorities 
must act to expand access to testing and treatment facilities; to educate 
people about safer sex and risk reduction; and to counter the prejudice 
surrounding STD infections.
Making Progress
Innovation
> inability to detect  
an active infection
> accessibility
problem
> VISITECT  
Syphilis IgM
solution
African mother with baby girl.
Location – Mmankgodi village, Botswana.
Financial  
Statements Governance
Business  
Review
Making  
Progress Annual Report and Accounts 2012 
www.omegadiagnostics.com 12
Brazil
£219,861
Russia India China
£401,799
£259,165
£84,832
£149,620
£498,623
£118,041
£96,557
Brazil Russia India China Total
$1 billion
$0.3 billion
$0.5 billion
$2.5 billion
$4.3 billion
BRIC Focus
Direct & Distribution 
Presence
Omega sales to BRIC countries
2011 vs. 2012
Cummulative Annual Growth Rate
BRIC CAGR >20%pa (Global 5%pa)
2011 estimated IVD Market
Direct presence
Distribution presence  Annual Report and Accounts 2012 
 www.omegadiagnostics.com 13
History
Knowledge Brand
Sales
Trust in 
People
Making Progress
Focus
The strategic move by the group to set 
up a direct presence in India enables 
more control and focus in an IVD market 
estimated to be worth £500 million with 
annual growth rates of 12%
India
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 22 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 heads up the team  
to transition the Groups business in India from distributor 
to wholly owned subsidiary.
> Government 
expenditure on IVD  
is 1% of Gross 
Domestic Product
> Private IVD 
expenditure is  
4 to 5 times higher
> 75% of the hospitals 
are privately owned
> 27,000 laboratories
Going direct in India 
> Omega market presence since 1993
>  Existing Omega brand awareness  
– e.g. Pathozyme
> Key appointments with market knowledge
>  Locally appointed managing director known  
to Omega management for almost 20 years
> Targeted sales
Financial  
Statements Governance
Business  
Review
Making  
Progress Annual Report and Accounts 2012 
www.omegadiagnostics.com 14
Global sales overview
UK
North America
Asia and Far East
Europe
South/Central America
Africa and Middle East
8%
of total Group revenue
3%
of total Group revenue
12%
of total Group revenue
58%
of total Group revenue
4%
of total Group revenue
15%
of total Group revenue
 Allergy and Autoimmune
£36,128 (-33%)
 Food Intolerance 
£663,606 (+12%)
 Infectious/Other
£233,430 (-25%)
 Allergy and Autoimmune
£4,519 (+5%)
 Food Intolerance 
£228,745 (+43%)
 Infectious/Other
£94,240 (-8%)
 Allergy and Autoimmune
£151,259 (-1%)
 Food Intolerance 
£419,289 (-10%)
 Infectious/Other
£744,745 (+2%)
 Allergy and Autoimmune
£3,990,505 (+266%)
 Food Intolerance 
£1,960,803 (+5%)
 Infectious/Other
£528,731 (+1%)
 Allergy and Autoimmune
£5,177 (+31%)
 Food Intolerance 
£114,613 (+133%)
 Infectious/Other
£321,557 (+4%)
 Allergy and Autoimmune
£289,185 (+24%)
 Food Intolerance 
£513,651 (+24%)
 Infectious/Other
£823,870 (0%)
£933,164 
-3%
£327,504 
+23%
£1,315,293 
-3%
£6,480,039 
+86%
£441,347 
+22%
£1,626,706 
+11%
£1.5m
£4.45m
FY11 FY12
Allergy & 
Autoimmune
£3.6m
£3.90m
FY11 FY12
Food 
Intolerance
£2.8m
£2.75m
FY11 FY12
Infectious 
Disease/Other
Total Sales – FY11 v FY12  Annual Report and Accounts 2012 
 www.omegadiagnostics.com 15
2009 2008
£3.5m
2010
£6.2m
2011
£7.9m
2012
£11.1m
£5.4m
+72%
+14%
+27%**
+41%*
+56%***
2009 2008
54.4%
2010
58.3%
2011
59.6%
2012
63%
61.5%
+13.5%
-3.2%
+1.3%
+3.4%
+7.1%
2009 2008
£298k
2010
£589k
2011
£736k
2012
£1m
£540k
+446%
+8%
+25%
+36%
+81%
2009 2008
£424k
2010
£720k
2011
£1,490k
2012
£1,560k
£574k
–
+44%
+80%
+5%
+35%
2009 2008
£217k
2010
£790k
2011
£772k
2012
£980k
£314k
–
+152%
-2%
+27%
+44%
KPIs and Strategy 
How do we measure  
our performance?
Sales
Gross margin
Adjusted Proﬁt before tax
Food Intolerance – Genarrayt
®
 Reagent Sales
Food Detective
®
 Sales
Progress made in 2012
Organic growth of 5% achieved and full 
years revenue for allergy IVD business.
Progress made in 2012
Increased gross margin level,  
through improved product mix.
Progress made in 2012
Increased by 36% on prior year.
Progress made in 2012
Significantly increased revenues  
outside of Spain.
Progress made in 2012
Increased penetration in  
key existing markets
Strategy for 2013
Commercialise iSYS, CD4 and Syphilis 
IgM and grow sales in India.
Strategy for 2013
Focused margin improvements  
through product mix.
Strategy for 2013
Increase significantly through  
strategic revenue growth initiatives.
Strategy for 2013
To concentrate more on growing  
revenue per instrument.
Strategy for 2013
Focus in BRIC country opportunities.
* like-for-like +5%
** like-for-like +12%
*** like-for-like +20%
Year on year variations measured  
in percentage points.
Financial  
Statements Governance
Business  
Review
Making  
Progress Annual Report and Accounts 2012 
www.omegadiagnostics.com 16
Chief Executive’s Review
Omega Diagnostics: our mission is to improve 
human health and well-being through innovative 
diagnostic tests and global partnerships
I am pleased to report that the Group has seen an 
increase in revenue for the year to £11.12 million, some 
41% ahead of last year’s figures (2011: £7.90 million)  
with like-for-like sales increasing by 5%. 
We are very pleased with the progress the Group  
has made and the business is performing strongly.  
We are also looking forward to significant opportunities 
presented by direct access into the Indian market, the 
launch of a range of allergy tests on the automated 
IDS-iSYS platform and the new prospects that exist that 
could transform the performance within our Infectious 
Disease segment.
 > New Team – In the year we have expanded our 
management team with some talented individuals. 
We now have a senior management team in place 
that can deliver further profitable growth.
 > Focus – We have been careful to limit our strategic 
focus on our three core product segments so that 
our efforts have not been diluted.
 > New products – Our search for new products in our 
strategic areas of activity has led to new opportunities 
that will fuel our growth in future years.
 > Strategy – We continue to refine our strategy in order 
to take advantage of new opportunities.
Allergy/Autoimmune
The Allergy segment has benefited from a full year 
contribution following on from the acquisition of 
Allergopharma’s IVD business in December 2010. Sales 
for Omega Diagnostics GmbH (“Omega GmbH”), our 
German subsidiary, grew by 305% to £3.87 million (2011: 
£0.96 million). On a full like-for-like basis, the growth in 
sales equates to 8%.
The delay in the export of allergy products from  
Omega GmbH, as previously highlighted, has been 
disappointing. This is being addressed through  
a combination of product improvements and amended 
software formats that are more suitable for export 
markets with the aim of validating these products  
to run on automated instruments that are widely  
available in international markets.
Sales of autoimmune tests increased by 5% to £615k 
(2011: £584k). We reported previously that the current 
range of autoimmune test kits were limited to small labs 
with manual test systems. Work has been undertaken 
during the year to revise the kit formats which will allow 
their use on a larger number of automation platforms 
similarly widely available in export markets. This strategy 
will allow our distributors to access larger parts of the 
market and extend the product life cycle.
Food Intolerance
This segment has seen an overall growth in sales  
of 10% to £3.90 million (2011: £3.56 million).
Sales of Genarrayt
®
 reagents have grown to £1.56 million 
(2011: £1.49 million). 13 Genarrayt
®
 systems (2011: 33 
systems) were sold in the year bringing the total global 
placements to 108 systems. System sales revenue 
amounted to £88k (2011: £192k). However, this reduction 
in systems sold was an intentional decision to 
concentrate more on increasing sales traction across the 
installed instrument base. This  
is key to the future success of Genarrayt
®
 and with the 
market reputation gaining momentum we are seeing 
more high quality sales leads develop in key countries as 
they appreciate the power of this innovative technology. 
The Food Detective
®
 test for food intolerance has  
seen a strong sales increase to £980k (2011: £772k).  
The number of countries where we have now sold 
product has continued to increase to 68 (2011: 54) with 
an increase in volumes to 60,782 kits (2011: 41,665).  
The top five markets account for 50% of sales with good 
growth in China and Brazil which fits with the Group’s 
strategic focus on BRIC countries. Product registration in 
China is close to completion and we are hopeful for an 
early conclusion to this process.
Sales of Foodprint
®
 tests through the CNS testing 
laboratory have grown to £0.48 million (2011: £0.33 
million). The testing services for food intolerance and 
other related tests have shown an increase in business  
to £621k (2011: £452k) which has mainly been due to 
increased sales to offshore accounts which send 
samples into the CNS laboratory for testing. Various 
sales initiatives are underway to access large retail 
accounts in the UK and overseas who are interested  
in offering our lab services in order to widen their own 
service portfolio.
With the appointment of Simon Keller there is now a 
more focused approach to targeting the key customer 
groups of nutritionists and associated healthcare 
professionals. 
Progress has continued, albeit slowly, with registration  
of Food Detective
®
 in the United States by our partner 
Toyota Tsusho. The timeline to registration remains 
uncertain but ultimately we believe the potential market 
to be substantial.  Annual Report and Accounts 2012 
 www.omegadiagnostics.com 17
SCDI Scotland’s International 
Awards: International Award for 
Innovation in Product or Service 
Development 2011 Omega 
Diagnostics Group PLC. 
Presented by The Rt. Hon.  
Alex Salmond MSP , Scotland’s  
First Minister to Andrew Shepherd, 
Chief Executive.
Infectious Disease/Other
Sales of infectious disease tests reduced by 2% to £2.75 
million (2011: £2.80 million). The market for the current 
range still remains highly competitive which goes to 
show that to increase sales in this sector in the future 
requires a step change in activity and focus. 
Omega has been active in the IVD market, and specifically 
the infectious disease arena, for the last 25 years and 
has built up an enviable contact base which drives new 
opportunities. From discussions earlier in the year two 
new product opportunities came into focus which could 
lead to substantial future growth. The Group has 
exclusively in-licensed two test technologies from the 
Burnet Institute, a leading Australian medical research 
and public health organisation focused on improving  
the health of disadvantaged and marginalised groups. 
The first in-licensed technology is a novel POC 
technology for CD4 testing at field level where current 
CD4 tests are unable to operate. Quantifying CD4 T-cells 
is a vital component to the management and care of HIV 
patients and is required to assess their candidacy for 
antiretroviral treatment (ART) as treatment begins once 
their count falls below 350 cells/μl, and to monitor their 
health during treatment every three to six months.  
This equates to a huge potential market as there is a 
growing demand for CD4 testing based on the number 
of individuals requiring to be placed on ART therapy but 
are as yet unidentified due to their rural location and/or 
lack of access to health facilities.
The second exclusive licence is for a POC test for 
detecting active Syphilis infection which is a major  
public health problem in developing countries. Although 
simple, reliable and affordable rapid tests for Syphilis  
are available, many of which are already produced by  
the Group, the Burnet test is the first POC test to make 
the important diagnostic distinction between active and 
past treated infections. Syphilis remains a major cause  
of stillbirth and neonatal death in many developing 
countries so this test is very important for screening 
pregnant women and identifying those patients requiring 
treatment of congenital Syphilis.
Subject to successful technology transfer processes, 
these tests have the potential to transform the Group’s 
performance in this segment. The CD4 test, branded  
as VISITECT CD4, will be officially launched at the  
19th International AIDS Conference, AIDS 2012,  
in Washington DC, USA on 22-27 July 2012.
Distribution Network 
Growth has been recorded in most geographic regions of 
the world with the exception of the UK which reduced by 
3% to £933k (2011: £958k) and the Asia/Far East region 
which dropped by 3% to £1.32 million (2011: £1.35 million). 
These reductions were more than offset by good growth 
in Africa/Middle East with sales rising by 11% to £1.63 
million (2011: £1.47 million) and in the European market by 
sales rising 86% to £6.5 million (2011: £3.5 million) as a 
result of a full year of revenue from our German subsidiary 
and strong performance with key users of the Genarrayt
®
 
Food Intolerance products. Sales to South/Central 
America rose by 22% to £441k (2011: £361k).
BRIC strategy
In the year, we have further concentrated our efforts on 
expanding our business in the BRIC group of countries 
and we have met with some success in three out of the 
four target countries. In Brazil we increased sales by 
18% overall across the Group achieving sales of £259k 
(2011: £220k), in Russia we increased sales by 76%  
to £150k (2011: £85k) and in China we increased sales  
by 22% to £118k (2011: £97k). India showed a decline  
of 19% with sales of £402k (2011: £499k) which was due 
to the fact that the then distributor started to promote  
the products through a catalogue selling operation as 
opposed to a representative-based sales model which 
we know to be proven and successful in the Indian 
market. This change only served to reinforce our 
decision to move to selling direct in India and we  
expect the decline to be reversed. 
Financial  
Statements Governance
Business  
Review
Making  
Progress Annual Report and Accounts 2012 
www.omegadiagnostics.com 18
Ofﬁcial opening of Omega Dx 
(Asia) Ofﬁce on 28 January 2012
Following the establishment of our wholly owned  
Indian subsidiary in July 2011 a lot of effort has gone  
into making the plan become a reality. The inauguration 
ceremony of the new office in Mumbai took place at  
the end of January 2012 and since then, the core 
management team has been working hard to establish 
the office and internal procedures in readiness for the 
changeover from the current distributor. There has also 
been a lot of work involved with product registrations 
and employing the key members of staff required to  
run an India-wide sales operation. The result is that the 
Group will commence direct selling operations into the 
Indian market on 1 July 2012. Early pre-marketing activity 
has been successful in making the market aware of  
our change in distribution and early signs of future 
commercial success are encouraging.
Over the past few months, discussions have also been 
taking place with other IVD companies with a view to 
representing them in the Indian market. Early stage 
indications are that several new product ranges will be 
added to the Group’s own product offerings. However, 
due to the lengthy registration process, the impact  
of third party sales will be minimal in the current  
financial year. 
Research and development
Allergy/Autoimmune
Development of the allergy test panel on the IDS-iSYS 
automated system is progressing well. All key raw 
materials (allergen extracts, monoclonal antibodies  
and patient samples) made available as a result of  
our acquisition of the allergy IVD business have 
demonstrated proven value in the project. An initial 
tranche of eight allergens were used to demonstrate the 
overall technical feasibility of our intended approach and 
we are encouraged by the performance achieved to date. 
We compared our prototype with a leading commercial 
automated test and with other available manual tests. 
Our prototype correlated well with the automated test 
and it was found to be superior to all manual tests.  
Six of these eight allergens are moving through 
optimisation and there has been significant progress in 
understanding how raw materials and process factors 
impact the performance of others. A start has been 
made to a second group of 18 allergens and we remain 
confident that the program is on track for initial launch of 
between 40-50 allergy tests in Q4 of the current financial 
year. To this end we now have a suite of four IDS-iSYS 
instruments commissioned and committed to the project 
and the team has been augmented with a new project 
leader who brings 14 years of product development 
experience gained at Hycor, which is one of the major 
allergy IVD companies. We look forward to reporting 
continued progress over the remainder of the year.
With regard to a multiplex platform, we have continued  
to review and evaluate market requirements for allergen 
specific IgE testing in multiplex and Rapid Test formats. 
The attributes of conventional Rapid Test technology are 
well suited to this aim and further work on this development 
is expected to be carried out in the year ahead.
Outlook
The outlook for the new financial year is very encouraging 
with good growth potential across all segments of  
the business. The addition of the new test technologies 
licensed in from the Burnet Institute should allow us  
to make a major impact in Global Health markets as  
these tests satisfy a current unmet clinical demand.
While there continues to be difficulties in the Eurozone 
countries, we believe our robust and diversified business 
model, BRIC-focused strategy and focus on new 
products not affected by these issues hold us in good 
stead for continued and profitable growth.
Andrew Shepherd
Chief Executive
29 June 2012
Chief Executive’s Review
continued  Annual Report and Accounts 2012 
 www.omegadiagnostics.com 19
Financial Review
The Group has taken the next steps towards 
building a bigger business which has delivered 
proﬁts of £1 million for the ﬁrst time.
Financial performance
Group turnover increased by 40.8% to £11.12 million 
(2011: £7 .90 million) including a full 12 months’ contribution 
from Omega GmbH following its acquisition of the 
Allergopharma IVD division in December 2010. Gross 
profit increased by 48.8% to £7.0 million (2011: £4.71 
million) and the gross margin improved from 59.6% to 
63.0% reflecting a segmental mix towards higher margin 
business overall. Historically, Omega’s revenue business 
has been weighted towards the second half but the 
seasonality of allergy testing, where higher first half sales 
through Omega GmbH resulted from a higher pollen 
count occurring in May and September, has resulted in 
the Group achieving total sales of £5.52 million in the first 
half and £5.60 million in the second half. However, this 
has had an effect on gross margin such that first half 
margin was 63.6% and second half margin was 62.3%.
Administration costs have increased by a net £962k to 
£4,471k (2011: £3,509k). Excluding last year’s acquisition-
related costs of £412k, the gross increase can be viewed 
as £1,374k. Of this increase, £1,115k relates to the full-year 
effect of Omega GmbH versus only three months’ worth 
of cost in the prior year, costs having risen from £521k  
to £1,636k. Increased activity in development/technical 
accounts for a further increase in expenditure of £196k, 
related to uncapitalised iSYS development costs (see 
cash flow section below) and increased headcount in 
Operations and a remaining increase of £63k relates 
mainly to increases in depreciation/amortisation charges.
Sales and marketing costs have increased by £946k  
to £2,015k (2011: £1,069k). Again, much of this impact  
is related to full-year activity through Omega GmbH, 
including the running of a direct sales force, which  
has added £700k of cost (£996k v £296k). UK-related 
costs have increased by £176k reflecting the headcount 
investment at Director level and below with additional 
product manager positions being filled and £70k reflects 
initial costs incurred in India.
Adjusted profit before tax increased by 36.5%, achieving 
£1.0 million (2011: £0.74 million) for the first time. The 
profit split between first half and second half exhibited  
a more traditional weighting with £427k achieved in the 
first half and £577k in the second half. A reconciliation 
between profit before tax and adjusted profit before tax 
is shown at the foot of the income statement on page 31.
Taxation
There is a tax credit of £48k (2011: tax charge £74k)  
in the year, comprising a debit for current tax of  
£18k (2011: £125k) and a deferred tax credit of £66k 
(2011: £51k). The tax credit in the year has arisen due  
to increased research and development tax credits 
resulting from the expenditure incurred on the iSYS 
development programme. Prior year adjustments to the 
tax charge arise when there are differences between 
estimated figures chargeable to tax and final tax 
computations.
Earnings per share
Net finance costs are mainly unchanged at £38k  
(2011: £31k) and adjusted profit after tax of £1,052k  
(2011: £662k) is arrived at by taking adjusted profit  
before tax of £1,004k (2011: £736k) plus the tax credit  
of £48k (2011: charge of £74k). 
Adjusted earnings per share (EPS) amounted to 1.2p 
(2011: 1.7p) and is arrived at by taking the adjusted PAT  
of £1,052k and dividing by 85,238,746 (2011: 38,278,631) 
being the diluted weighted average number of shares in 
issue for the year. Statutory profit for the year amounted 
to £527k (2011: £31k) which resulted in earnings per  
share of 0.6p versus earnings per share of 0.1p in the 
previous year. 
Operational performance
Allergy and Autoimmune
The Allergy and Autoimmune division achieved a growth  
in turnover of 191%, with sales of £4.48 million (201 1: £1.54 
million), which includes the full 12 months trading contribution 
from Germany referred to above. Within these figures,  
sales of autoimmune products specifically rose by 5%  
to £615k (201 1: £584k). The adjusted PBT for the division 
was £134k (201 1: £37k), including iSYS development costs 
expensed to the income statement in the first half of the 
year before attainment of technical feasibility, after which,  
all iSYS-related development costs have been capitalised  
in accordance with current accounting standards.
Food Intolerance
The Food Intolerance division continued to perform  
well with growth in turnover of 10% to £3.90 million  
(2011: £3.56 million). The decision to concentrate on 
driving Genarrayt
®
 reagent sales across the installed 
instrument base has led to a 25% increase in average 
revenue per instrument to £10,783 (2011: £8,631) in  
all markets excluding Spain. A further 13 systems  
were installed in the year increasing total placements  
to 108. Total reagent sales grew to £1.56 million  
(2011: £1.49 million).
Financial  
Statements Governance
Business  
Review
Making  
Progress Annual Report and Accounts 2012 
www.omegadiagnostics.com 20
Sales of Food Detective
®
 recovered strongly this year 
with growth in turnover up by 27% to £0.98 million  
(2011: £0.77 million) with an exceptional performance in 
Poland where sales reached £0.2 million. Expectations 
are for continued growth in markets such as China and 
Brazil in line with the Group’s focus on BRIC countries.
The Foodprint
®
 laboratory service also recorded 
commendable revenue growth of 45.0% with sales  
up to £481k (2011: £332k) with a particularly strong 
performance in Ireland.
The adjusted PBT for this division grew by 15.5%  
to £1,136k from £983k the year before.
Infectious Disease/Other
Our Infectious Disease division has continued as the 
most price competitive segment in which we operate. 
Overall, divisional turnover reduced slightly to £2.75 
million (2011: £2.80 million) and yielded an adjusted profit 
before tax of £316k (2011: £406k). Much of the difference 
relates to the UK where an apparent reduction in volumes 
shipped from Co-Tek is merely a phasing effect and a 
catch up to meet minimum contracted volumes will be 
seen in the first half of the new financial year. 
Corporate costs
Net centralised costs include costs not allocated to any 
specific segment and, where the Group makes internal 
arrangements to fund segments via intercompany loans, 
interest is charged to the specific segment and the 
corresponding interest income is netted off through 
Corporate costs. Net centralised corporate costs for  
the current year amounted to £582k (2011: £690k),  
after including such interest income of £72k (2011: £Nil).
Treasury operations
Currency management
The Group continues to transact operations in three 
main currencies being sterling, euros and US dollars.  
In the case of transactions in euros and US dollars, the 
Group may be exposed to fluctuations in the rates of 
exchange against sterling. Where possible, the Group 
operates a natural hedge by entering into transactions  
of both a buying and selling nature that limits the risk  
of adverse exchange rate losses. The Company holds  
a reducing portion of its borrowings in US dollars where 
this loan can be serviced from a net surplus of US dollars 
generated from its trading activities. The exchange rate 
between sterling and the US dollar has been relatively 
stable throughout the year such that a translation loss  
of £1k (2011: gain £17k) has been recorded on these 
borrowings along with a loss on trading operations of 
£22k (2011: £22k) included within Administration costs.
The Group’s net investment in and funding of Omega 
GmbH is in euros, which will give rise to foreign 
exchange variations from one period to another. In the 
year, a foreign exchange loss of £271k (2011: gain £189k), 
which has arisen due to a weaker euro, has been 
included within other comprehensive income.
Interest rate management
The Group operates certain derivative financial instruments 
for its sterling and US dollar borrowings. In the case of its 
sterling loan, the Group has an agreement with Bank of 
Scotland whereby the base rate element of the interest 
charge has been capped at 5.5% for the entire remaining 
term. In the case of the US dollar loan, the Group has two 
agreements with Bank of Scotland, one to cap the interest 
rate based on US Libor at 5% and one to operate a floor 
rate on US Libor of 2.25%. Under IFRS, these derivative 
financial instruments are required to be disclosed at their 
fair values as either assets or liabilities and there has been 
a fair value adjustment gain through the income statement 
of £3k (2011: £4k). Accordingly, at the balance sheet date, 
the Group had liabilities of derivative financial instruments 
of £Nil (2011: £3k).
Cash ﬂow
Net cash flow generated from operations of £686k  
(2011: £348k) is ahead of last year due to the significant 
increase in the level of operating profits. Net cash used 
in investing activities of £1,199k (2011: £5,673k) includes 
the purchase of intangible assets of £769k (2011: £564k) 
of which, capitalised development expenditure in relation 
to the iSYS project amounted to £299k, incurred since  
1 October 2011, the point in time at which all criteria in 
relation to IAS38 Intangible Assets were met. Net cash 
used in financing activities was £345k, all in the servicing 
and repayment of existing borrowings, leaving cash at 
the year-end of £1,159k (2011: £2,055k).
Net debt at the year-end amounted to £145k versus net 
cash at the prior year-end of £447k.
Financing
Following the end of the year, the Group has obtained 
additional resources with the granting from its principal 
banker, Bank of Scotland, of an overdraft facility of 
£700k. This facility was arranged on commercially 
acceptable terms and is annually renewable and 
repayable on demand.
Capital management
The financial performance of the Group is measured  
and monitored on a monthly basis through a 
combination of management reporting and KPIs. The 
Group manages its working capital requirements to 
ensure it continues to operate within the covenant limits 
applicable to any borrowing facilities whilst safeguarding 
the ability to continue to operate as a going concern.  
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 use of funds for acquisitions is closely monitored  
by the Board so that existing funds are not adversely 
impacted by such activity and 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.
Kieron Harbinson
Group Finance Director
29 June 2012
Financial Review  
continued  Annual Report and Accounts 2012 
 www.omegadiagnostics.com 21
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.
Jag Grewal
Sales and Marketing Director
Jag joined Omega in June 201 1 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).
Andrew Shepherd
Chief Executive
Andrew is the Founder and Chief Executive of 
Omega. He has worked in the medical diagnostics 
industry for 35 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.
Michael Gurner
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. At Postern’s request,  
he joined the board of several companies which 
were successfully turned around.
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 roles 
including Group Financial Controller and Chief 
Accountant. 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. The company 
was sold in 2001 to Alcatel for EUR134 million.
Financial  
Statements
Making  
Progress Governance
Business  
Review Annual Report and Accounts 2012 
www.omegadiagnostics.com 22
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 29 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 has been 
responsible for market development of new 
markers, including clinical studies, and design 
and development of immunoassay products  
on automated platforms for industry majors.
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 22 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 heads up the 
team to transition the Groups business in India 
from distributor to wholly owned subsidiary.
Mike Gordon
Group Operations Director
Mike joined Omega in October 2011 as Group 
Operations Director. He has worked in the 
Medical diagnostics industry for 28 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.
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.
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.  Annual Report and Accounts 2012 
 www.omegadiagnostics.com 23
Directors’  
Report
The Directors present their Annual Report and Group financial statements for the year ended 31 March 2012. 
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 £526,983 (2011: profit of £31,457) which has been taken to reserves. The Directors do not propose to pay a 
dividend. The results are disclosed in more detail in the Chairman’s Statement on pages 2 and 3 and the Financial Review on pages 19 to 20.
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 loss for the year ended 31 March 2012 is £89,416 (2011: profit of £31,021).
Business review and future development
A review of business and future development is discussed in more detail in the Chairman’s Statement, Chief Executive’s Review and Financial 
Review commencing on pages 2, 16 and 19 respectively. Key performance indicators are disclosed and discussed on page 15. 
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 16 to 18. Costs in the year amounted to £785,390 (2011: £250,055). Costs of £486,584 in relation to research activities (2011: 
£250,055) were expensed through the statement of comprehensive income and costs of £298,806 in relation to product development (2011: £Nil)  
were capitalised and included within intangible assets detailed in Note 9.
Directors
The names of the Directors who have served the Group throughout the year are:
David Evans
Michael Gurner
Kieron Harbinson
Andrew Shepherd
Geoff Gower (resigned 31 March 2012)
Jag Grewal (appointed 30 June 2011)
Biographies of all Directors still serving at the year-end are on page 21.
Directors’ interests
The beneficial interests of Directors who have served throughout the year are listed in the Directors’ Remuneration Report on pages 25 and 26. 
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 2012 and the date of this report.
Major interests in shares
As at 11 June 2012 the Group had been notified that the following shareholders held more than 3% of the Group’s issued ordinary share capital:
Number of 4p 
Ordinary shares Percentage
Legal & General Investment Management 15,300,000 17.95%
Octopus Investments 11 ,196,870 13.1 4%
Matrix VCT plc 8,333,250 9.78%
Unicorn AIM VCT plc 4,266,650 5.01%
JM Finn Nominees Limited 3,540,667 4.15%
Brewin Dolphin Securities 3,493,118 4.10%
Williams de Broe 3,169,967 3.72%
Hargreave Hale Nominees Limited 3,162,466 3.71%
David Evans 2,870, 134 3.37%
Supplier payment policy
It is the Group’s policy to agree the terms of payment with its suppliers, to ensure its suppliers are made aware of those terms and to pay  
in accordance with them.
Trade creditors of the Group at 31 March 2012 were equivalent to 60 days (2011: 57 days) based on the average daily amount invoiced by suppliers 
during the year. 
Financial  
Statements Governance
Business  
Review
Making  
Progress
Financial  
Statements Governance
Making  
Progress Annual Report and Accounts 2012 
www.omegadiagnostics.com 24
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 Corporate Governance Report contains details of the Group’s 
system of internal control. Note 23 to the financial statements contains details of financial risks faced by the Group.
The Board is also aware of non-financial risk areas including:
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 sectors 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.
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 conducting its operations within recognised quality assurance systems and undergoes external assessment to 
ensure compliance with these systems.
Acquisition risk
The success of the Group depends upon 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 which meet certain selection criteria and by 
conducting a detailed due diligence review.
Eurozone Risk
Recent turmoil in the economic conditions in Europe increases the risk of one or more countries exiting the Eurozone. This could lead to currency 
devaluation in those countries which could lead to adverse economic impacts elsewhere. Approximately one third of the Group’s revenue is 
derived in Germany where the euro is the functional reporting currency. The Group does not currently have operations located in any other 
European country. However, in the event of a country’s exit from the eurozone, potentially higher volatility of the euro could lead to a reduction in 
the reported trading results of our German operation when translated into sterling. The Group is seeking to mitigate risk in countries such as Spain 
and Italy, where it has trading relationships, by tightening credit control procedures and reviewing credit limits where necessary.
 
Development Risk
The Group is undertaking 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 as 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 Company also continues to monitor industry trends and customer needs to 
ensure its development targets remain relevant.
Donations
The Group made no charitable donations in the year (2011: £Nil) nor any political donations (2011: £Nil).
Auditors
The auditors, Ernst & Young LLP , have indicated their willingness to continue in office and a resolution for their reappointment 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 23. 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
29 June 2012
Directors’ Report 
continued Annual Report and Accounts 2012 
www.omegadiagnostics.com 25
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 Michael Gurner, as Chairman, and David Evans. 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, Executive Directors and the 
Company Secretary. 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
On 12 August 2011, Jag Grewal was issued with an option over 100,000 ordinary shares of the Group under the Company’s EMI Share Option 
Scheme following his appointment as an Executive Director on 30 June 2011.
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 12 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. The agreement will continue until terminated by either party giving to the other not 
less than one month’s notice in writing.
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. 
Andrew Shepherd, Kieron Harbinson and Geoff Gower received bonuses within the year of £13,125, £9,450 and £16,000 respectively. These were 
non-contractual and calculated at 10%, 10% and 20% of their basic annual salaries at 31 March 2011 based on the financial results achieved for 
the year ending 31 March 2011.
In the prior year Andrew Shepherd, Kieron Harbinson and Geoff Gower received bonuses of £19,688 and £23,625 and £2,000 respectively. These 
were non-contractual and calculated at 15%, 25% and 2.5% of their basic annual salaries based on the successful acquisition of the allergy 
business and certain assets of Allergopharma Joachim Ganzer KG.
Directors’ emoluments
Consolidated
Fees/basic 
salary 
£
Bonuses 
£
Beneﬁts 
in kind 
£
Total 
2012 
£
Total 
2011 
£
Executive
Andrew Shepherd 145,000 13,125 – 158,125 150,938
Kieron Harbinson 115,000 9,450 1,238 125,688 119,363
Jag Grewal 82,500 – – 82,500 –
Geoff Gower 94,000 16,000 1,516 111,516 80,183
Non-executive
David Evans 25,000 – – 25,000 25,000
Michael Gurner 20,000 – – 20,000 20,000
Business  
Review
Making  
Progress
Financial  
Statements Governance Annual Report and Accounts 2012 
www.omegadiagnostics.com 26
The amounts paid in the year towards Directors’ pension contributions were as follows:
Directors’ pension contributions
2012 
£
2011 
£
Andrew Shepherd 7,250 6,562
Kieron Harbinson 5,750 4,613
Jag Grewal – –
Geoff Gower 13,500 7,333
Directors’ interests in the 4p ordinary shares of Omega Diagnostics Group PLC.
 
31 March 2012 31 March 2011
David Evans 2,870,134 2,870,134
Michael Gurner 246,671 246,671
Kieron Harbinson 294,150 204,150
Andrew Shepherd 1,955,530 1,955,530
Jag Grewal – –
Geoff Gower 500,000 500,000
The Directors have no interest in the shares of subsidiary companies.
Directors’ share options 
At 
1 April  
2011
Granted 
during  
the year
Lapsed 
during  
the year
Exercised 
during  
the year
At  
31 March 
2012
Option  
price
Date of  
grant
Earliest 
exercise 
date
Expiry  
date
David Evans 390,822 – – – 390,822 19p 10/12/2008 10/12/2009 10/12/2018
Andrew Shepherd 703,480 – – – 703,480 19p 10/12/2008 10/12/2009 10/12/2018
Kieron Harbinson 468,987 – – – 468,987 19p 10/12/2008 10/12/2009 10/12/2018
Jag Grewal – 100,000 – – 100,000 13.25p 12/8/2011 12/8/2012 12/8/2021
Geoff Gower 20,000 – – – 20,000 19p 5/5/2009 5/5/2010 5/5/2019
David Evans was issued with an option under the Unapproved Option Scheme and Andrew Shepherd, Kieron Harbinson, Jag Grewal and  
Geoff Gower were issued with options under the Company’s EMI Option Scheme. 
The share price at 31 March 2012 was 10.25p. The highest and lowest share price during the year was 16.2p and 9.75p respectively.
 
Approved by the Board
Michael Gurner
Non-executive Director
29 June 2012
Directors’ Remuneration  
Report continued Annual Report and Accounts 2012 
www.omegadiagnostics.com 27
Corporate Governance  
Report
As an AIM-quoted Company, the Group is not required to produce a corporate governance report that satisfies all the requirements of the Combined 
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 Michael Gurner, Non-executive 
Director are considered by the Board to be independent in character and judgement. Michael Gurner is the senior independent Non-executive 
Director. 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 and approving major items of capital expenditure. The Board is 
provided with appropriate information in advance of Board meetings to enable it to discharge its duties effectively. 
During the financial year, the Board met on 11 occasions. Of the 11 meetings Andrew Shepherd attended ten, with Michael Gurner, David Evans, 
Kieron Harbinson and Geoff Gower attending 11, and Jag Grewal attending all eight meetings he was entitled to attend following his appointment.
The Chairman has additional Non-executive Directorships of the following companies:
Epistem Holdings plc
Momentum Biosciences Limited
Scancell Holdings plc
EKF Diagnostics plc
Sirigen Limited
Cytox Limited
Venn Life Sciences Limited
BBI Holdings Limited
Diagnostics Capital Limited
Lochglen Whisky Limited
St Andrews Golf Art Limited
Horizon Discovery Limited
Spectrum Limited (Rainbow Seed Fund)
OptiBiotix Health Limited
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 Michael Gurner 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 
internal controls, 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.
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, reappointment 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 two occasions during the year and once since the year end. The Committee is comprised of Michael 
Gurner, as Chairman, and David Evans and has primary responsibility for determining and agreeing with the Board the remuneration of the 
Company’s Chief Executive, Chairman, Executive Directors, the 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.
Business  
Review
Making  
Progress
Financial  
Statements Governance Annual Report and Accounts 2012 
www.omegadiagnostics.com 28
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 Genesis Diagnostics 
Limited, 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 
Business Review, which runs on pages 2 to 3 and pages 16 to 20. The financial position of the Group, its cash flows, liquidity position and 
borrowing facilities are described in the Financial Review on pages 19 to 20. In addition, Note 23 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 Group has adequate 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 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
29 June 2012 
Corporate Governance  
Report continued Annual Report and Accounts 2012 
www.omegadiagnostics.com 29
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 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 judgments and estimates that are reasonable and prudent.
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. 
Business  
Review
Making  
Progress
Financial  
Statements Governance Annual Report and Accounts 2012 
www.omegadiagnostics.com 30
Independent Auditor’s 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 2012 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 23. 
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 auditor’s 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 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 Accounts to identify material inconsistencies with the audited 
financial statements. 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 2012 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 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. 
Annie Graham (Senior statutory auditor)
for and on behalf of Ernst & Young LLP , Statutory Auditor
Glasgow
29 June 2012 Annual Report and Accounts 2012 
www.omegadiagnostics.com 31
Consolidated Statement  
of Comprehensive Income
for the year ended 31 March 2012
Note
2012  
£
2011  
£
Continuing operations
Revenue 7 11,124,053 7,902,036
Cost of sales (4,120,259) (3,195,742)
Gross proﬁt 7,003,794 4,706,294
Administration costs (4,471,381) (3,508,810)
Selling and marketing costs (2,015,300) (1,069,027)
Other income – government grants and related assistance – 7, 769
Operating proﬁt 7 517,113 136,226
Finance costs 5 (48,542) (33,052)
Finance income – interest receivable 7 10,856 1,950
Proﬁt before taxation 479,427 105,124
Tax credit/(charge) 6 47,556 (73,667)
Proﬁt for the year 526,983 31,457
Other comprehensive income
Exchange differences on translation of foreign operations (271,130) 189,009
Actuarial gain on defined benefit pensions 56,000 41,984
Tax credit 16,585 –
Other comprehensive income for the year (198,545) 230,993
Total comprehensive income for the year 328,438 262,450
Earnings Per Share (EPS)
Basic and Diluted EPS on profit for the year 22 0.6p 0.1p
Adjusted Proﬁt before Taxation
for the year ended 31 March 2012
2012  
£
2011  
£
Proﬁt before taxation 479,427 105,124
IFRS-related discount charges (included within Finance costs) 45,225 21,968
Fair value adjustments to financial derivatives (included within Finance costs) (2,981) (4,086)
Amortisation of intangible assets (included within Administration costs) 415,419 192,907
Share-based payment charges (included within Administration costs) 29,716 7,873
Acquisition related costs (included within Administration costs) 37,461 412,045
Adjusted proﬁt before taxation 1,004,267 735,831
Earnings Per Share (EPS)
Adjusted EPS on profit for the year 1.2p 1.7p
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.
Financial  
Statements Governance
Business  
Review
Making  
Progress Annual Report and Accounts 2012 
www.omegadiagnostics.com 32
Consolidated  
Balance Sheet
as at 31 March 2012
Note
2012
£
(Restated)* 
2011
£
ASSETS
Non-current assets
Intangibles 9 9,136,072 9,376,571
Property, plant and equipment 10 2,068,509 1,954,485
Deferred taxation 15 150,332 84,913
Retirement benefit surplus 19 85,639 41,984
11,440,552 11,457,953
Current assets
Inventories 11 1,689,549 1,502,659
Trade and other receivables 12 2,417,500 2,369,701
Income tax receivable 4,054 16,683
Cash and cash equivalents 1,159,132 2,054,877
5,270,235 5,943,920
Total assets 16,710,787 17 ,401,873
EQUITY AND LIABILITIES
Equity
Issued capital 12,977,107 12,977 ,107
Retained earnings 347,403 (10,751)
Total equity 13,324,510 12,966,356
Liabilities
Non-current liabilities
Long-term borrowings 13 794,389 1,275,832
Other financial liabilities 20 – 549,663
Deferred taxation 15 503,728 520,607
Derivative financial instruments 23 454 3,435
Total non-current liabilities 1,298,571 2,349,537
Current liabilities
Short-term borrowings 13 509,811 332,499
Trade and other payables 14 1,453,018 1,615,705
Other financial liabilities 20 124,877 –
Income tax payable – 137 ,776
Total current liabilities 2,087,706 2,085,980
Total liabilities 3,386,277 4,435,517
Total equity and liabilities 16,710,787 17 ,401,873
*  The prior year balance sheet was restated to reflect an adjustment to the fair value of stock that was acquired as part of the allergy IVD business where the fair value in 2011  
was determined provisionally (Note 8).
David Evans  Kieron Harbinson
Non-executive Chairman Finance Director
29 June 2012  29 June 2012
Omega Diagnostics Group PLC
Registered number: 5017761  Annual Report and Accounts 2012 
www.omegadiagnostics.com 33
Consolidated Statement  
of Changes in Equity
for the year ended 31 March 2012
Share  
capital 
£
Share  
premium 
£
Retained 
earnings 
£
Total 
£
Balance at 31 March 2010 1,562,246 4,368,716 (281,074) 5,649,888
Issue of share capital for cash consideration 2,583,334 5,166,668 – 7,750,002
Expenses in connection with share issue – (703,857) – (703,857)
Profit for the year ended 31 March 2011 – – 31,457 31,457
Other comprehensive income – net exchange adjustments – – 189,009 189,009
Other comprehensive income – actuarial gain on defined benefit pensions – – 41,984 41,984
Total comprehensive income – – (18,624) 12,958,483
Share-based payments – – 7,873 7,873
Balance at 31 March 2011 4,145,580 8,831,527 (10,751) 12,966,356
Profit for the year ended 31 March 2012 – – 526,983 526,983
Other comprehensive income – net exchange adjustments – – (271,130) (271,130)
Other comprehensive income – actuarial gain on defined benefit pensions – – 56,000 56,000
Other comprehensive income – tax credit – – 16,585 16,585
Total comprehensive income – – 317,687 13,294,794
Share-based payments – – 29,716 29,716
Balance at 31 March 2012 4,145,580 8,831,527 347,403 13,324,510
Financial  
Statements Governance
Business  
Review
Making  
Progress Annual Report and Accounts 2012 
www.omegadiagnostics.com 34
Consolidated  
Cash Flow Statement
for the year ended 31 March 2012
Note
2012  
£
2011  
£
Cash ﬂows generated from operations
Profit for the year 526,983 31,457
Adjustments for:
 Taxation (47,556) 73,667
 Finance costs 48,542 33,052
 Finance income (10,856) (1,950)
Operating profit before working capital movement 517,113 136,226
Increase in trade and other receivables (47,799) (623,918)
(Increase)/decrease in inventories (186,890) 95,707
(Decrease)/increase in trade and other payables (37,697) 466,546
Gain on sale of property, plant and equipment (283) (3,949)
Depreciation 10 264,710 144,292
Amortisation of intangible assets 9 415,419 192,907
Share-based payments 29,716 7,873
Taxation paid (143,306) (67,501)
Cash flow from operating activities 810,983 348,183
Settlement of acquisition related liability (125,000) –
Cash ﬂow from operating activities 685,983 348,183
Investing activities
Finance income 10,856 1,950
Purchase of property, plant and equipment 10 (454,179) (200,977)
Purchase of intangible assets (768,968) (563,653)
Sale of property, plant and equipment 13,681 5,499
Outflow on acquisition of subsidiaries 8 – (4,916,049)
Net cash used in investing activities (1,198,610) (5,673,230)
Financing activities
Finance costs (12,563) (26,446)
Proceeds from issue of share capital – 7,750,002
Expenses of share issue 16 – (703,857)
Loan repayments (272,832) (276,744)
Finance lease repayments (60,030) (62,795)
Net cash (used in)/from ﬁnancing activities (345,425) 6,680,160
Net (Decrease)/increase in cash and cash equivalents (858,052) 1,355,113
Effects of exchange rate movements (37,693) 20,964
Cash and cash equivalents at beginning of year 2,054,877 678,800
Cash and cash equivalents at end of year 1,159,132 2,054,877 Annual Report and Accounts 2012 
www.omegadiagnostics.com 35
Company  
Balance Sheet
as at 31 March 2012
Note
2012  
£
2011  
£
ASSETS
Non-current assets
Investments 21 10,774,918 10,655,361
Intangible assets 9 984,663 984,663 
11,759,581 11,640,024
Current assets
Trade and other receivables 12 4,344,833 4,949,986
Income tax receivable – 12,627
Cash and cash equivalents 18,869 552,702
4,363,702 5,515,315
Total assets 16,123,283 17 , 155,339
EQUITY AND LIABILITIES
Equity
Issued capital 13,966,782 13,966,782
Retained earnings 232,939 292,639
Total equity 14,199,721 14,259,421
Liabilities
Non-current liabilities
Long-term borrowings 13 794,389 1,262,470
Other financial liabilities 20 – 549,663
Derivative financial instruments 23 454 3,435
Total non-current liabilities 794,843 1,815,568
Current liabilities
Short-term borrowings 13 496,450 272,470
Trade and other payables 14 507,382 690,012
Other financial liabilities 20 124,887 –
Income tax payable – 11 7 ,868
Total current liabilities 1,128,719 1,080,350
Total liabilities 1,923,562 2,895,918
Total equity and liabilities 16,123,283 17 , 155,339
David Evans  Kieron Harbinson
Non-executive Chairman Finance Director
29 June 2012  29 June 2012
Financial  
Statements Governance
Business  
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Making  
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www.omegadiagnostics.com 36
Company Statement  
of Changes in Equity
for the year ended 31 March 2012
Share  
capital  
£
Share  
premium  
£
Retained 
earnings  
£
Total  
£
Balance at 31 March 2010 1,934,528 4,986,109 253,745 7,174,382
Issue of share capital for cash consideration 2,583,334 5,166,668 – 7,750,002
Expenses in connection with share issue – (703,857) – (703,857)
Profit for the year ended 31 March 2011 – – 31,021 31,021
Total comprehensive income – – 284,766 14,251,548
Share-based payments – – 7,873 7,873
Balance at 31 March 2011 4,517,862 9,448,920 292,639 14,259,421
Loss for the year ended 31 March 2012 – – (89,416) (89,416)
Total comprehensive income – – 203,223 14,170,005
Share-based payments – – 29,716 29,716
Balance at 31 March 2012 4,517,862 9,448,920 232,939 14,199,721 Annual Report and Accounts 2012 
www.omegadiagnostics.com 37
Company Cash  
Flow Statement
for the year ended 31 March 2012
2012 
£
2011 
£
Cash ﬂows generated from operations
(Loss)/profit for the year (89,416) 31,021
Adjustments for:
 Taxation 7,528 105,241
 Finance costs 45,338 25,730
 Finance income (79,944) (19,905)
Operating (loss)/profit before working capital movement (116,494) 142,087
Decrease/(increase) in trade and other receivables 605,150 (1,177 ,250)
(Decrease)/increase in trade and other payables (182,630) 250,847
Taxation paid (112,768) (81,193)
Share-based payments 29,716 7,873
Net cash ﬂow from operating activities 222,974 (857,636)
Investing activities
Finance income 79,944 19,905
Purchase of intangible assets (435,000) (435,000)
Outflow/investment on acquisition of subsidiaries (119,557) (4,937,058)
Net cash used in investing activities (474,613) (5,352,153)
Financing activities
Finance costs (9,362) (19,124)
Proceeds from issue of share capital – 7,750,002
Expenses of share issue – (703,857)
Loan repayments (272,832) (276,744)
Net cash (used in)/from ﬁnancing activities (282,194) 6,750,277
Net (Decrease)/increase in cash and cash equivalents (533,833) 540,488
Cash and cash equivalents at beginning of year 552,702 12,214
Cash and cash equivalents at end of year 18,869 552,702
Financial  
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Business  
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www.omegadiagnostics.com 38
Notes to the  
Financial Statements 
for the year ended 31 March 2012
1 AUTHORISATION OF FINANCIAL STATEMENTS
The financial statements of Omega Diagnostics Group PLC for the year ended 31 March 2012 were authorised for issue by the Board of Directors 
on 29 June 2012, 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 the AIM Market.
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. 
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
Other intangibles – 5 years
Software   – 5 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, which is incurred up to the point of manufacturing validation, is written off as incurred. Thereafter, expenditure on product 
development which meets certain criteria is capitalised and amortised over its useful life. The manufacturing validation stage is when it is probable 
that the product will generate future economic benefits, and 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. Annual Report and Accounts 2012 
www.omegadiagnostics.com 39
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 – 8-10 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 assesses 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 IAS39, 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
 > 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 12 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
 > other liabilities
Financial  
Statements Governance
Business  
Review
Making  
Progress Annual Report and Accounts 2012 
www.omegadiagnostics.com 40
2 ACCOUNTING POLICIES (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 Annual Report and Accounts 2012 
www.omegadiagnostics.com 41
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 is recognised in profit or loss.
Financial  
Statements Governance
Business  
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Making  
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www.omegadiagnostics.com 42
2 ACCOUNTING POLICIES (continued)
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.
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 below. 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 9.
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 2012 is £150,332 (2011: £84,913). Further details are contained in Note 15.
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.
International Accounting Standards (IAS/IFRS’s) Effective date
IAS1 Presentation of Items of Other Comprehensive Income (Amendments to IAS1) 1 July 2012
IAS12 Income Taxes (Amendment) – Deferred Taxes: Recovery of Underlying Assets 1 January 2012
IAS19 Employee Benefits (Amendment) 1 January 2013
IFRS7 Financial Instruments: Disclosures (Amendment) 1 July 2011
IFRS9 Financial Instruments 1 January 2013
IFRS10 Consolidated Financial Statements 1 January 2013
IFRS11 Joint Arrangements 1 January 2013
IFRS12 Disclosure of Interests in Other Entities 1 January 2013
IFRS13 Fair Value Measurement 1 January 2013
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.
Notes to the  
Financial Statements 
continued Annual Report and Accounts 2012 
www.omegadiagnostics.com 43
4 SEGMENT INFORMATION
Following the completion in the prior year of the acquisition of the In-Vitro diagnostics business of Allergopharma Joachim Ganzer KG and the 
incorporation of Omega GmbH the Group carried out a review of internal reporting and the information presented to the Board.
For management purposes the Group is organised into three operating divisions: Allergy and Autoimmune, Food Intolerance and Infectious 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 diseases 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.
Business segment information 
2012
Allergy and 
Autoimmune  
£
Food  
Intolerance  
£
Infectious/ 
Other  
£
Corporate  
£
Group  
£
Statutory presentation
Revenue 4,488,210 4,456,689 2,762,572 – 11,707,471
Inter-segment revenue (11,436) (555,984) (15,998) – (583,418)
Total revenue 4,476,774 3,900,705 2,746,574 – 11,124,053
Operating costs (4,616,762) (2,863,458) (2,450,586) (676,134) (10,606,940)
Operating profit/(loss) (139,988) 1,037,247 295,988 (676,134) 517,113
Other operating income – – – – –
Net finance (costs)/income (72,095) (197) – 34,606 (37,686)
Proﬁt/(loss) before taxation (212,083) 1,037,050 295,988 (641,528) 479,427
Adjusted proﬁt before taxation
Profit/(loss) before taxation (212,083) 1,037,050 295,988 (641,528) 479,427
IFRS-related discount charges 12,344 – – 32,881 45,225
Fair value adjustments to financial derivatives – – – (2,981) (2,981)
Amortisation of intangible assets 296,667 98,748 20,004 – 415,419
Acquisition costs 37,461 – – – 37,461
Share-based payment charges – – – 29,716 29,716 
Adjusted proﬁt/(loss) before taxation 134,389 1,135,798 315,992 (581,912) 1,004,267
 
Financial  
Statements Governance
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Review
Making  
Progress Annual Report and Accounts 2012 
www.omegadiagnostics.com 44
2011
Allergy and  
Autoimmune  
£
Food  
Intolerance 
£
Infectious/  
Other  
£
Corporate  
£
 
Group  
£
Statutory presentation
Revenue 1,539,206 3,997,989 2,862,036 – 8,399,231
Inter-segment revenue – (438,879) (58,316) – (497,195)
Total revenue 1,539,206 3,559,110 2,803,720 – 7,902,036
Operating costs (1,593,544) (2,654,817) (2,421,619) (1,103,599) (7,773,579)
Operating profit/(loss) (54,338) 904,293 382,101 (1,103,599) 128,457
Other operating income – 4,000 3,769 – 7,769
Net finance costs – (6,969) – (24,133) (31,102)
Proﬁt/(loss) before taxation (54,338) 901,324 385,870 (1,127,732) 105,124
Adjusted proﬁt before taxation
Profit/(loss) before taxation (54,338) 901,324 385,870 (1,127,732) 105,124
IFRS-related discount charges – – – 21,968 21,968
Fair value adjustments to financial derivatives – – – (4,086) (4,086)
Amortisation of intangible assets 90,942 81,961 20,004 – 192,907
Acquisition costs – – – 412,045 412,045
Share-based payment charges – – – 7,873 7,873
Adjusted proﬁt/(loss) before taxation 36,604 983,285 405,874 (689,932) 735,831
The segment assets and liabilities are as follows:
 
2012
Allergy and  
Autoimmune  
£
Food  
Intolerance 
£
Infectious/  
Other  
£
Corporate  
£
Group  
£
Segment assets 7,784,700 5,800,726 1,791,682 20,161 15,397,269
Unallocated assets –––– 1,313,518
Total assets 7,784,700 5,800,726 1,791,682 20,161 16,710,787
Segment liabilities 383,998 306,478 618,849 268,570 1,577,895
Unallocated liabilities – – – – 1,808,382
Total liabilities 383,998 306,478 618,849 268,570 3,386,277
2011
Allergy and  
Autoimmune  
£
Food  
Intolerance 
£
Infectious/  
Other  
£
Corporate  
£
Group  
£
Segment assets 7,995,211 5,641,980 1,572,562 35,647 15,245,400
Unallocated assets – – – – 2,156,473
Total assets 7,995,211 5,641,980 1,572,562 35,647 17,401,873
Segment liabilities 693,826 299,347 395,273 227,259 1,615,705
Unallocated liabilities – – – – 2,819,812
Total liabilities 693,826 299,347 395,273 227,259 4,435,517
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.
Notes to the  
Financial Statements 
continued 
4 SEGMENT INFORMATION (CONTINUED) Annual Report and Accounts 2012 
www.omegadiagnostics.com 45
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. 
2012  
£
2011
£
Revenues
UK 933,164 957,788
Germany 3,875,905 1,092,943
Rest of Europe 2,604,134 2,399,994
North America 327,505 266,938
South/Central America 441,347 361,164
Asia and Far East 1,315,293 1,352,732
Africa and Middle East 1,626,705 1,470,477
11,124,053 7,902,036
2012
Intangibles 
£
Property, plant  
and equipment 
£
Retirement  
beneﬁt surplus 
£
Inventories 
£
Trade and other  
receivables 
£
Total 
£
Assets
UK 6,142,429 867,105 – 852,810 2,071,704 9,934,048
Germany 2,990,422 1,174,008 85,639 836,739 339,591 5,426,399
India 3,221 27,396 – – 6,205 36,822
Unallocated assets –––––1,313,518
Total assets 9,136,072 2,068,509 85,639 1,689,549 2,417,500 16,710,787
 
2011
Intangibles 
£
Property, plant  
and equipment 
£
Retirement  
beneﬁt surplus 
£
Inventories 
£
Trade and other  
receivables 
£
Total 
£
Assets
UK 6,025,685 679,455 – 705,653 1,917,905 9,328,698
Germany 3,579,575 1,275,030 41,984 568,318 451,795 5,916,702
Unallocated assets ––––– 2,156,473
Total assets 9,605,260 1,954,485 41,984 1,273,971 2,369,700 17,401,873
Financial  
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www.omegadiagnostics.com 46
2012 2011
Liabilities
UK 1,234,205 975,162
Germany 328,379 640,543
India 15,311 –
Unallocated liabilities 1,808,382 2,819,812
Total liabilities 3,386,277 4,435,517
Capital expenditure
UK 310,208 120,281
Germany 113,638 80,697
India 30,333 –
Total capital expenditure 454,179 200,978
5 FINANCE COSTS
Consolidated
2012 
£
2011 
£
Interest payable on loans and bank overdrafts 14,862 24,624
Exchange difference on loans 577 (16,776)
Unwinding of discounts 32,880 21,968
Fair value adjustment to financial derivatives (2,981) (4,086)
Finance leases 3,204 7,322
48,542 33,052
6 TAXATION
Consolidated
2012 
£
2011 
£
(a) Tax charged in the income statement
Current tax – current year – (125,148)
Current tax – prior year adjustment (18,158) –
Deferred tax – current year 66,583 51,121
Deferred tax – prior year adjustment (869) 360
47,556 (73,667)
(b) Tax relating to items charged or credited to other comprehensive income
Deferred tax on actuarial gain on retirement benefit obligations (21,393) –
Deferred tax on net exchange adjustments 37,978 –
Total tax credit 16,585 –
Notes to the  
Financial Statements 
continued
4 SEGMENT INFORMATION (CONTINUED) Annual Report and Accounts 2012 
www.omegadiagnostics.com 47
Consolidated
2012  
£
2011 
£
(c) Reconciliation of total tax charge
Factors affecting the tax charge for the year:
Proﬁt before tax 479,427 105,124
Effective rate of taxation 26% 28%
Profit before tax multiplied by the effective rate of tax 124,651 29,435
Effects of:
Expenses not deductible for tax purposes and permanent differences 6,815 123,842
Research and development tax credits (151,954) (43,197)
Tax under/(over)-provided in prior years 19,027 (360)
Adjustment due to different overseas tax rate (1,015) (5,965)
Impact of UK rate change on deferred tax (45,080) (30,088)
Tax (credit)/charge for the year (47,556) 73,667
In March 2012 the UK government announced its intention to accelerate the planned phased decrease in the rate of corporation tax, with a 
reduction to 24% on 1 April 2012 and a planned further reduction of 1% per annum until the rate reaches 22% by 1 April 2014. At 31 March 2012 
the change in the corporation tax rate from 26% to 24% had been substantively enacted and therefore the UK deferred tax assets and liabilities 
included within these results have been calculated based on the current UK corporation tax rate of 24%. The estimated impact of the proposed 
further reduction of the rate to 22% would be to reduce the deferred tax liability by £29,450.
7 REVENUE AND EXPENSES
Consolidated
2012  
£
2011 
£
Revenues
Revenue – sales of goods 11,124,053 7,902,036
Finance income 10,856 1,950
Total revenue 11,134,909 7,903,986
Financial  
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Consolidated
2012  
£
2011 
£
Operating proﬁt is stated after charging
Material costs 3,568,638 2,361,191
Depreciation 264,710 144,292
Amortisation of intangibles 415,419 192,907
Net foreign exchange losses 21,722 22,108
Research and development costs 486,584 250,055
Impairment of trade receivables – 22,676
Operating lease rentals 193,822 194,122
Share-based payments 29,716 7,873
Auditor’s remuneration
– Fees payable to the Company’s auditors for the audit of the annual accounts 23,300 26,000
– Fees payable to the Company’s auditors for other services
 – Taxation 14,550 10,500
 – Local statutory audit of subsidiaries 50,000 42,000
 – Local statutory audit of the parent Company 5,000 5,000
 – All other services – 8,000
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:
Consolidated
2012  
number
2011  
number
Operations 70 65
Management and administration 37 28
Employee numbers 107 93
Their aggregate remuneration comprised:
2012 
£
2011 
£
Wages and salaries 3,647,364 2,276,187
Social security costs 477,883 252,774
Pension costs 207,620 86,082
Share-based payments 29,716 7,873
4,362,583 2,622,916
Notes to the  
Financial Statements 
continued
7 REVENUE AND EXPENSES (CONTINUED) Annual Report and Accounts 2012 
www.omegadiagnostics.com 49
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 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.
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.
Under the EMI Option Scheme 90,000 options lapsed during the year and a further 450,000 were granted. 
The following table illustrates the number and weighted average exercise prices (WAEP) of, and movements in, share options during the year:
2012 
number
2012 
WAEP
2011 
number
2011 
WAEP
Outstanding 1 April 1,923,289 19.00p 1,903,289 19.00p
Granted during the year under the EMI Option Scheme 450,000 12.60p 40,000 16.75p
Granted during the year under the SUOS –– ––
Exercised during the year –– ––
Lapsed during the year under the EMI Option Scheme (90,000) – (20,000) –
Outstanding at 31 March 2,283,289 – 1,923,289 –
Exercisable at 31 March 1,833,289 – 1,813,289 –
Financial  
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The following table lists the inputs to the model used for the year ended 31 March 2012 and 31 March 2011:
EMI Option Scheme and Unapproved 
Option Scheme
2012 2011
Dividend yield 0% 0%
Expected volatility 52% 107%
Risk-free interest rate 3.42% 3.48%
Weighted average remaining contractual life 6.7 7.7
Weighted average share price 12.6p 16.75p
Exercise price 12.6p 16.75p
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. 
Directors’ remuneration
Consolidated
2012 
£
2011 
£
Fees 45,000 45,000
Emoluments 477,829 350,484
522,829 395,484
Contributions to personal pension 26,500 18,508
549,329 413,992
Members of a defined contribution pension scheme at the year end: 3 3
Information in respect of individual Director’s emoluments is provided in the Directors’ Remuneration Report on pages 25 and 26.
Notes to the  
Financial Statements 
continued
7 REVENUE AND EXPENSES (CONTINUED) Annual Report and Accounts 2012 
www.omegadiagnostics.com 51
8 ACQUISITION OF SUBSIDIARIES
In the prior year on 21 December 2010, the Group acquired the business and certain assets of the in-vitro allergy diagnostics business of 
Allergopharma Joachim Ganzer KG.
The Group incorporated a 100% owned subsidiary, Omega GmbH, which was used to purchase the business and assets. The business 
specialises in the research, development, production and marketing of in-vitro allergy tests used by doctors to diagnose patients with allergies.
The prior year consolidated financial statements include the results for the period from 21 December 2010 to 31 March 2011. The current year 
financial statements include the results for the 12 month period to 31 March 2012. 
At March 2011 the Group recognised a provisional fair value for items of stock as previously disclosed. Further analysis of these stock items has 
resulted in increases in the stock fair value at the acquisition date of £228,688 with a corresponding decrease in goodwill of £228,688. Book and fair 
values, including measurement period adjustments recognised during the reporting period, of the net assets at date of acquisition were as follows:
Omega GmbH  
book value  
£
Fair value  
adjustments at 
31 Match 2011  
£
2012
Restatements  
Total  
£
Restated
2011  
Total  
£
Intangible assets
 – supply arrangements – 529,000 – 529,000
 – technology assets – 166,000 – 166,000
 – customer relationships – 1,135,000 – 1,135,000
Property, plant and equipment 1,332,491 (151,107) – 1,181,384
Inventories 677,059 (121,725) 228,688 784,022
Trade and other receivables 63,520 – – 63,520
Cash and cash equivalents – – – –
Trade and other payables (182,156) (104,130) – (286,286)
Income tax payable ––––
Deferred tax liability ––––
Net assets 1,890,914 1,453,038 228,688 3,572,640
Goodwill on acquisition 1,572,097 (228,688) 1,343,409
–4,916,049
Fair value of consideration –4,916,049
Acquisition costs –1,115,902
–6,031,951
Cost of the acquisition
The total acquisition cost of £4,916,049 was settled in one cash payment. Acquisition costs amounted to £1,115,902 (£412,045 is included within 
administration costs in the prior year in the statement of comprehensive income).
Funding
To fund the cost of the acquisition, the Group raised £7,750,002 (before expenses of £703,857) via the placing of 64,583,350 new ordinary shares at 
a price of 12p per share.
Goodwill
The acquisition of the business and certain assets of the in-vitro allergy business resulted in goodwill of £1,343,409. This amount of goodwill is the 
total amount deductible for tax purposes in line with current German tax law.
This goodwill represents the advantages, synergies and strategic value to be derived from adding the business to the Group as follows:
 > driving export sales of current IVD business allergy products through the existing Omega international distribution network and
 > apply existing Genarrayt® microarray test platform to IgE allergy screening. Automation of the test procedure will allow more rapid processing 
of higher test volumes and
 > developing an instrumentation strategy for performing allergy diagnostics through an automated ‘closed system’ instrument through an 
agreement with Immunodiagnostic Systems Holdings Plc.
Financial  
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www.omegadiagnostics.com 52
9 INTANGIBLES
Restated 
Goodwill  
£
Licences/
Software 
£
Supply 
arrangements 
£
Technology 
assets 
£
Customer 
relationships 
£
Development 
costs  
£ Total
Cost
At 31 March 2010 3,349,878 – – 1,975,000 100,000 – 5,424,878
On acquisition 1,343,409 – 529,000 166,000 1,135,000 – 3,173,409
Additions – 1,113,316 – – – – 1,113,316
Currency translation 52,015 176 20,248 6,521 45,349 – 124,309
At 31 March 2011 4,745,302 1,113,492 549,248 2,147,521 1,280,349 – 9,835,912
Additions – 26,424 – 8,338 – – 34,762
Additions internally generated ––––– 299,206 299,206
Currency translation (72,361) (3,500) (27,334) (9,054) (60,409) (400) (173,058)
At 31 March 2012 4,672,941 1,136,416 521,914 2,146,805 1,219,940 298,806 9,996,822
Accumulated amortisation
At 31 March 2010 – – – 255,104 10,000 – 265,104
Amortisation charge in the year – 9,813 26,955 107,217 48,922 – 192,907
Currency translation – 176 483 152 519 – 1,330
At 31 March 2011 – 9,989 27,438 362,473 59,441 – 459,341
Amortisation charge in the year – 37,528 108,243 132,753 136,895 – 415,419
Currency translation – (1,570) (5,202) (1,634) (5,604) – (14,010)
At 31 March 2012 – 45,947 130,479 493,592 190,732 – 860,750
Net book value
31 March 2012 4,672,941 1,090,469 391,435 1,653,213 1,029,208 298,806 9,136,072
31 March 2011 4,745,302 1,103,503 521,810 1,785,048 1,220,908 – 9,376,571
31 March 2010 3,349,878 – – 1,719,896 90,000 – 5,159,774
Of the licences/software balance above, £984,663 is held on the balance sheet of the Company and relates to the IDS 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 (2011: £3,016,892), Co-Tek £332,986 
(2011: £332,986) and Omega GmbH £1,323,063 (2011: £1,395,424).
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 financial budget approved by the Board covering the period to 31 March 2013, with projected cash flows thereafter 
through to March 2017 based on a growth rate of 4.8% per annum. The key assumptions used in the budget for Genesis-CNS are the sales 
projections which are predicated on the continued success of the Genarrayt® and Food Detective® assays being commercialised on an 
international basis and the gross margins which can be achieved from the sales of these products. 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 organic growth in sales in the 
German market as well as achieving an 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.
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 
4.8% that 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.
Notes to the  
Financial Statements 
continued Annual Report and Accounts 2012 
www.omegadiagnostics.com 53
Sensitivity analysis
Base forecasts show headroom of £4.8 million above carrying value for Genesis-CNS, headroom of £354k above carrying value for Co-Tek and 
headroom of £6.75 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 4.8% to 3.8% this would have the effect of reducing the headroom in Genesis-CNS by 
£164k over five years, in Co-Tek by £14k over five years and in Omega GmbH by £146k over five years.
For Genesis-CNS, the discount rate would have to increase to 48.5% or the growth rate would have to be a decline of 37.5% for the headroom  
to reduce to Nil.
For Co-Tek, the discount rate would have to increase to 48.5% or the growth rate would have to be a decline of 30.5% for the headroom to reduce 
to Nil.
For Omega GmbH, the discount rate would have to increase to 71% or the growth rate would have to be a decline of 83% for the headroom to 
reduce to Nil.
10 PROPERTY, PLANT AND EQUIPMENT
Consolidated
Land and  
Property 
£
Leasehold  
improvements 
£
Plant and  
machinery  
£
Motor  
vehicles 
£
Total 
£
Cost
At 31 March 2010 – 150,443 1,568,712 – 1,719,155
Additions 24,758 31,180 145,040 – 200,978
Acquisitions 662,937 – 445,893 72,554 1,181,384
Disposals – –(7,490) –(7,490)
Currency translation 25,637 2 17,265 2,857 45,761
At 31 March 2011 713,332 181,625 2,169,420 75,411 3,139,788
Additions 10,281 40,953 402,945 – 454,179
Disposals – – (38,585) (22,438) (61,023)
Currency translation (35,800) (696) (28,475) (3,764) (68,735)
At 31 March 2012 687,813 221,882 2,505,305 49,209 3,464,209
Accumulated amortisation
At 31 March 2010 – 79,924 966,330 – 1,046,254
Charge in the year 4,772 15,855 117,499 6,166 144,292
Disposals – –(5,938) –(5,938)
Currency translation 105 4 465 122 696
At 31 March 2011 4,877 95,783 1,078,356 6,288 1,185,304
Charge in the year 19,513 23,055 202,253 19,889 264,710
Disposals – – (38,476) (9,199) (47,675)
Currency translation (940) (109) (4,446) (1,144) (6,639)
At 31 March 2012 23,450 118,729 1,237,687 15,834 1,395,700
Net book value
31 March 2012 664,363 103,153 1,267,618 33,375 2,068,509
31 March 2011 708,455 85,842 1,091,064 69,123 1,954,485
31 March 2010 – 70,519 602,382 – 672,903
The net book value of plant and machinery held under finance leases at 31 March 2012 is £38,073 (2011: £64,513).
Financial  
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11 INVENTORIES
2012 
£
Restated* 
2011 
£
Raw materials 896,810 746,714
Work in progress 139,803 138,105
Finished goods and goods for resale 652,936 617,840
1,689,549 1,502,659
*  The prior year balance sheet was restated to reflect an adjustment to the fair value of stock that was acquired as part of the allergy IVD business where the fair value in 2011  
was determined provisionally (Note 8).
12 TRADE AND OTHER RECEIVABLES
Consolidated
2012 
£
2011 
£
Trade receivables 2,237,309 2,022,761
Less provision for impairment of receivables (14,117) (14,117)
Trade receivables – net 2,223,192 2,008,644
Prepayments and other receivables 194,308 361,057
2,417,500 2,369,701
The Directors consider that the carrying amount of trade receivables and other receivables approximates their fair value.
Company
2012 
£
2011 
£
Prepayments and other receivables 20,160 35,633
Due from subsidiary companies 4,324,673 4,914,353
4,344,833 4,949,986
Analysis of trade receivables
Consolidated
2012 
£
2011 
£
Neither impaired nor past due 1,543,940 1,344,201
Past due but not impaired 679,252 664,443
Company
2012 
£
2011 
£
Neither impaired nor past due 4,324,673 4,914,353
Ageing of past due but not impaired trade receivables
Consolidated
2012 
£
2011 
£
Up to three months 503,826 51 1,680
Between three and six months 103,578 99,888
More than six months 71,848 52,875
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 Annual Report and Accounts 2012 
www.omegadiagnostics.com 55
13 INTEREST-BEARING LOANS AND BORROWINGS AND FINANCIAL INSTRUMENTS
Consolidated
2012 
£
2011 
£
Current
Bank loans 136,450 272,470
Other loans 360,000 –
Obligations under finance leases 13,361 60,029
509,811 332,499
Non-current
Bank loans – 136,235
Obligations under finance leases – 13,362
Other loans 794,389 1,126,235
794,389 1,275,832
Bank loans comprise the following:
£136,450 variable rate loans 2012 (base rate + 2.0%: 2011 base rate +2.0%) 136,450 408,705
136,450 408,705
Less current instalments (136,450) (272,470)
– 136,235
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:
2012 
£
2011 
£
Future minimum payments due:
Not later than one year 13,667 63,233
After one year but not more than five years – 13,676
13,667 76,909
Less finance charges allocated to future periods 306 3,518
Present value of minimum lease payments 13,361 73,391
The present value of minimum lease payments is analysed as follows:
Not later than one year 13,361 60,030
After one year but not more than five years – 13,361
13,361 73,391
Consolidated
2012 
£
2012 
£
Other loans comprise the following:
Vendor loan – 2014 (base rate) 1,154,389 1,126,235
1,154,389 1,126,235
The term loans are secured by a floating charge over the assets of the Group. Cross guarantees between Omega Diagnostics Group PLC, Omega 
Diagnostics Limited, Genesis Diagnostics Limited and Cambridge Nutritional Sciences Limited are in place, and Omega Diagnostics Group PLC 
has given the Bank of Scotland a debenture secured over the assets of the Company. Two Directors have also provided personal guarantees of 
£100,000 in support of the term loan.
Financial  
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There are two Bank of Scotland term loans of £60,000 (2011: £180,000) and US$122,220 (2011: US$366,660) repayable in equal monthly 
instalments of £10,000 and US$20,370, both with a maturity date of 4 September 2012. 
Company
2012 
£
2012 
£
Current
Bank loans 136,450 272,470
Other loans 360,000 –
496,450 272,470
Non-current
Bank loans – 136,235
Other loans 794,389 1,126,235
794,389 1,262,470
Bank loans comprise the following:
£136,450 variable rate loan 2012 (base rate + 2.0%: 2011 base rate +2.0%) 136,450 408,705
136,450 408,705
Less current instalments (136,450) (272,470)
– 136,235
Company
2012 
£
2011 
£
Other loans comprise the following:
Vendor loan – 2014 (base rate) 1,154,389 1,126,235
1,154,389 1,126,235
14 TRADE AND OTHER PAYABLES
Consolidated
2012 
£
2011 
£
Trade payables 962,115 916,401
Social security costs 101,118 85,136
Accruals and other payables 389,785 614,168
1,453,018 1,615,705
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.
Company
2012 
£
2011 
£
Trade payables 47,428 34,297
Accruals and other payables 96,255 192,962
Due to subsidiary companies 363,699 462,753
507,382 690,012
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.
Notes to the  
Financial Statements 
continued
13 INTEREST-BEARING LOANS AND BORROWINGS AND FINANCIAL INSTRUMENTS (CONTINUED) Annual Report and Accounts 2012 
www.omegadiagnostics.com 57
15 DEFERRED TAXATION
The deferred tax asset is made up as follows:
Consolidated
2012 
£
2011 
£
Decelerated capital allowances 32,107 6,765
Temporary differences 9,287 8,192
Tax losses carried forward 108,938 69,956
150,332 84,913
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:
Consolidated
2012 
£
2011 
£
Fair value adjustments on acquisition 446,062 514,109
Accelerated capital allowances 36,273 6,498
Retirement benefit obligations 21,393 –
503,728 520,607
16 SHARE CAPITAL
Company
2012 
number
2011 
number
Authorised share capital
Ordinary shares of 4 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 share capital
At the beginning of the year 85,216,257 20,632,907
Issued during the year – 64,583,350
At the end of the year 85,216,257 85,216,257
2012 
£
2011 
£
Shares allotted for cash
Aggregate nominal value – 2,583,334
Share premium – 5,166,668
Expense of issue – (703,857)
Consideration received – 7,046, 145
On 21 December 2010, the Company issued 64,583,350 ordinary shares of 4p each at a price of 12p per share. The costs involved in the share 
issue were £703,857.
During the year to 31 March 2012, the Company granted options over 450,000 ordinary shares at an exercise price of between 10.62p and 13.25p 
per share. The options will expire if not exercised within ten years of the date of grant.
Financial  
Statements Governance
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Making  
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www.omegadiagnostics.com 58
17 COMMITMENTS AND CONTINGENCIES
Operating lease commitments
Future minimum rentals payable under non-cancellable operating leases are as follows:
Consolidated
2012 
£
2011 
£
Land and buildings:
Within one year 175,119 110,846
Within two to five years 299,116 100,340
Other:
Within one year 18,703 20,264
Within two to five years 30,150 40,187
Land and buildings leases in force for Omega Diagnostics Ltd premises extend to 30 June 2021. The land and buildings leases in force for the 
premises of Genesis Diagnostics Ltd and Cambridge Nutritional Sciences have been recently re-negotiated and now extend to March 2017.
Other leases are in force for office equipment items and extend to time periods ranging from June 2012 to May 2014. The leases may be extended 
at the expiry of their term.
Performance bonds
The Group has performance bonds and guarantees in place amounting to £30,000 at 31 March 2012 (2011: £30,000). 
18 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:
2012 
£
2011 
£
Short-term employee benefits 885,439 395,484
Share-based payments – –
Post-employment benefits 31,679 18,508
917,118 413,992
Included within short-term employee benefits are amounts paid to MBA Consultancy of £25,000 (2011: £25,000), a Company controlled by  
David Evans and £20,000 (2011: £20,000) to Holdmer Associates Ltd, a company controlled by Michael Gurner.
Other related party transactions
During the year there have been transactions between the parent Company, Omega Diagnostics Limited, Genesis Diagnostics Limited, 
Cambridge Nutritional Sciences, Co-Tek (South West) Limited and Omega GmbH, largely relating to payment of fees. The amounts outstanding at 
the year end are as follows:
At 31 March 2012
ODG 
£
ODL  
£
Genesis  
£
CNS  
£
Co-Tek  
£
GmbH  
£
Omega Diagnostics Group PLC – (1,466,926) 53,087 310,612 – (2,857,747)
Omega Diagnostics Ltd 1,466,926 – (319,849) (142,722) – –
Genesis Diagnostics Ltd (53,087) 319,849 – (66,098) – –
Cambridge Nutritional Sc. Ltd (310,612) 142,722 66,098 – – –
Co-Tek (South West) Ltd – –––––
Omega GmbH 2,857,747–––– –
 
Notes to the  
Financial Statements 
continued Annual Report and Accounts 2012 
www.omegadiagnostics.com 59
At 31 March 2011
ODG  
£
ODL  
£
Genesis  
£
CNS  
£
Co-Tek  
£
GmbH  
£
Omega Diagnostics Group PLC – (1,404,637) (633,167) 462,753 (12,219) (2,864,330)
Omega Diagnostics Ltd 1,404,637 – (209,081) (156,812) 5,138 (130,508)
Genesis Diagnostics Ltd 633,167 209,081 – (559,409) – –
Cambridge Nutritional Sc. Ltd (462,753)156,812 559,409–––
Co-Tek (South West) Ltd 12,219 (5,138) – – – –
Omega GmbH 2,864,330 130,508 – – – –
During the year there were transactions between the Company and its subsidiaries as follows: 
 
2012 
£
2011 
£
Balance at 1 April 4,451,600 1,001,461
Charges to subsidiary companies 712,536 1, 106,669
Charges from subsidiary companies – –
Transfers of cash to subsidiary companies – 3,086,328
Transfers of cash from subsidiary companies (1,203,162) (742,858)
Balance at 31 March 2012 3,960,974 4,451,600
Note 13 discloses personal guarantees made by two of the Directors in support of the bank term loan. 
19 RETIREMENT BENEFIT OBLIGATIONS
The Group operates pension schemes for the benefit of its UK and overseas employees.
Details of the Defined Contributions Scheme for the Group’s employees are given below in Note (a). Details of the Defined Benefits 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 IAS19 “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 £57,713 (2011: £46,518). 
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 remaning 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 IAS19 “Employee Benefits”. Formal valuations of each scheme have been carried out by Towers Watson 
(Reutlingen) GmbH, who are independent, professionally qualified actuaries, on 3 May 2012 using the following assumptions.
2012 2011
Discount rate at 31 March 5.0% 5.50% 
Expected return on plan assets at 31 March 4.20% 4.20% 
Future salary increases 2.50% 2.50% 
Future pension increases 1.75% 1.50% 
Turnover rate 2.0% 2.60%
Financial  
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(i) The amounts recognised in the balance sheet are as follows:
2012 
£
2011 
£
Present value of funded obligations 1,358,452 1,174,883 
Fair value of plan assets 1,444,091 1,216,867 
Net Asset 85,639 41,984 
(ii) The amounts recognised in the income statement are as follows:
2012 
£
2011 
£
Current service costs 150,513 39,564 
Interest on obligation 61,456 – 
Expected return on plan assets (51,769) –
Total included in employee beneﬁts expense 160,200 39,564 
The current service costs for the year, £160,200 (2011: £39,564) have been included in administration costs.
(iii) The amounts recognised in the consolidated statement of comprehensive income are as follows:
2012 
£
2011 
£
Actuarial losses on defined benefit obligation (29,087) (1,802)
Actuarial gains on plan assets 85,087 (11,047)
Acquisition gains – 54,833
Total actuarial gain on pensions 56,000 41,984 
(iv) Changes in the present value of the defined benefit obligation are as follows:
2012  
£
2011 
£
Opening defined benefit obligation 1,174,883 – 
Current service cost 150,513 39,564 
Interest cost 61,456 – 
Acquisition/Business combination – 1,133,517 
Experience adjustments on plan liabilities 29,087 1,802 
Exchange differences on foreign plans (57,487) –
Benefits paid – – 
Closing deﬁned beneﬁt obligation 1,358,452 1,174,883
Acquisition/Business combination liability above includes an unrecognised gain of £54,833.
Notes to the  
Financial Statements 
continued
19 RETIREMENT BENEFIT OBLIGATIONS (CONTINUED) Annual Report and Accounts 2012 
www.omegadiagnostics.com 61
(v) Changes in the fair value of plan assets are as follows: 
2012 
£ 
2011 
£
Opening fair value of plan assets 1,216,867 – 
Expected return 51,769 – 
Actuarial gains/(losses) 85,087 (11,047) 
Contributions by employer 149,907 39,564 
Exchange differences on foreign plans (59,539) – 
Benefits paid – – 
Acquisition/Business combination – 1,188,350
Closing fair value of plan assets 1,444,091 1,216,867 
(vi) The major categories of plan assets as a percentage of total plan assets are as follows:
2012 2011
Equities 18% 10% 
Bonds/Debt instruments 71% 40% 
Property – – 
Cash/other 11% 50% 
The asset figures above are now weighted with the underlying assets.
The Group expects to contribute £150,000 to its defined benefit pension plans in the year to 31 March 2013.
(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) History of experience adjustments:
2012
£
2011 
£
Defined benefit obligation 1,358,452 1,174,883 
Plan assets 1,444,091 1,216,867
Surplus 85,639 41,984
Experience adjustments (Gains)/losses on plan liabilities (105,486) 1,802
Experience adjustments (Gains)/losses on plan assets (85,087) 11,047
20 OTHER FINANCIAL LIABILITIES
 
Consolidated and Company
2012
£
As at 1 April 2011 549,663
Discount un-wind in year 10,224
Payment in year to IDS (435,000)
As at 31 March 2012 124,887
At 31 March 2012 and 31 March 2011 other financial liabilities comprise unconditional future commitments under the licence agreement with IDS. 
Financial  
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www.omegadiagnostics.com 62
21 INVESTMENTS
Company
The Company’s investments in subsidiaries which are all 100% owned are comprised of the following:
Country of  
incorporation
2012  
£
2011  
£
Investment in Omega Diagnostics Limited UK 1,752,884 1,752,884
Investment in Genesis Diagnostics Limited UK 1,815,623 1,815,623
Investment in Cambridge Nutritional Sciences Limited UK 4,063,553 4,063,553
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) Pvt Limited India 119,557 –
10,774,918 10,655,361
The new investment in the year relates to the incorporation of a wholly owned subsidiary in India, Omega Dx (Asia) Pvt Limited.
The new investment in the prior year relates to the 100% owned subsidiary, Omega GmbH, which was used to purchase the business and certain 
assets of the in-vitro allergy diagnostics business of Allergopharma Joachim Ganzer KG. 
Bealaw (692) Limited and Bealaw (693) Limited are both dormant companies which have never traded.
22 EARNINGS PER SHARE
Basic earnings per share are 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 are 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. 
2012 
£
2011 
£
Profit attributable to equity holders of the Group 526,983 31,457
2012  
Number
2011  
Number
Basic average number of shares 85,216,257 38,278,631
Share options 22,489 –
Diluted weighted average number of shares 85,238,746 38,278,631
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 assess better trends in financial performance.
2012 
£
2011 
£
Adjusted profit attributable to equity holders of the Group 1,051,823 662,164
Notes to the  
Financial Statements 
continued Annual Report and Accounts 2012 
www.omegadiagnostics.com 63
23 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:
Assets as per the consolidated balance sheet
Assets at fair 
value through 
proﬁt and loss 
£
Loans and 
receivables 
£
Total  
£
2012
Trade receivables –2,223,192 2,223,192
Cash and cash equivalents – 1,159,132 1, 159, 132
– 3,382,324 3,382,324
 
Assets as per the consolidated balance sheet
Assets at fair 
value through 
proﬁt and loss 
£
Loans and 
receivables 
£
Total  
£
2011
Trade receivables – 2,008,644 2,008,644
Cash and cash equivalents – 2,054,877 2,054,877
– 4,063,521 4,063,521
Assets as per the Company balance sheet
Assets at fair 
value through 
proﬁt and loss 
£
Loans and 
receivables 
£
Total  
£
2012
Due from subsidiary companies – 4,324,673 4,324,673
Cash and cash equivalents – 18,869 18,869
– 4,343,542 4,343,542
 
Assets as per the Company balance sheet
Assets at fair 
value through 
proﬁt and loss 
£
Loans and 
receivables 
£
Total  
£
2011
Due from subsidiary companies – 4,914,352 4,914,352
Cash and cash equivalents –552,702 552,702
– 5,467,054 5,467,054
 
Financial  
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Liabilities as per the consolidated balance sheet
Liabilities at fair 
value through 
proﬁt and loss 
£
Amortised  
cost 
£
Total  
£
2012
Derivative financial instruments (held for trading) 454 – 454
Trade payables –962,115 962,115
Obligations under finance leases – 13,361 13,361
Bank loans –136,450 136,450
Other loans (designated on initial recognition) 1,154,389 – 1,154,389
Other financial liabilities –124,887 124,887
1,154,843 1,236,813 2,391,656
 
Liabilities as per the consolidated balance sheet
Liabilities at fair 
value through 
proﬁt and loss 
£
Amortised  
cost 
£
Total  
£
2011
Derivative financial instruments (held for trading) 3,435 – 3,435
Trade payables –916,401 916,401
Obligations under finance leases – 73,391 73,391
Bank loans – 408,705 408,705
Other loans (designated on initial recognition) 1,126,235 – 1,126,235
Other financial liabilities –549,663 549,663
1,129,670 1,948,160 3,077,830
Liabilities as per the Company balance sheet
Liabilities at fair 
value through 
proﬁt and loss 
£
Amortised  
cost 
£
Total  
£
2012
Derivative financial instruments (held for trading) 454 – 454
Trade payables and amounts due to subsidiary companies – 411,127 411,127
Bank loans –136,450 136,450
Other loans (designated upon initial recognition) 1,154,389 – 1,154,389
Other financial liabilities –124,887 124,887
1,154,843 672,464 1,827,307
 
Notes to the  
Financial Statements 
continued
23 FINANCIAL INSTRUMENTS (CONTINUED) Annual Report and Accounts 2012 
www.omegadiagnostics.com 65
Liabilities as per the Company balance sheet
Liabilities at fair 
value through 
proﬁt and loss 
£
Amortised  
cost 
£
Total  
£
2011
Derivative financial instruments (held for trading) 3,435 – 3,435
Trade payables and amounts due to subsidiary companies – 497,050 497,050
Bank loans – 408,705 408,705
Other loans (designated upon initial recognition) 1,126,235 – 1,126,235
Other financial liabilities –549,663 549,663
1,129,670 1,455,418 2,585,088
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 in September 2012, 2013 and 2014. 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 £28,154 
(2011: £27,470) is due to the effect of unwinding discount factors and 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 2012 (and 31 March 2011) the Group has not entered into any hedge transactions.
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.
Decrease in  
currency rate
Effect on  
proﬁt before 
tax 
£
Effect on  
equity 
£
2012
Trade and other receivables 5% 52,924 –
Trade and other payables 5% (30,360) –
Cash and cash equivalents 5% 16,589 –
Bank loans 5% (4,024) –
Net investment in overseas subsidiary 5% – 98,112
2011
Trade and other receivables 5% 51,965 –
Trade and other payables 5% (43,720) –
Cash and cash equivalents 5% 47 ,301 –
Bank loans 5% (12,037) –
Net investment in overseas subsidiary 5% – 234,827
An increase in currency rate of 5% would have a similar opposite effect. The sensitivity around bank loans above represents the entire impact on 
the Company’s profit before tax and equity.
Financial  
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Making  
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www.omegadiagnostics.com 66
23 FINANCIAL INSTRUMENTS (CONTINUED)
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. Credit worthiness 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:
2012 
Trade 
receivables 
£
2011 
Trade 
receivables 
£
UK/Europe 1,238,068 1,166,709
North America 72,395 88,768
South/Central America 103,192 95,336
Asia and Far East 320,735 346,106
Africa and Middle East 488,802 311,725
2,223,192 2,008,644
Capital management
An explanation of the Group’s capital management process and objectives is set out in the Capital management section on page 20 of the 
Financial Review.
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 2012 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.
Consolidated
Less than  
3 months 
£
3 to 12  
months 
£
1 to 5  
years 
£
Total  
£
2012
Trade and other payables 962,115 – – 962,115
Obligations under finance leases 6,614 6,747 – 13,361
Bank loans 68,779 68,271 – 137,050
Vendor loan – 360,000 845,658 1,205,658
1,037,508 435,018 845,658 2,318,184
2011
Trade and other payables 916,401 – – 916,401
Obligations under finance leases 16,624 46,609 13,677 76,910
Bank loans 70,278 208,458 136,942 415,678
Vendor loan – – 1,205,658 1,205,658
1,003,303 255,067 1,356,277 2,614,647
Notes to the  
Financial Statements 
continued Annual Report and Accounts 2012 
www.omegadiagnostics.com 67
The table below summarises the maturity profile of the Company’s financial liabilities at 31 March 2012 based on the undiscounted cash flows of 
liabilities based on the earliest date on which the Company can be required to pay. 
Company
Less than  
3 months 
£
3 to 12  
months 
£
1 to 5  
years 
£
Total  
£
2012
Trade payables and amounts due to subsidiary companies 411,127 – – 411,127
Bank loans 68,779 68,271 – 137,050
Vendor loan – 360,000 845,658 1,205,658
479,906 428,271 845,658 1,753,835
2011
Trade payables and amounts due to subsidiary companies 497,050 – – 497,050
Bank loans 70,278 208,458 136,942 415,678
Vendor loan – – 1,205,658 1,205,658
567,328 208,458 1,342,600 2,118,386
Interest rate risk
All of the Group’s borrowings are at variable rates of interest. The Group has an exposure to interest rate risk on changes in US dollar and sterling 
interest rates. To manage the interest rate risk, the Group has taken out interest rate hedge instruments relative to the two bank loans which will be 
repaid by September 2012. The change in fair value of these interest rate hedge instruments has been taken to the income statement in full.
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.
Consolidated
 
Increase in  
basis points
Effect on proﬁt  
before tax  
and equity 
£
2012
Cash and cash equivalents 25 4,018
Bank loans – GBP 25 (300)
 – USD 25 (382)
Vendor loan 25 (2,750)
2011
Cash and cash equivalents 25 2,557
Bank loans – GBP 25 (612)
 – USD 25 (777)
Vendor loan 25 (2,750)
Financial  
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www.omegadiagnostics.com 68
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. 
Company
 
Increase in  
basis points
Effect on proﬁt  
before tax  
and equity 
£
2012
Cash and cash equivalents 25 714
Bank loans – GBP 25 (300)
 – USD 25 (382)
Vendor loan 25 (2,750)
2011
Cash and cash equivalents 25 721
Bank loans – GBP 25 (612)
 – USD 25 (777)
Vendor loan 25 (2,750)
 
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 2012 and 31 March 2011. 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 2012 and 31 March 2011, including derivative financial 
instruments, represent the Group’s maximum exposure to credit risk.
Derivative ﬁnancial instruments
The Group uses the following hierarchy for determining and disclosing the fair value of instruments by valuation technique:
Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities;
Level 2:  other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly, 
and
Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable market data.
The fair value of the financial derivatives, detailed below, have been valued using the hierarchy above and have been categorised as level 2.
Consolidated and Company
2012 
£
2011 
£
Included in non-current assets
Interest rate instruments – –
Included in non-current liabilities
Interest rate instruments 454 3,435
The derivative financial instruments comprise:
a) an interest rate cap of 5.5%, the floating rate option being Bank of England daily base rate.
b) an interest cap and floor of 5.0% and 2.25% respectively, the floating option rate being USD-Libor.
The Group does not hold or issue derivatives for speculative or trading purposes.
Notes to the  
Financial Statements 
continued Annual Report and Accounts 2012 
www.omegadiagnostics.com 69
Notice of  
Annual General  
Meeting
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 2012 at 11am for the following purposes:
Ordinary business
1. To receive and adopt the reports of the Directors and the Auditors and the audited accounts for the year ended 31 March 2012.
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 Kieron Harbinson 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 to convert any security into shares in the Company (‘Rights’) up to an aggregate nominal amount of 
£1,136,103.12 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 2013 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 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 80 of the Companies Act 1985 or section 551 of the Companies  
Act 2006, but without prejudice to any allotment already made or to be made pursuant to such authority.
Special business
Resolution 6 is proposed as a special resolution.
5.  That, conditional on the passing of resolution 4 above, and in accordance with section 570 of the Companies Act 2006, 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 equity securities otherwise than pursuant to sub paragraph 5.1 above up to an aggregate nominal amount of £170,432.48;
and provided that this power shall expire on conclusion of the next annual general meeting of the Company or, if earlier, on 31 October 2013 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
29 June 2012
Financial  
Statements Governance
Business  
Review
Making  
Progress Annual Report and Accounts 2012 
www.omegadiagnostics.com 70
Notes:
1.  A member entitled to attend and vote at the meeting convened by the notice set out above is entitled to appoint a proxy to exercise all or any of 
your rights to attend, speak and vote at the meeting. You may appoint more than one proxy provided each proxy is appointed to exercise rights 
attached to different shares. A proxy need not be a member of the Company.
2.  A form of proxy is enclosed. To be effective, it must be deposited at the office of the Company’s Registrars, Share Registrars Limited, Suite E, 
First Floor, 9 Lion and Lamb Yard, West Street, Farnham, Surrey GU9 7LL, so as to be received not later than 48 hours before the time 
appointed for holding the Annual General Meeting. Completion of the proxy does not preclude a member from subsequently attending and 
voting at the meeting in person if he or she so wishes.
3.  Copies of contracts of service of Directors with the Company or with any of its subsidiary undertakings, will be available for inspection at the 
registered office of the Company during normal business hours (Saturdays and public holidays excepted) from the date of this notice until the 
conclusion of the AGM.
4.  In accordance with Regulation 41 of the Uncertificated Securities Regulations 2001, only those members entered on the Company’s register of 
members not later than 26 August 2012 or, if the meeting is adjourned, shareholders entered on the Company’s register of members not later 
than 48 hours before the time fixed for the adjourned meeting shall be entitled to attend and vote at the meeting.
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 continued Annual Report and Accounts 2012 
www.omegadiagnostics.com 71
Advisers
Nominated Adviser and Broker
Seymour Pierce Limited
20 Old Bailey
London EC4M 7EN
Auditors
Ernst & Young LLP
G1
5 George Square
Glasgow G2 1DY
Solicitors
Brodies LLP
15 Atholl Crescent
Edinburgh EH3 8HA
Share Registrar
Share Registrars Limited
Suite E
First Floor, 9 Lion and Lamb Yard
Farnham
Surrey GU9 7LL
PR
Walbrook PR Ltd
4 Lombard Street
London EC3V 9HD
Country of Incorporation 
Omega Diagnostics Group PLC
England & Wales
Registered No. 5017761
Financial  
Statements Governance
Business  
Review
Making  
Progress Annual Report and Accounts 2012 
www.omegadiagnostics.com 72
Notes  www.omegadiagnostics.com
GmbH 
Formed in 2010, Omega GmbH acquired the IVD 
allergy business of Allergopharma and is located  
in Reinbek, Germany.
www.omegadiagnostics.de
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
Email: odl@omegadiagnostics.co.uk
Genesis Diagnostics Ltd
Formed in 1994, Genesis is one of the  
UK’s leading manufacturers of high quality  
ELISA based diagnostic kits. The Company 
specialises in the research, development  
and production of kits to aid the diagnosis  
of autoimmune and Infectious Diseases, and  
for the detection of immune reactions to food.
www.elisa.co.uk 
Cambridge Nutritional Sciences Ltd 
Formed in 2001, CNS provides clinical  
analysis to the general public, clinics and  
health professionals as well as supplying  
the consumer Food Detective
®
 test.
www.cambridge-nutritional.com
Omega Diagnostics Ltd
Formed in 1987, ODL specialises  
in Infectious Diseases, particularly  
Syphilis, TB and Dengue Fever.
www.omegadiagnostics.com
Omega Dx (Asia) Pvt Ltd
Incorporated in July 2011 to provide  
direct access to the Indian market.
www.omegadxasia.com