ANNUAL REPORT AND ACCOUNTS 2015 Contents
1 Highlights
2 Company information
3 Chairman’s Report
4 Chief Executive Officer’s Report
5 Strategic Report
6 Directors’ Report
9 Corporate Governance Report
10 Board of Directors
11 Independent Auditors’ Report
13 Consolidated Income Statement
14 Consolidated Statement of Comprehensive Income
15 Consolidated Statement of Changes in Equity
16 Company Statement of Changes in Equity
17 Consolidated Statement of Financial Position
18 Company Statement of Financial Position
19 Consolidated Statement of Cash Flows
20 Note to the Consolidated Statement of Cash Flows
21 Company Statement of Cash Flows
22 Note to the Company Statement of Cash Flows
23 Notes to the Financial Statements
48 Notes
www.ntog.co.uk 1
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
• Revenue for the period of £594,000 
(2014: £1,267,000)
• Gross profit for the period of £385,000 
before depletion, depreciation and 
amortisation (2014: £997,000)
• 81% increase in net production to 
64,063 BOE (29,678 US, 34,385 Egypt) 
compared to 2014: 35,380, primarily due 
to expansion into Egypt
• Ewen Ainsworth joined the board as 
Chairman
• Farm-in to Paw Paw prospect with Koch 
Exploration where NTOG will operate 
2,440 net acres in Wyoming
• Acquired a 25% interest in the East 
Ghazalat concession in Egypt operated 
by North Petroleum International 
Company (NPIC)
• Approval of Exploration Unit for Paw 
Paw prospect
• Obtained a three year extension of  
the $25 million lending facility until  
31 January 2019
Highlights
Post Balance Sheet Highlights
• Joint venture between Nostra Terra 
(NTOG) and Independent Resources 
(IRG) announced a breach in the joint 
venture agreement by North Petroleum 
International Company (NPIC)
• Raised £350,000 via a placing of new 
shares
• Proposal to acquire 60% interest in 
producing assets in the Permian basin in 
New Mexico
• Reorganisation of its share capital
• Cost cutting initiative complete achieving 
a 40% reduction in overheads
• Sale of Chisholm Trail prospect for  
$2.1 million 2
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Directors
Ewen Ainsworth (Non-Executive Chairman)  
Matt Lofgran (Chief Executive Officer) 
Stephen Oakes (Non-Executive Director)
Secretary
International Registrars Limited
Registered office 
Finsgate 
5-7 Cranwood Street 
London EC1V 9EE
Registered number 
05338258 (England and Wales)
Auditor 
Jeffreys Henry LLP 
Finsgate 
5-7 Cranwood Street 
London EC1V 9EE
Nominated adviser and broker
Strand Hanson Limited  
26 Mount Row  
London W1K 3SQ
Broker 
Cornhill Capital Limited  
4th Floor, 18 St. Swithin’s Lane 
London EC1V 9EE
Solicitors 
Ronaldsons LLP 
55 Gower Street 
London WC1E 6HQ
Bankers
National Westminster Bank plc 
PO Box 712 
94 Moorgate 
London EC2M 6XT
Registrars 
Share Registrars Ltd 
The Courtyard 
17 West Street 
Farnham 
Surrey GU9 7DR
Website 
www.ntog.co.uk 
Company Information 3
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Chairman’s Report
T
he oil industry continues to wrestle 
with the persistently lower oil 
price environment. The bear market 
has hurt the entire sector and led to 
a re-evaluation of strategy by many 
companies. At Nostra Terra we have 
taken steps to act early in response to 
such challenging conditions, seeking to 
restructure and reposition the business. 
This has involved making some difficult 
decisions and we would like to thank 
our shareholders for their continued 
support, in particular for voting in 
favour of the consolidation and 
capital reorganisation at the recent 
Extraordinary General Meeting. This 
was not a proposal we made lightly, 
but we remain convinced it will be 
in the long term best interests of the 
Company. 
Our strategic goals have been twofold 
in repositioning Nostra Terra. First we 
had to ensure the Company survives 
this extremely difficult period and 
second our key aim is to deliver 
significant value to shareholders 
over the medium term. We remain 
confident the Company’s renewed 
strategic focus on the acquisition of 
distressed assets will yield substantial 
results.
The success of the previous business 
model was reliant on modern 
exploration technology such as 
hydraulic fracturing and much 
higher oil prices, which allowed the 
Company to recover investment 
capital and generate a return. High 
initial production rates were also an 
important factor. However, such initial 
high levels of production declined 
significantly within a relatively short 
period, a feature of using hydraulic 
fracturing in the reservoirs targeted by 
the Company, which, combined with 
a rapid decline in the oil price, had 
an adverse effect on the Company’s 
revenue stream. The declining oil price 
also made it uneconomic to drill new 
wells to offset diminishing production.
Our new strategy at Nostra Terra is 
predicated upon the macro-adjustment 
within the entire industry, caused by 
the decline in the price of oil. Our focus 
is to build a business which at $30/bbl 
is cash neutral and reliant on more 
conventional oil with lower decline 
rates in production. At oil prices above 
$30/bbl Nostra Terra will then have the 
internally generated funds to invest 
in either organic growth within its 
producing oil field(s) or pursue new 
investment opportunities.  
In order to identify suitable 
opportunities for Nostra Terra we have 
extended our geographical focus, with 
the aim of having up to two focus 
areas outside of the USA.
Following a prolonged period of low 
prices, we have noted a sizeable recent 
increase in the quantity and caliber 
of oil & gas assets available for sale 
at distressed prices. This presents a 
rare opportunity for Nostra Terra to 
take advantage of. Now that we have 
repositioned the business we feel the 
Company is well placed to deliver its 
refocussed growth strategy over the 
coming years. 
The foundation of our new growth 
strategy is based on the recently 
announced cost cutting initiative, 
which we completed. During mid-
2015 Nostra Terra started to cut back 
spending in anticipation of further 
pressure on the oil price during the 
course of 2016. So far this decision 
has been vindicated and the Company 
now benefits from an overall reduction 
of 40% in overheads at a time when 
the industry remains subdued. A 
core component of the cost-cutting 
initiative has been for the Board to 
take a voluntary 25% pay cut. In light 
of ongoing weakness in the oil & gas 
market, which has caused significant 
declines in share prices across the 
sector, the Board strongly felt that this 
was an appropriate step to take.
With Nostra Terra now better 
positioned to withstand current 
market conditions, albeit with a lot 
of work still to be done, the Board 
remains fully committed to securing 
new projects for the Company, and 
to create shareholder value over the 
medium term. As Nostra Terra delivers 
its new growth strategy the Company 
plans to bolster its team with the 
addition of suitably experienced and 
astute technical personnel. This will 
only become necessary as we introduce 
additional producing assets to the 
business. 
I would like to thank the Company’s 
shareholders for their continued 
support and the next time I write 
to you I hope to report meaningful 
progress on the Company’s strategy 
and on the appointment of new 
non-executive and/or executive 
management personnel.
Ewen Ainsworth
Chairman
29 June 2016 4
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Chief Executive Officer’s Report
A
s Ewen has stated in his Chairman’s 
Report, we are experiencing the 
worst market in our sector for at least 
thirty years. Over the last 12 months 
our share price has suffered as Brent 
declined from $56.81 at the start of 
the year, dropping to $27 and closed 
at $37.50 by the end of the year. In 
the face of extreme adverse conditions 
we have worked tirelessly on behalf 
of Nostra, making a number of tough 
choices for the long-term good of the 
company. This has not been easy, but I 
am pleased to report we are starting to 
reap the benefits.
Overall this has been an extremely 
busy year for Nostra. As it became 
clear the industry would have to 
adapt to a significantly lower oil 
price environment, we recognized 
how vital it was to reposition the 
business. We initiated a cost cutting 
initiative in mid-2015, achieving an 
overall reduction of 40% in overheads, 
as recently announced. We also 
sought to restructure our board and 
management team to reflect Nostra’s 
needs going forward.
On a personal note, I’m very happy 
to have welcomed Ewen as our 
new Chairman to the team. Since 
his appointment, Ewen’s input into 
reformulating Nostra’s strategy has 
been crucial and I am certain he will 
play an extremely important role in the 
Company in the years to come. 
Rather than simply attempt to 
weather the storm, we decided to take 
advantage of a new oil price cycle. 
This involved adopting a new strategic 
focus, seeking to acquire producing 
or lower risk assets at distressed 
prices, which Nostra could take full 
operational control of. We expanded 
our global view, looking to enter 
into new geographical areas outside 
of the United States, and sought 
opportunities that presented large 
upside potential for relatively small 
initial consideration. 
We started our new strategy through 
identifying an opportunity in Southern 
Texas with intriguing potential. We 
acquired a minor interest in two 
different prospects for a minimal 
amount of consideration. These had 
large acreage positions with scope to 
increase our working interest should 
results prove up. Ultimately we decided 
not to proceed with the prospect, but 
this marked the beginning of Nostra’s 
new approach. 
Having acquired the White Buffalo 
prospect in the Big Horn Basin of 
Wyoming in late 2014, in 2015 we 
signed an agreement with Koch 
Exploration, a subsidiary of Koch 
Industries, to operate the Paw Paw 
prospect located in the same basin. The 
structure of the agreement allowed 
Nostra Terra the ability to control a 
prospect with a large potential reserve. 
While no consideration was paid for 
this we have worked to create an 
Exploration Unit over the prospective 
leases along with permitting for the 
initial well. We were able to extend the 
agreements into 2016 where Nostra 
Terra will seek partners to participate 
in the prospect.
During the second half of 2015 we 
expanded into Egypt by acquiring 
a 25% interest in the East Ghazalat 
concession in the Western Desert of 
Egypt. The seller agreed to finance 
a large portion of the acquisition 
leaving Nostra with a $500,000 equity 
investment to close the acquisition of 
this producing asset. Nostra and its 
other minority partner are currently in 
dispute with the operator over costs 
but are working with the operator 
to reduce operating costs in order to 
improve the economics on existing 
wells. There’s scope for further upside 
in development and exploration wells 
including the discoveries in the North 
Dabaa.
On the financial side of the business 
conditions have been tough. We 
doubled production into the turn of 
2015 and increased it by 81% by the 
end of the year. Revenue decreased 
to £594,000 primarily due to the drop 
of oil prices and natural production 
declines in wells, achieving a gross 
profit for the period before depletion, 
depreciation and amortization costs of 
£385,000. Our expectation had been 
this would put the company on a much 
firmer financial footing, but the sharp 
decline in the price of oil undid much 
of the good work we had completed 
previously. Despite this, at the end 
of 2015 Nostra was granted a 3-year 
extension to its $25 million Credit 
Facility with Texas Capital Bank with 
drawdown subject to production. This 
was particularly encouraging, given the 
number of companies whose business 
models failed over the period through 
being unable to secure refinancing 
terms on lending facilities. 
Moving into 2016 we continue to 
generate revenue from our existing 
assets, in particular Chisholm Trail, 
Bale Creek, and Verde. Multiple wells 
exist on each prospect thus creating 
a portfolio where the Company isn’t 
risked on a single well or operator. As 
some of these fields develop further 
we will look to reinvest capital in fields 
at an earlier stage in the cycle where 
further upside exists.
As announced on 29 June 2016, Nostra 
decided to sell an interest in a Chisholm 
Trail prospect for $2.1 million providing 
the opportunity to redeploy funds to 
assets where we have a larger interest 
and more control over the pace of 
growth.
I would like to finish by offering 
a personal message of thanks to 
our shareholders. This has been an 
extremely difficult period for the 
company. As the largest private holder 
of shares in Nostra I’ve suffered the 
effects of the falling share price 
alongside shareholders. However, we 
do live to fight another day. My fellow 
directors and I have made a number 
of extremely difficult decisions for 
the long term good of the company 
and I am confident we will turn the 
business around as conditions improve 
in the market. Our new strategy is 
both ambitious and built on a solid 
foundation and I look forward to 
providing more positive updates as we 
deliver on our objectives.
Matt Lofgran
Chief Operating Officer
29 June 2016 5
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Strategic Report
T
he directors now present their 
Strategic Report with the financial 
statements of Nostra Terra Oil and Gas 
Company plc (“the company”) and its 
subsidiaries (collectively “the group”) 
for the year ended 31 December 2015.
Principal activity
The group’s principal activity is the 
exploitation of hydrocarbon resources 
focusing at present in the US mid-
continent and Egypt.
Review of business, future 
developments, trading outlook 
and future strategy
The results for the year and financial 
position of the company and the group 
are shown in the financial statements 
on pages 13 to 22, and are noted in 
the Chairman’s Report on page 3 and 
the Chief Executive Officer’s Review on 
page 4.
Key performance indicators
At this stage in the company’s 
development, the directors regularly 
monitor key performance indicators 
associated with managing liquid 
resources, namely: cash flows and 
bank balances; general administrative 
expenses, which are tightly controlled; 
and the level of production. The 
directors also monitor the increase in 
net production which in 2015 rose to 
64,063 BOE (29,678 US, 34,385 Egypt) 
compared to 2014: 35,380 as noted on 
page 4.
Key risks and uncertainties
The key risk in exploration and 
production is the technical risk of 
not finding hydrocarbons when an 
exploration well is drilled. While the US 
mid-continent is a proven hydrocarbon 
region and is seeing resurgence 
through the application of new drilling 
and well completion technologies, 
there are environmental and economic 
risks, as there are in any hydrocarbon 
region. Further information relating to 
risk can be found at note 20 to these 
accounts.
On behalf of the board:
M B Lofgran
Director
29 June 2016 6
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Directors’ Report
T
he directors present their report with the financial statements of Nostra Terra Oil and Gas Company plc (“the company”) 
and its subsidiaries (collectively “the group”) for the year ended 31 December 2015.
Directors
The following directors have held office since 1 January 2015:
M B Lofgran, S V Oakes , A M Blennerhassett (resigned June 2015)
The following directors have held office since 24 June 2015:
K E Ainsworth
 
Kristian Ewen Ainsworth will retire at the company’s forthcoming Annual General Meeting under the company’s Articles of 
Association and, being eligible, offers himself for re-election.
  Salaries Fees Share-based  Total 
    compensation 
  £ £ £ £
K E Ainsworth   – 8,333  3,887 12,220
A M Blennerhassett  – –  –  –
M B Lofgran   127,608 – 7,033 134,641
S V Oakes   –  24,000   1,758 25,758 
A B McCall   98,160  –   7,033 105,193 
  225,768  32,333 19,711 277,812
  Salaries Fees Share-based  Total 
    compensation 
  £ £ £ £
A M Blennerhassett   – –  –  –
M B Lofgran  118,404 – 8,035 126,439
S V Oakes  – 24,000 2,009 26,009
A B McCall  109,296 – 8,035 117,331
   227,700 24,000 18,079 269,779 
The directors’ remuneration for the year ended 31 December 2014 is summarised as follows:
The directors’ remuneration for the year is summarised as follows:
There were no benefit-in-kind payments during the year. 
More detail on the Share options issued to Directors’ during the year are disclosed within the share based payment note 
together with the outstanding options and warrants at the year end, please refer to note 22. 
At 31 December 2015, the directors’ beneficial interests in the company’s issued share capital were as follows:
   31.12.15   31.12.14
  No of ordinary Percentage of No of ordinary Percentage of 
  shares of issued share shares of issued share 
  0.1p each capital 0.1p each capital
K E Ainsworth  180,000 0.22  –  – 
M B Lofgran  4,375,976 5.32  4,375,976 7.88
S V Oakes  283,333 0.34 283,333 0.51 7
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Remuneration Committee and policy
The Remuneration Committee takes into account both group and individual performance, market value and sector conditions 
in determining directors’ remuneration. The group’s policy is to pay only minimum salaries compared with peer companies 
in the oil and gas sector, until the group has established a good position with acreage, assets, income and cash at hand. All 
current salaries are without pension benefits.
Substantial shareholders
As reported in note 25, on 31 May 2016 the company effected a capital reorganisation. Shareholdings held by directors at the 
year end, quoted above, shown as at the dates as noted have been adjusted to reflect this reorganisation. The holdings below 
are quoted post reorganisation and reflect the effect of the resulting share reorganisation.
As at 16 June 2016, the company was aware of the following interests in its issued share capital:
    No of ordinary      Percentage of           
    shares of issued share 
    0.1p each  capital
JIM Nominees Limited (includes Matt)    9,429,885 11.47
TD Direct Investing Nominees (Europe) Limited   8,511,276 10.35
Barclayshare Nominees Limited    8,371,768 10.18
HSDL Nominees Limited    7,669,346 9.33
Kayne Anderson Energy Fund    5,642,867 6.86
M B Lofgran    4,375.976 5.32
HSBC Client Holdings Nominee (UK) Limited   3,746,541 4.56
Investor Nominees Limited    3,338,511 4.06
Hargreaves Lansdown (Nominees) Limited   2,524,713 3.07
Results and dividends
The loss for the year was £1,842,000, which has been 
allocated against reserves. No dividends will be distributed 
for the year ended 31 December 2015.
Political and charitable contributions
The group made no political or charitable contributions 
during the year.
Events after the reporting period
Refer to note 26 for details.
Publication of accounts on company website
The company publishes financial statements on its website. 
The directors are responsible for the website’s maintenance 
and integrity, and their responsibility also extends to the 
financial statements contained therein.
Indemnity of officers
The group may purchase and maintain, for any director or 
officer, insurance against any liability. The group maintains 
appropriate insurance cover against legal action bought 
against its directors and officers.
Financial instruments
The group does not have formal policies on interest rate 
risk or foreign currency risk. The group is exposed to foreign 
currency risk on sales and purchases that are denominated 
in a currency other than pounds sterling (£). The group 
maintains a natural hedge that minimises its foreign 
exchange exposure by matching foreign currency income 
with foreign currency costs. For the time being, the group 
does not consider it necessary to enter into foreign exchange 
contracts to manage its foreign currency risk, given the 
nature of its business.
Listing
The company’s ordinary shares have traded on London’s 
Alternative Investment Market since 20 July 2007. Northland 
Capital Partners Limited was the company’s nominated 
advisor and Hume Capital Securities plc was the company’s 
sole broker until 31 March 2016. On 31 March 2015, the 
company announced the appointment of Sanlam Securities 
UK Limited as nominated advisor and broker. On 4 March 
2016, the company announced the appointment of Cornhill 
Capital Limited as broker. On 15 March 2016, the company 
announced the appointment of Strand Hanson Limited as 
nominated advisor and broker.
The closing mid-market price at 31 December 2015, adjusted 
for the capital reorganisation, was 4.24p (2014: 11.68p).
Going concern
The Directors believe that based on the forecasts and 
projections they have prepared, the resources available will 
be sufficient for the Company and its subsidiaries to continue 
as a going concern for the foreseeable future when taking 
into account proceeds generated from production, potential 
asset sale(s), farm-out(s) of its oil interests and/or equity 
placing and/or financing facility as described more fully in 
note1 of the accounts.
 
The Directors have concluded that this combination of 
circumstances should they not materialise represents 
uncertainty upon the Company’s ability to continue as a 
going concern. Nevertheless after making enquiries, and 
considering the uncertainties described above, the Directors 
have a reasonable expectation that the Group will have 
adequate resources to continue in operational existence 
for the foreseeable future. For these reasons, they continue 
to adopt the going concern basis in preparing the annual 
report and accounts. 8
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Directors’ Report continued
Statement of directors’ responsibilities in respect 
of the Strategic Report, the Directors’ Report and 
the Financial Statements
The directors are responsible for preparing the financial 
statements in accordance with applicable law and 
regulations.
Company law requires the directors to prepare financial 
statements for each financial year. Under that law, the 
directors have elected to prepare the financial statements 
in accordance with International Financial Reporting 
Standards (IFRSs) as adopted for use in the European Union. 
The financial statements are required by law to give a true 
and fair view of the state of affairs of the company and the 
group and of the profit or loss of the group for that year. 
In preparing these financial statements, the directors are 
required to:
• select suitable accounting policies and then apply them 
consistently;
• make judgments and estimates that are reasonable and 
prudent;
• prepare the financial statements on the going concern 
basis unless it is inappropriate to presume that the 
company will continue in business; and
• follow IFRS as adopted by the European Union.
The directors are responsible for keeping proper accounting 
records which disclose with reasonable accuracy at any time 
the financial position of the company and the group and to 
enable them to ensure that the financial statements comply 
with the Companies Act 2006. They are also responsible for 
safeguarding the assets of the company and the group and 
hence for taking reasonable steps for the prevention and 
detection of fraud and other irregularities.
Statement as to disclosure of information to 
auditors
So far as the directors are aware, there is no relevant audit 
information (as defined by Section 418 of the Companies Act 
2006) of which the group’s auditors are unaware, and each 
director has taken all the steps that he ought to have taken 
as a director in order to make himself aware of any relevant 
audit information and to establish that the group’s auditors 
are aware of that information.
Auditors
In accordance with Section 485 of the Companies Act 2006, a 
resolution that Jeffreys Henry LLP be reappointed as auditors 
of the company will be put to the Annual General Meeting.
On behalf of the board:
M B Lofgran
Director
29 June 2016 9
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Corporate Governance Report
The board has sought to comply with a number of the 
provisions of the Code in so far as it considers them to be 
appropriate for a company of their size and nature. They 
make no statement of compliance with the Code overall and 
do not ‘explain’ in detail any aspect of the Code with which 
they do not comply.’
The directors recognise the importance of sound corporate 
governance, commensurate with the group’s size and 
shareholders’ interests. As the group grows, policies and 
procedures that reflect the FRC’s UK Corporate Governance 
Code will be developed. So far as is practicable and 
appropriate, the directors will take steps to comply with the 
UK Corporate Governance Code.
The Board of Directors
The board comprises two executive directors and two non-
executive directors. It meets at least four times a year, as 
issues arise which require board attention. The board has 
a formal schedule of matters specially referred to it for 
decision. The directors are responsible for:
• management structure and appointments;
• consideration of strategy and policy;
• approval of major capital investments and transactions; 
and
• significant financing matters.
The board has Audit, Remuneration and Nomination 
Committees, the roles and responsibilities of which are 
discussed below.
Audit Committee
The Audit Committee comprises Ewen Ainsworth as 
Chairman, and S V Oakes. Both have considerable and 
relevant financial experience.
The Audit Committee has terms of reference agreed by 
the board and meets at least twice a year. The committee 
provides an opportunity for reporting by the company’s 
auditors, and is responsible for:
• monitoring, in discussion with the auditors, the integrity 
of the financial statements and announcements of the 
company;
• reviewing the company’s internal financial controls and 
risk management systems; and
• reviewing and monitoring the external auditor’s 
independence, and the objectivity and effectiveness of the 
audit process, taking into consideration relevant UK and 
other professional and regulatory requirements.
The Audit Committee is also responsible for making 
recommendations to the board to be put to shareholders 
for their approval in general meeting in relation to the 
appointment, reappointment and removal of the external 
auditors and to approve the external auditors’ remuneration 
and terms of engagement. Other responsibilities include 
considering annually whether there is a need for an internal 
audit function and making a recommendation to the board, 
and reviewing arrangements by which the group’s staff will 
be able to raise concerns about possible improprieties in 
matters of financial reporting or other matters related to the 
group.
Remuneration and Nomination Committees
The Remuneration and Nomination Committees, which meet 
at least twice a year, consist of Ewen Ainsworth as Chairman 
and S V Oakes. Based on the terms of reference approved by 
the board, the Remuneration Committee is responsible for:
• determining and agreeing with the board the framework 
or broad policy for the remuneration of the Chief 
Executive Officer, the Chairman and other members it is 
designated to consider;
• setting the remuneration for all executive directors, the 
Chairman and the Company Secretary;
• recommending and monitoring the level and structure of 
remuneration for senior management;
• determining targets for any performance-related pay 
schemes operated by the group;
• determining the policy and scope of pension arrangements 
for each executive director; and
• ensuring that contractual terms on termination and any 
payments made are fair to the individual and the company.
The Remuneration Committee determines the terms and 
conditions of service of executive directors. This includes 
agreeing the policy for authorising claims for expenses from 
the Chief Executive Officer and the Chairman and, within 
the terms of the agreed policy, recommending the total 
individual remuneration package of each executive director 
including, where appropriate, bonuses, incentive payments 
and share options. 
The Nomination Committee is responsible for ensuring all 
director appointments are considered by the Committee 
before their formal recommendation to the board for 
approval.
Relations with shareholders
Communications with shareholders are very important and 
are given a priority. The company maintains a website,  
www.ntog.co.uk, to inter alia improve information flow to 
shareholders and potential investors. It contains inter alia 
information about the company’s activities, and annual 
and interim reports. Shareholders are welcome to make 
enquiries on any matters relating to the business and to 
their shareholdings. The company encourages shareholders 
to attend the Annual Meeting, at which they will be given 
the opportunity to put questions to the chairman and other 
members of the board.
Internal financial control
The board is responsible for establishing and maintaining 
the company’s system of internal controls and for reviewing 
their effectiveness. They are designed to safeguard the 
company’s assets and to ensure the reliability of the financial 
information for both internal use and external publication. 
The controls that include inter alia financial, operational and 
compliance matters and management are reviewed on an 
ongoing basis.
 
A system of internal control can provide only reasonable, and 
not absolute, assurance that material financial irregularities 
will be detected or that risk of failure to achieve business 
objectives is eliminated. The board has considered the need for 
an internal audit function but because of the size and nature 
of its operations does not consider it necessary at this time. 10
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Board of Directors
EWEN AINSWORTH  
Non-Executive Chairman 
Ewen Ainsworth (54) is a chartered 
management accountant and a fellow 
of the Institute of Petroleum who 
brings wide industry experience to 
his new role. He has worked in the 
industry for 27 years at various stages 
of the oil and gas life cycle from 
exploration to appraisal/development, 
production and de-commissioning.
Starting his career in the late 1980’s 
at Conoco, Mr Ainsworth’s career 
has included Financial Controller, 
Financial Director and CFO roles across 
various public and private companies, 
including six years as Financial Director 
of Gulf Keystone Petroleum Limited 
until 2014. He is currently CFO of CAP 
Energy Plc. In his career he has been 
involved in companies with assets and 
operations across the UK, Europe, 
Russia, Azerbaijan, Iraq and North and 
West Africa.
MATT LOFGRAN
Chief Executive Officer
Matt Lofgran (40) has wide experience 
of business development in the energy, 
real estate and communications sectors. 
Prior to becoming CEO of Nostra Terra 
in July 2009, he was with Robson 
Energy, LLC, latterly as Vice President 
of International Business Development. 
In this capacity, he launched the oil and 
gas, field services and coal divisions, 
and was responsible for extending 
Robson Energy’s activities into Mexico.
Mr Lofgran holds a Bachelor of 
Business Management degree from 
the University of Phoenix and a Global 
MBA from Thunderbird School of 
Global Management. Mr Lofgran is also 
a Director of Elephant Oil Limited and 
Atlas Oil & Gas Limited.
STEPHEN VAUGHAN OAKES 
Non-Executive Director
Stephen Oakes (60) has over 35 years’ 
experience in financial markets and 
is a Fellow of the Securities Institute. 
He is a former Chief Executive Officer, 
HSBC Investment Management. Since 
2003, he has worked with a number of 
smaller AIM and Plus Markets-quoted 
companies. 11
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Independent Auditors’ Report
The shareholders
Nostra Terra Oil and Gas Company plc
We have audited the group and parent company financial 
statements of Nostra Terra Oil and Gas Company plc 
for the year ended 31 December 2015, which comprise 
the consolidated income statement, the consolidated 
statement of comprehensive income, the consolidated 
and parent company statements of financial position, the 
consolidated and parent company statements of cash flow, 
consolidated and company statements of changes in equity 
and related notes. The financial reporting framework that 
has been applied in their preparation is applicable law 
and International Financial Reporting Standards (IFRSs) as 
adopted by the European Union and as regards the parent 
company financial statements, as applied in accordance with 
the provisions of the Companies Act 2006.
This report is made solely to the company’s members, as 
a body, in accordance with Chapter 3 of Part 16 of the 
Companies Act 2006. Our audit work has been undertaken 
so that we might state to the company’s members those 
matters we are required to state to them in an auditors’ 
report and for no other purpose. To the fullest extent 
permitted by law, we do not accept or assume responsibility 
to anyone other than the company and the company’s 
members as a body, for our audit work, for this report, or for 
the opinions we have formed. 
Respective responsibilities of directors and auditors 
As explained more fully in the statement of directors’ 
responsibilities, the directors are responsible for the 
preparation of the financial statements and for being 
satisfied that they give a true and fair view. 
Our responsibility is to audit and express an opinion on the 
financial statements in accordance with applicable law and 
International Standards on Auditing (UK and Ireland). Those 
standards require us to comply with the Auditing Practices 
Board’s Ethical Standards for Auditors. 
Scope of the audit of the financial statements 
An audit involves obtaining evidence about the amounts 
and disclosures in the financial statements sufficient to 
give reasonable assurance that the financial statements 
are free from material misstatement, whether caused by 
fraud or error. This includes an assessment of: whether the 
accounting policies are appropriate to the group’s and the 
parent company’s circumstances and have been consistently 
applied and adequately disclosed; the reasonableness of 
significant accounting estimates made by the directors; 
and the overall presentation of the financial statements. In 
addition we read all financial and non-financial information 
in the Chairman’s statement, Chief Executive’s review, 
Strategic report, Directors’ report and Corporate Governance 
report to identify material inconsistencies with the audited 
financial statements, and to identify any information that 
is apparently materially incorrect based on, or materially 
inconsistent with, the knowledge acquired by us in the 
course of performing the audit. If we become aware of 
any apparent material misstatements or inconsistencies we 
consider the implications for our report.
Basis for qualified opinion on financial statements
The scope of our work was limited as a result of the 
following matter. As disclosed in Notes 13 and 26 a dispute 
has arisen in relation to the operation of the joint venture 
arrangements relating to the group’s 50 per cent working 
interest in the East Ghazalat production licence, held 
through Independent Resources (Egypt) Limited, and in 
which the group holds a 50 per cent interest (the ‘Joint 
Venture’). After the reporting period the Joint Venture 
was served with notice of default in relation to cash calls 
raised by North Petroleum International S.A. (“North 
Petroleum”) the operator of East Ghazalat. The Joint 
Venture has rebutted the claims from North Petroleum but 
the current breakdown in relations has meant that operator 
North Petroleum has been unwilling to furnish financial 
information to allow a proper determination of licence 
costs and an audit of licence revenues to be completed. 
In addition, the quantum of a vendor loan note of $2.5 
million issued by the Joint Venture as partial consideration 
for the transaction remains subject to final determination 
in accordance with the sale and purchase agreement.  As 
a consequence of the lack of access to primary accounting 
records we have been unable to obtain sufficient 
appropriate audit evidence in relation to the group and 
company financial statements concerning:
• the carrying value of £189,619 of the group’s investments 
in equity-accounted joint ventures as at 31 December 2015;
• the initial cost of £346,604 of the company’s investments in 
equity accounted joint ventures as at 31 December 2015;
• the quantum of the loan note principal of $2.5 million 
and interest accrued theron by the Joint Venture at 31 
December 2015; and
• the group’s share of any profit or loss attributable to the 
group’s underlying interests in the East Ghazalat licence 
for the period from 1 July 2015 to 31 December 2015. 
Qualified opinion on financial statements
In our opinion, except for the effects of the matter described 
in the Basis for Qualified Opinion paragraph, the financial 
statements:
• the financial statements give a true and fair view, of the 
state of the group’s and parent company’s affairs as at  
31 December 2015 and of the group’s loss for the year 
then ended;
• the group financial statements have been properly 
prepared in accordance with International Financial 
Reporting Standards as adopted by the European Union; 
• the parent company financial statements have been 
properly prepared in accordance with IFRS’s 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 properly prepared in 
accordance with 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. 12
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Independent Auditors’ Report continued
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 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.
David Warren BA FCA
SENIOR STATUTORY AUDITOR 
For and on behalf of Jeffreys Henry LLP, Statutory Auditor
 
Finsgate 
5-7 Cranwood Street 
London 
EC1V 9EE 
United Kingdom
29 June 2016 13
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Consolidated Income Statement
for the year ended 31 December 2015
    2015 2014 
   Notes £000 £000
Revenue    594 1,267
Cost of sales
Production costs    (209) (268)
Exploration and appraisal     – (2)
Depletion, depreciation, amortisation   (1,700) (1,396)
Total cost of sales     (1,909) (1,666)
GROSS PROFIT/(LOSS)     (1,315) (399)
Share based payment    (27) (19)
Administrative expenses    (689) (318)
Share of results of joint venture   13 (157) –
OPERATING LOSS   5 (2,188) (736)
Finance expense   4 (122) (107)
LOSS BEFORE TAX    (2,310)  (843)    
 
Tax (expense) recovery   6 – –
LOSS FOR THE YEAR     (2,310)   (843)    
Attributable to: 
Owners of the company    (2,310) (843)      
Earnings per share expressed 
in pence per share:
Continued operations
Basic and diluted (pence)   8 (0.069) (0.029) 14
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Consolidated Statement of Comprehensive Income
for the year ended 31 December 2015
    2015 2014 
     £000 £000
Loss for the year    (2,310) (843)
Other comprehensive income:    
Currency translation differences    111 (249)
Total comprehensive income for the year   (2,199) (1,092)
Total comprehensive income attributable to:    
Owners of the company    (2,199) (1,092) 15
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Consolidated Statement of Changes in Equity
for the year ended 31 December 2015
 Share Share Share Translation Retained Total 
 capital premium options reserves losses  
   reserve    
 £000 £000 £000 £000 £000 £000
     
As at 1 January 2014 2,776 9,991 119 74 (9,299) 3,661
Shares issued 584 1,166 – – – 1,750
Share issue costs – (97) – – – (97)
Foreign exchange translation – – – (249) – (249)
Loss after tax for the year – – – – (843) (843)
Share based payments – – 19 – – 19
As at 31 December 2014 3,360 11,060 138 (175) (10,142) 4,241
Shares issued – – – – – –
Share issue costs – – – – – –
Foreign exchange translation – – – 111 – 111
Loss after tax for the year – – – – (2,310) (2,310)
Share based payments – – 27 – – 27
As at 31 December 2015 3,360 11,060 165 (64) (12,452) 2,069
Share capital is the amount subscribed for shares at nominal value.
Retained loss represents the cumulative losses of the group attributable to owners of the company.
Share premium represents the excess of the amount subscribed for share capital over the nominal value of those shares net 
of share issue expenses. Share issue expenses in the year comprise costs incurred in respect of the issue of new shares on the 
London Stock Exchange’s AIM market.
Translation reserves arise on consolidation of the translation of the subsidiary’s balance sheet at the closing rate of exchange 
and its income statement at the average rate. 16
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Company Statement of Changes in Equity
for the year ended 31 December 2015
  Share Share Share Retained Total 
  capital premium options losses  
    reserve   
  £000 £000 £000 £000 £000
     
As at 1 January 2014  2,776 9,991 119 (8,870) 4,016
Shares issued  584 1,166 – – 1,750
Share issue costs  – (97) – – (97)
Loss after tax for the year  – – – (1,058) (1,058)
Share based payments  – – 19 – 19
As at 31 December 2014  3,360 11,060 138 (9,928) 4,630
Shares issued  – – – – –
Share issue costs  – – – – –
Loss after tax for the year  – – – (1,650) (1,650)
Share based payments  – – 27 – 27
As at 31 December 2015  3,360 11,060 165 (11,578) 3,007
Share capital is the amount subscribed for shares at nominal value.
Retained loss represents the cumulative losses of the company attributable to owners of the company.
Share premium represents the excess of the amount subscribed for share capital over the nominal value of those shares net of 
share issue expenses. Share issue expenses in the year comprise costs incurred in respect of the issue of new shares. 17
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Consolidated Statement of Financial Position
31 December 2015
    2015 2014 
   Notes £000 £000
ASSETS 
NON-CURRENT ASSETS
Goodwill   9 – –
Other intangibles   10 3,127 4,283
Property, plant and equipment
– oil and gas assets   11 464 521
Investment in joint venture   13 190 –
    3,781 4,804
CURRENT ASSETS   
Trade and other receivables   14 171 491
Other debtors    5 –
Cash and cash equivalents   15 144 861
    320 1,352
LIABILITIES 
CURRENT LIABILITIES
Trade and other payables   16 373 293
Borrowings   17 1,308 1,010
    1,681 1,303
NET CURRENT ASSETS     (1,361) 49
NON-CURRENT LIABILITIES
Borrowings   17 351 612
NET ASSETS    2,069 4,241
EQUITY AND RESERVES   
Called up share capital   18 3,360 3,360
Share premium   19 11,060 11,060
Translation reserves   19 (64) (175)
Share option reserve   23 165 138
Retained losses   19  (12,452)  (10,142)
    2,069 4,241
The financial statements were approved and authorised for issue by the Board of Directors on 29 June 2016 and were signed 
on its behalf by:
M B Lofgran 
Director
Company registered number: 05338258 18
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Company Statement of Financial Position
31 December 2015
    2015 2014 
   Notes £000 £000
ASSETS 
NON-CURRENT ASSETS     
Fixed asset investments   12 2,836 4,124
Investment in joint venture    190 –
    3,026 4,124
CURRENT ASSETS   
Trade and other receivables   14 14 19
Cash and cash equivalents   15 69 552
    83 571
LIABILITIES 
CURRENT LIABILITIES   
Trade and other payables   16 102 65
    102 65
NET CURRENT ASSETS     (24) 506
NET ASSETS    3,007 4,630
EQUITY AND RESERVES   
Called up share capital   18 3,360 3,360
Share premium   19 11,060 11,060
Share option reserve   23 165 138
Retained losses   19  (11,578)  (9,928)
    3,007 4,630
The financial statements were approved and authorised for issue by the Board of Directors on 29 June 2016 and were signed 
on its behalf by:
M B Lofgran 
Director
Company registered number: 05338258 19
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Consolidated Statement of Cash Flows
for the year ended 31 December 2015
    2015 2014 
   Notes £000 £000
Cash flows from operating activities
Cash generated/(consumed) by operations  1 57 222
Interest paid    (115) (163)
Cash generated/(consumed) by operations   (58) 59
Cash flows from investing activities
Purchase of intangibles – new oil properties   (276) (2,527)
Sale/(purchases) of plant and equipment   (25) (245)
Proceeds from sale of assets    – 295
Purchase of equity in joint venture investment    (347) –
Net cash from investing activities    (648) (2,477)
Cash flows from financing activities
Proceeds on issue of shares    – 1,653
New borrowing    1,156 2,221
Repayment of borrowings    (1,162) (966)
Net cash from financing activities    (6) 2,908
Effect of exchange rate changes on cash and cash equivalents  (5) –
Increase/(decrease) in cash and cash equivalents   (717) 490
Cash and cash equivalents at the beginning of the year  14 861 371
Cash and cash equivalents at the end of the year   144 861
Represented by: 
Cash at bank   14 144 861 20
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Note to the Consolidated Statement of Cash Flows
for the year ended 31 December 2015
    2015 2014 
    £000 £000
Loss for the year    (2,188) (736)
Adjustments for:     
Depreciation of property, plant, and equipment   103 127
Amortisation of intangibles     1,026 577
Well impairment    571 –
Share of results of joint venture    157 –
Loss on disposal of assets     – 691
Share based payment    27 19
Foreign exchange loss/(gains) non-cash items   – (521)
Operating cash flows before movements in working capital  (304) 57
(Decrease)/increase in finance charge provision   (15) 56
(Increase)/decrease in receivables    310 52
(Decrease)/increase in payables     34 (43)
(Increase)/decrease in deposits and prepayments   32 –
Cash generated/(consumed) by operations   57 222
1. RECONCILIATION OF OPERATING LOSS TO NET CASH GENERATED FROM OPERATIONS 21
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Company Statement of Cash Flows
for the year ended 31 December 2015
    2015 2014 
   Notes £000 £000
Cash generated/(consumed) by operations  1 (161) 733
Net cash from operating activities     (161) 733
Cash flows from investing activities
Interest received    – –
Net cash from investing activities    – –
Cash flows from financing activities
Inter group loan (advances)    (322) (1,864)
Issue of new shares    – 1,653
Net cash from financing activities    (322) (211)
Increase/(decrease) in cash and cash equivalents   (483) 522
Cash and cash equivalents at the beginning of the year  14 552 30
Cash and cash equivalents at the end of the year   69 552
Represented by: 
Cash at bank   14 69 552 22
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Note to the Company Statement of Cash Flows
for the year ended 31 December 2015
    2015 2014 
   Notes £000 £000
Loss for the year    (1,650) (1,058)
Adjustments for:
Impairment of cost of investments    1,277 1,289
Share of results of joint venture    (157) –
Share based payment    27 478
Foreign exchange loss/(gain) non-cash items   300 19
Operating cash flows before movements in working capital  (203) 728
(Increase)/decrease in receivables    5 (13)
(Decrease)/increase in payables    37 18
Cash generated (consumed) by operations   (161) 733
1. RECONCILIATION OF OPERATING LOSS TO NET CASH GENERATED FROM OPERATIONS 23
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Notes to the Financial Statements
for the year ended 31 December 2015
GENERAL INFORMATION
Nostra Terra Oil and Gas Company plc (Nostra Terra) is a company incorporated in England and Wales and quoted on the AIM 
market of the London Stock Exchange. The address of the registered office is disclosed on the company information page of 
this annual report. The principal activity of the group is described in the directors’ report. 
1. ACCOUNTING POLICIES
Going concern
The financial statements have been prepared on the assumption that the group is a going concern. When assessing the 
foreseeable future, the directors have looked at a period of 12 months from the date of approval of this report.
The group’s business activities, together with the factors likely to affect its future development, performance and position are 
set out in the Chief Executive Officer’s report and Directors report. In addition, note 19 to the financial statements includes 
the group’s objectives, policies and processes for managing its capital; its financial risk management objectives; and its 
exposures to credit risk and liquidity risk.
The group’s forecasts and projections, taking account of reasonable possible changes in trading performance, show that 
the group should be able to operate within the level of its current cash resources. In addition, the group has entered into a 
US$25 million credit facility (current borrowing base US$1.1 million and anticipated to increase) in 2015, a £5 million financing 
agreement (expandable to £10 million), and a US$1 million promissory note (expandable to US$3 million) with Yorkville 
Advisors.
After making enquiries, the directors have a reasonable expectation that the company and group have adequate resources to 
continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in 
preparing the annual report and financial statements.
Basis of preparation
These financial statements have been prepared in accordance with International Financial Reporting Standards and IFRIC 
interpretations issued by the International Accounting Standards Board (IASB) as adopted by the European Union and with 
those parts of the Companies Act 2006 applicable to companies reporting under IFRS. The financial statements have been 
prepared under the historical cost convention.
New and amended standards adopted by the company
There are no IFRS or IFRIC interpretations that are effective for the first time in this financial period that would be expected to 
have a material impact on the group.
Standards, interpretations and amendments to published standards that are not yet effective 
The following new and amended IFRSs have been adopted during the year.
• Annual Improvements to IFRS 2011-2013 Cycle
• IFRIC interpretation 21 Levies
There were no material changes in the financial statements as a result of adopting new or revised accounting standards 
during the year. 24
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
1. ACCOUNTING POLICIES continued
The following new and amended IFRSs have been adopted during the year.
• Annual Improvements to IFRS 2011-2013 Cycle
• IFRIC interpretation 21 Levies
There were no material changes in the financial statements as a result of adopting new or revised accounting standards 
during the year.
The Group has not yet adopted certain new standards, amendments and interpretations to existing standards, which have 
been published but are not yet effective. The new pronouncements are listed below:
• IFRS 9 Financial Instruments (IASB effective 1 January 2018; not yet adopted by EU)
• IFRS 14 Regulatory Deferral Accounts (IASB effective 1 January 2016; not yet adopted by EU)
• IFRS 15 Revenue from Contracts with Customers including amendments and clarifications (IASB effective 1 January 2018; not 
yet adopted by EU)
• IFRS 16 Leases (IASB effective 1 January 2019; not yet adopted by EU)
• Amendments to IFRS 10, IFRS 12 and IAS 28: Investment Entities: Applying the Consolidation Exception (IASB effective date 1 
January 2016; not yet adopted by EU) 
• Amendments to IFRS 10 and 28: Sale or Contribution of Assets between an Investor and its Associate or Joint Venture (IASB 
effective 1 January 2016; not yet adopted by EU) 
• Amendments to IAS 12 Recognition of Deferred Tax Assets for Unrealised Losses (IASB effective 1 January 2017; not yet 
adopted by EU)
• Amendments to IAS 7 Disclosure Initiative (IASB effective 1 January 2017; not yet adopted by EU).
• Amendments to IAS 27: Equity Method in Separate Financial Statements (effective 1 January 2016) 
• Amendments to IAS 1 Disclosure Initiative (effective 1 January 2016)
• Annual Improvements to IFRS’s: 2012 - 2014 Cycle (effective 1 January 2016)
• Amendments to IAS 16 and IAS 38: Clarification of Acceptable Methods of Depreciation and Amortisation (effective 1 
January 2016)
• Amendments to IFRS 11: Accounting for Acquisitions of Interests in Joint Operations (effective 1 January 2016)
• Amendments to IAS 16 and 41: Bearer Plants (effective 1 January 2016) 
• Amendments to IAS 19: Defined Benefit Plans: Employee Contributions (effective 1 February 2015)
• Annual Improvements to IFRS’s: 2010 - 2012 Cycle (effective 1 February 2015)
The directors anticipate that the adoption of these standards and interpretations in future periods will have no material effect 
on the financial statements of the group.
Basis of consolidation
Where the company has the power, either directly or indirectly, to govern the financial and operating policies of another 
entity or business so as to obtain benefits from its activities, it is classified as a subsidiary. The consolidated financial 
statements present the results of the company and its subsidiaries (“the group”) as if they formed a single entity. 
Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the 
statement of financial position, the acquiree’s identifiable assets, liabilities and contingent liabilities are initially recognised 
at their fair values at the acquisition date. The results of acquired operations are included in the consolidated statement of 
comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.
Subsidiaries
The purchase method of accounting is used to account for the acquisition of subsidiaries by the group. The cost of an 
acquisition is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed 
at the date of exchange, plus costs directly attributable to the acquisition. Identifiable assets acquired and liabilities and 
contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date, 
irrespective of the extent of any minority interest. The excess of the cost of acquisition over the fair value of the group’s share 
of the identifiable net assets acquired is recorded as goodwill. If the cost of acquisition is less than the fair value of the net 
assets of the subsidiary acquired, the difference is recognised directly in the income statement.
Inter-company transactions, balances and unrealised gains on transactions between group companies are eliminated. 
Unrealised losses are also eliminated but considered an impairment indicator of the asset transferred. Accounting policies of 
subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group.
Notes to the Financial Statements
for the year ended 31 December 2015 25
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Associates
An associate undertaking (“associate”) is an enterprise over whose financial and operating policies the group has the power 
to exercise significant influence and which is neither a subsidiary nor a joint venture of the group. The equity method of 
accounting for associates is adopted in the group financial statements, such that they include the group’s share of operating 
profit or loss, exceptional items, interest, taxation and net assets of associates (“the equity method”).
In applying the equity method, account is taken of the group’s share of accumulated retained earnings and movements in 
reserves from the effective date on which an enterprise becomes an associate and up to the effective date of disposal. The 
share of associated retained earnings and reserves is generally determined from the associate’s latest interim or final financial 
statements. Where the group’s share of losses of an associate exceeds the carrying amount of the associate, the associate is 
carried at nil. Additional losses are only recognised to the extent that the group has incurred obligations or made payments 
outside the course of ordinary business on behalf of the associate.
Joint Venture
Investment in entities which constitute a joint venture in accordance with the definition in International Accounting Standard 
no. 28 Investments in Associates are accounted for using the equity method, with the group’s share of profits or losses being 
adjusted against the original cost of the investment on an annual basis.
Intangible assets
Goodwill 
Goodwill represents the excess of the cost of an acquisition over the fair value of the group’s share of the net identifiable 
assets of the acquired subsidiary or associate at the date of acquisition. Goodwill on acquisitions of subsidiaries is included 
in ‘intangible assets’. Separately recognised goodwill is tested annually for impairment and carried at cost less accumulated 
impairment losses. Impairment losses on goodwill are not reversed. Gains and losses on the disposal of an entity include the 
carrying amount of goodwill relating to the entity sold.
Goodwill is allocated to cash-generating units for the purpose of impairment testing. The allocation is made to those cash-
generating units or groups of cash-generating units that are expected to benefit from the business combination in which the 
goodwill arose. The group allocates goodwill to each business segment in each country in which it operates.
Impairment of non-financial assets
Assets that have an indefinite useful life, for example goodwill, are not subject to amortisation and are tested annually for 
impairment. Assets that are subject to amortisation are reviewed for impairment whenever events or changes in circumstances 
indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the 
asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs 
to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are 
separately identifiable cash flows (cash-generating units). Non-financial assets other than goodwill that suffered impairment 
are reviewed for possible reversal of the impairment at each reporting date.
Property, plant and equipment 
Tangible non-current assets are stated at historical cost less depreciation. Historical cost includes expenditure that is directly 
attributable to the acquisition of the items.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when 
it is probable that future economic benefits associated with the item will flow to the group and the cost of the item can be 
measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and maintenance are charged 
to the income statement during the financial year in which they are incurred. Depreciation is provided at the following 
annual rates in order to write off each asset over its estimated useful life:
 Plant and machinery – over 7 years
The assets’ residual values and useful economic lives are reviewed, and adjusted if appropriate, at each balance sheet date. An 
asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than 
its estimated recoverable value.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised within 
other (losses) or gains in the income statement. When revalued assets are sold, the amounts included in other reserves are 
transferred to retained earnings. 26
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Notes to the Financial Statements
for the year ended 31 December 2015
1. ACCOUNTING POLICIES continued
Investments
Investments are stated at cost less provision for any impairment value.
Revenue recognition
Revenue comprises the fair value of the consideration received or receivable for the sale of hydrocarbons and services in the 
ordinary course of the group’s activities. Revenue is shown net of value-added tax, returns, rebates and discounts and after 
eliminating sales within the group. Revenue is recognised when the oil and gas produced is despatched and received by the 
customers.
Functional currency translation
(i) Functional and presentation currency
Items included in the financial statements of the group are measured using the currency of the primary economic 
environment in which the entity operates (the functional currency), which is mainly United States Dollars (US$). The 
financial statements are presented in Pounds Sterling (£), which is the group’s presentation currency.
(ii) Transactions and balances
Foreign currency transactions are translated into the presentational currency using exchange rates prevailing at the dates 
of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the 
translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised 
in the income statement.
(iii) Group companies
The results and financial position of all group entities (none of which has the currency of a hyper-inflationary economy) 
that have a functional currency different from the presentation currency are translated into the presentation currency as 
follows:
(a) assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance 
sheet;
(b) income and expenses for each income statement are translated at average exchange rates (unless this average is not 
a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case 
(c) income and expenses are translated at the rate on the dates of the transactions); and
(d) all resulting exchange differences are recognised as a separate component of equity.
On consolidation, exchange differences arising from the translation of the net investment in foreign operations, and of 
borrowings and other currency instruments designated as hedges of such investments, are taken to shareholders’ equity. 
When a foreign operation is partially disposed of or sold, exchange differences that were recorded in equity are recognised in 
the income statement as part of the gain or loss on sale.
Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the 
foreign entity and translated at the closing rate.
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax. The tax currently payable is based on the 
taxable profit for the year. Taxable profit differed from net profit as reported in the income statement because it excludes 
items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable 
or deductible. The entity’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted 
by the balance sheet date.
Deferred tax
Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases 
of assets and liabilities and their carrying amounts in the financial statements. However, the deferred income tax is not 
accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that 
at the time of the transaction affects neither accounting nor taxable profit nor loss. Deferred income tax is determined using 
tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply 
when the related deferred income tax asset is realised or the deferred income tax liability is settled.
Deferred income tax assets are recognised to the extent that it is probable that future taxable profit will be available against 
which the temporary differences can be utilised.
Operating leases
Rental leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as 
operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to the 
income statement. 27
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Cash and cash equivalents
Cash and cash equivalents include cash in hand, deposits held on call with banks, other short-term highly liquid investments 
with original maturities of three months or less, and bank overdrafts.
Trade receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective 
interest method, less provision for impairment. A provision for impairment is established when there is objective evidence 
that the group will not be able to collect all amounts due according to the original terms of the receivables. Significant 
financial difficulties of the debtor, probability that the debtor will enter bankruptcy or financial reorganisation, and default 
or delinquency in payments are considered indicators that the trade receivable is impaired.
Trade payables
Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest 
method.
Borrowings
Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at 
amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the 
income statement over the year of the borrowings using the effective interest method.
Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability 
for at least 12 months after the balance sheet date.
Financial instruments
Non-derivative financial instruments comprise investments in equity and debt securities, trade and other receivables, cash and 
cash equivalents, loans and borrowings, and trade and other payables.
Non-derivative financial instruments are recognised initially at fair value plus, for instruments not at fair value through 
profit or loss, any directly attributable transactions costs, except as described below. Subsequent to initial recognition, non-
derivative financial instruments are measured as described below.
A financial instrument is recognised when the group becomes a party to the contractual provisions of the instrument. 
Financial assets are derecognised if the group’s contractual rights to the cash flows from the financial assets expire or if the 
group transfers the financial assets to another party without retaining control or substantially all risks and rewards of the 
asset. Regular way purchases and sales of financial assets are accounted for at trade date, i.e. the date that the group commits 
itself to purchase or sell the asset. Financial liabilities are derecognised if the group’s obligations specified in the contract 
expire or are discharged or cancelled.
Fair values
The carrying amounts of the financial assets and liabilities such as cash and cash equivalents, receivables and payables of the 
group at the balance sheet date approximated their fair values, due to the relatively short-term nature of these financial 
instruments.
The company provides financial guarantees to licensed banks for credit facilities extended to a subsidiary company. The fair 
value of such financial guarantees is not expected to be significantly different as the probability of the subsidiary company 
defaulting on the credit lines is remote. 28
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Notes to the Financial Statements
for the year ended 31 December 2015
1. ACCOUNTING POLICIES continued
Share-based compensation
The fair value of the employee and suppliers services received in exchange for the grant of the options is recognised as an 
expense. The total amount to be expensed over the vesting year is determined by reference to the fair value of the options 
granted, excluding the impact of any non-market vesting conditions (for example, profitability and sales growth targets). 
Non-market vesting conditions are included in assumptions about the number of options that are expected to vest. At each 
balance sheet date, the entity revises its estimates of the number of options that are expected to vest. It recognises the impact 
of the revision to original estimates, if any, in the income statement, with a corresponding adjustment to equity.
The proceeds received net of any directly attributable transaction costs are credited to share capital (nominal value) and share 
premium when the options are exercised.
The fair value of share-based payments recognised in the statement of comprehensive income is measured by use of the 
Black Scholes model, which takes into account conditions attached to the vesting and exercise of the equity instruments. 
The expected life used in the model is adjusted; based on management’s best estimate, for the effects of non-transferability, 
exercise restrictions and behavioural considerations. The share price volatility percentage factor used in the calculation is 
based on management’s best estimate of future share price behaviour and is selected based on past experience, future 
expectations and benchmarks against peer companies in the industry.
Share capital
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, 
from the proceeds.
Oil and gas assets
The group applies the successful efforts method of accounting for oil and gas assets and has adopted IFRS 6 Exploration for 
and evaluation of mineral resources.
Exploration and evaluation (“E&E”) assets
Under the successful efforts method of accounting, all licence acquisition, exploration and appraisal costs are initially 
capitalised in well, field or specific exploration cost centres as appropriate, pending determination. Expenditure incurred 
during the various exploration and appraisal phases is then written off unless commercial reserves have been established or 
the determination process has not been completed.
Pre-licence costs
Costs incurred prior to having obtained the legal rights to explore an area are expensed directly to the income statement as 
they are incurred.
Exploration and evaluation (“E&E”) costs
Costs of E&E are initially capitalised as E&E assets. Payments to acquire the legal right to explore, together with the directly 
related costs of technical services and studies, seismic acquisition, exploratory drilling and testing are capitalised as intangible 
E&E assets.
Tangible assets used in E&E activities (such as the group’s drilling rigs, seismic equipment and other property, plant and 
equipment used by the company’s exploration function) are classified as property, plant and equipment. However, to the 
extent that such a tangible asset is consumed in developing an intangible E&E asset, the amount reflecting that consumption 
is recorded as part of the cost of the intangible asset. Such intangible costs include directly attributable overheads, including 
the depreciation of property, plant and equipment utilised in E&E activities, together with the cost of other materials 
consumed during the exploration and evaluation phases.
E&E costs are not amortised prior to the conclusion of appraisal activities. 29
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Treatment of E&E assets at conclusion of appraisal activities
Intangible E&E assets relating to each exploration licence/prospect are carried forward until the existence (or otherwise) of 
commercial reserves has been determined, subject to certain limitations including review for indications of impairment. If 
commercial reserves are discovered the carrying value, after any impairment loss of the relevant E&E assets, is then reclassified 
as development and production assets. If, however, commercial reserves are not found, the capitalised costs are charged to 
expense after conclusion of appraisal activities.
Development and production assets
Development and production assets are accumulated generally on a field-by-field basis and represent the cost of developing 
the commercial reserves discovered and bringing them into production, together with the E&E expenditures incurred in 
finding commercial reserves transferred from intangible E&E assets as outlined above.
The cost of development and production assets also includes the cost of acquisitions and purchases of such assets, directly 
attributable overheads and the cost of recognising provisions for future restoration and decommissioning.
Depletion, amortisation and impairment of oil and gas assets
All expenditure carried within each field is amortised from the commencement of production on a unit of production basis, 
which is the ratio of oil and gas production in the period to the estimated quantities of commercial reserves at the end of the 
period plus the production in the period, on a field-by-field basis. Costs used in the unit of production calculation comprise 
the net book value of capitalised costs plus the estimated future field development costs to access the related commercial 
reserves. Changes in the estimates of commercial reserves or future field development costs are dealt with prospectively.
Where there has been a change in economic conditions that indicates a possible impairment in an oil and gas asset, the 
recoverability of the net book value relating to that field is assessed by comparison with the estimated discounted future cash 
flows based on management’s expectations of future oil and gas prices and future costs. Any impairment identified is charged 
to the income statement as additional depletion and amortisation. Where conditions giving rise to impairment subsequently 
reverse, the effect of the impairment charge is also reversed as a credit to the income statement, net of any depreciation that 
would have been charged since the impairment.
Commercial reserves
Commercial reserves are proven and probable oil and gas reserves, which are defined as the estimated quantities of crude oil, 
natural gas and natural gas liquids which geological, geophysical and engineering data demonstrate with a specified degree 
of certainty to be recoverable in future years from known reservoirs and which are considered commercially producible.
Critical accounting estimates and judgments
The preparation of consolidated financial statements requires the group to make estimates and assumptions that affect 
the application of policies and reported amounts. Estimates and judgments are continually evaluated and are based on 
historical experience and other factors including expectations of future events that are believed to be reasonable under the 
circumstances. Actual results may differ from these estimates. The estimates and assumptions which have a significant risk of 
causing a material adjustment to the carrying amount of assets and liabilities are discussed below:
a) Impairment of investments
Costs of investments are reviewed for impairment if events or changes in circumstances indicate that the carrying amount 
may not be recoverable. When a review for impairment is conducted, the recoverable amount is determined based on 
value in use calculations prepared on the basis of management’s assumptions and estimates for each cash generating 
unit.
b) Impairment of property, plant and equipment
Property, plant and equipment are reviewed for impairment if events or changes in circumstances indicate that the 
carrying amount may not be recoverable. When a review for impairment is conducted, the recoverable amount is 
determined based on value in use calculations prepared on the basis of management’s assumptions and estimates.
c) Recoverability of exploration and evaluation costs 
E&E assets are assessed for impairment when circumstances suggest that the carrying amount may exceed its 
recoverable value. This assessment involves judgment as to (i) the likely future commerciality of the asset and when 
such commerciality should be determined, and (ii) future revenues and costs pertaining to the asset in question, and the 
discount rate to be applied to such revenues and costs for the purpose of deriving a recoverable value.
d) Share-based payments
Note 1 sets out the group’s accounting policy on share-based payments, specifically in relation to the share options and 
warrants that the company has granted. The key assumptions underlying the fair value of such share-based payments are 
discussed in note 22. The fair value amounts used by the group have been derived by external consultants using standard 
recognised valuation techniques. 30
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Notes to the Financial Statements
for the year ended 31 December 2015
2. SEGMENTAL ANALYSIS
In the opinion of the directors, the group has one class of business, being the exploitation of hydrocarbon resources.
The group’s primary reporting format is determined by geographical segment according to the location of the hydrocarbon 
assets. The group’s reportable segments under IFRS 8 in the year are as follows:
United Kingdom being the head office.
US Mid-Continent properties at year end included the following:
(i) Texas: 1% working interest in the Vintage Hills Prospect Unit located within the Giddings Field; 3% working interest 
in the Nesbitt Prospect Unit located within the Woodlawn Field;
(ii) Colorado: 16.25% working interest in the Verde Prospect Unit;
(iii) Oklahoma: 30% working interest in the Bale Creek Prospect Unit;
(iv) Oklahoma: 20% interest (varied working interest) in the Chisholm Trail Project.
(v) Wyoming: 100% working interest in the White Buffalo Prospect
Egypt properties at year end included the following:
(i) Egypt: 25% interest in the East Ghazalat concession
The chief operating decision maker’s internal report is based on the location of the oil properties as disclosed below.
   US mid- Head Total 
   continent office 
   2015 2015 2015 
   £000 £000 £000
Segment results – 2015
Revenue   594 – 594
Operating loss before depreciation, amortisation  
share-based payment charges and restructuring costs:  (181) (123) (304)
Depreciation of tangibles   (103) – (103)
Amortisation of intangibles   (1,026) – (1,026)
Well impairment   (571) – (571)
Share of results of joint venture   – (157) (157)
Share based payment   – (27) (27)
Operating loss   (1,881) (307) (2,188)
Realised exchange (loss)/gain   – – –
Tax   (122) – (122)
Gain (loss) before taxation   (2,003) (307) (2,310)
Segment assets
Property, plant and equipment   464 – 464
Intangible assets   3,127 – 3,127
Cash and cash equivalents   75 69 144
Other assets   352 14 523
   4,018 83 4,101 31
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
3. EMPLOYEES AND DIRECTORS
    2015 2014 
    £000 £000
Directors’ fees    32 24
Directors’ remuneration    226 228
Social security costs    13 15
    271 267
    2015 2014 
    Number Number
Directors    4 4
    4 4
    2015 2014 
    £000 £000
M B Lofgran    129 126
The average monthly number of employees (including directors) during the year was as follows:
Directors’ remuneration
Other than the directors, the group had no other employees. Total remuneration paid to directors during the year was as 
listed above.
The highest paid director’s emoluments and other benefits for the years ended 31 December 2015 is as listed below:
4. FINANCE INCOME/EXPENSE
For the years ended 31 December:    2015 2014 
    £000 £000
On bank balance    – –
On other receivables    – – 
Finance Expense    (122) (107)
    (122) (107) 32
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Notes to the Financial Statements
for the year ended 31 December 2015
5. OPERATING LOSS FOR THE YEAR
The operating loss for the years ended 31 December is stated after charging/(crediting):
    2015 2014 
    £000 £000
Auditors’ remuneration (company £21,000 – 2014: £21,000)  21 21
Depreciation of property, plant and equipment   103 127
Amortisation of intangibles    1,026 577
Foreign exchange differences    – 480
Loss on the disposal of exploration and evaluation and oil and gas assets  – 691
    2015 2014 
    £000 £000
Directors’ remuneration    226 228
Social security costs    13 15
Directors’ fees    32 24
Travelling and entertaining    55 74
Accountancy fees    55 149
Legal and professional fees    214 180
Auditors’ remuneration    21 21
Foreign exchange differences    (6) (480)
Other expenses    78 107
    689 318
The analysis of administrative expenses in the consolidated income statement by nature of expense: 33
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
6. INCOME TAX EXPENSE
The tax charge on the loss for the year was as follows:
    2015 2014 
    £000 £000
Current tax:     
Corporation tax    – –
Overseas corporation tax/(recovery)    – –
Total    – –
    2015 2014 
    £000 £000
Loss before tax    (2,310) (843)
Loss on ordinary activities before taxation multiplied by standard rate  
of UK corporation tax of 20% (2014: 20%)   (462) (167)
Effects of:
Non-deductible expenses    – –
Other tax adjustments    462 167
Foreign tax    – –
    462 167
Current tax charge    – –
At 31 December 2015 the group had excess management expenses to carry forward of £1,308,750 (2014: £1,108,870) and 
trading losses of £2,158,000 (2014: £2,158,000). The deferred tax asset at 20% (2014: 20%) on these tax losses of £693,000 
(2014: £653,000) has not been recognised due to the uncertainty of recovery.
7. LOSS OF PARENT COMPANY
As permitted by Section 408 of the Companies Act 2006, the income statement of the parent company is not presented as part 
of these financial statements. The parent company’s loss for the financial year was £1,654,865 (2014: £1,058,124).  34
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Notes to the Financial Statements
for the year ended 31 December 2015
8. EARNINGS PER SHARE
The calculation of earnings per ordinary share is based on earnings after tax and the weighted average number of ordinary 
shares in issue during the year. For diluted earnings per share, the weighted average number of ordinary shares in issue 
is adjusted to assume conversion of all dilutive potential ordinary shares. The group had two classes of dilutive potential 
ordinary shares, being those share options granted to employees and suppliers where the exercise price is less than the 
average market price of the group’s ordinary shares during the year, and warrants granted to directors and one former 
adviser.
Details of the adjusted earnings per share are set out below:
    2015 2014
EPS – loss
Loss attributable to ordinary shareholders (£000)   (2,310) (843)
Weighted average number of shares     3,359,587,276  2,922,053,277
Continued operations: 
Basic and diluted EPS – loss (pence)    (0.069) (0.029)
The diluted loss per share is the same as the basic loss per share as the loss for the year has an antidilutive effect.
    2015 2014 
    £000 £000
Gross profit before depreciation, depletion and amortisation  385 997
EPS on gross profit before depletion, depreciation and amortisation (pence) 0.011 0.034
    2015 2014 
    £000 £000
Reconciliation from gross loss to gross profit before depletion,  
depreciation and amortisation
Gross (loss)/profit    (1,315) (399)
Add back:
Depletion, depreciation and amortisation   1,700 1,396
Gross profit before depreciation, depletion and amortisation  385 997 35
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Group     £000
COST   
At 1 January 2014     4,211
Additions     –
At 31 December 2014     4,211
Additions     –
At 31 December 2015     4,211
PROVISION 
At 1 January 2014     4,211
Charge for the year     –
At 31 December 2014     4,211
Charge for the year     –
At 31 December 2015     4,211
CARRYING VALUE
At 31 December 2015     –
At 31 December 2014     –
Goodwill arose on the acquisition of Nostra Terra (Overseas) Limited in 2007 and was fully impaired in 2009.
9. GOODWILL 36
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Notes to the Financial Statements
for the year ended 31 December 2015
10. OTHER INTANGIBLES
Group  Licence Exploration Development Total 
   and evaluation and production  
   assets assets  
  £000 £000 £000 £000
COST
At 1 January 2014  302 498 3,028 3,828
Additions  12 947 1,568 2,527
Disposals  – (68) (918) (986)
Transfer to development and production assets – (209) 209 –
Currency  20 73 251 344
At 31 December 2014  334 1,241 4,138 5,713
Additions  3 188 80 271
Disposals  – – – –
Transfer to property, plant and equipment – – – –
Currency  17 61 197 275
At 31 December 2015  354 1,490 4,415 6,259
PROVISION  
At 1 January 2014  – – 890 890
Transfer to development and production assets – – 577 577
Charge for the year  – – – –
Impairment  – – (118) (118)
Currency  – – 81 81
At 31 December 2014  – – 1,430 1,430
Charge for the year  – – 1,026 1,026
Impairment  – – 571 571
Disposals  – – – –
Currency  – – 105 105
At 31 December 2015  – – 3,132 3,132
CARRYING VALUE
At 31 December 2015  354 1,490 1,283 3,127
At 31 December 2014  334 1,241 2,708 4,283
The group assesses at each reporting date whether there is an indication that the intangible assets may be impaired, by 
considering the net present value of discounted cash flows forecasts. If an indication exists an impairment review is carried 
out by reference to available engineering information. At the year end, the directors are of the opinion that an impairment 
of £571,000 (2014: £nil) should be provided. 
Amortisation, impairment charges and any profit or loss on disposal of the capitalised intangible costs is included within cost 
of sales in the consolidated income statement. 37
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Group     Plant & equipment  
     – oil and gas assets 
     £000
COST
At 1 January 2014     670
Additions     245
Dispositions     (247)
Currency     44
At 31 December 2014     712
Additions     25
Dispositions     –
Currency     33
At 31 December 2015     770
PROVISION 
At 1 January 2014     (181)
Charge for the year     (127)
Disposals     129
Currency     (12)
At 31 December 2014     (191)
Charge for the year     (103)
Disposals     –
Currency     (12)
At 31 December 2015     (306)
CARRYING VALUE
At 31 December 2015     464
At 31 December 2014     521
Depreciation charges are included within cost of sales in the Consolidated Income Statement.
11. PROPERTY, PLANT AND EQUIPMENT 38
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Notes to the Financial Statements
for the year ended 31 December 2015
Company  Investment  Loan to Loans to Total 
  in subsidiary subsidiaries participating 
    interests   
  £000 £000 £000 £000
COST
At 1 January 2014  4,409 6,361 – 10,770
Additions  – 1,386 – 1,386
At 31 December 2014  4,409 7,747 – 12,156
Additions  – – 5 5
Reduction  – (16) – (16)
At 31 December 2015  4,409 7,731 5 12,145
PROVISION 
At 1 January 2014  (4,409) (2,334) – (6,743)
Charge for the year  – (1,289) – (1,289)
At 31 December 2014  (4,409) (3,623) – (7,032)
Charge for the year  – (1,277) – (1,277)
At 31 December 2015  (4,409) (4,900) – (9,309)
CARRYING VALUE
At 31 December 2015  – 2,831 5 2,836
At 31 December 2014  – 4,124 – 4,124
In the opinion of the directors, the aggregate value of the company’s investment in subsidiary undertakings is not less than 
the amount included in the balance sheet. See note 9 for details on impairment.
The details of the subsidiaries are as set out below:
 Shareholding Country of  Nature of Business 
  Incorporation
Nostra Terra (Overseas) Limited (“NTOL”) 100% Cyprus Oil and gas exploration in Ukraine (Dormant)
New Horizon Energy 1 LLC (“NHE”) 100% USA Oil and gas exploration in USA
Goldhawk Oil & Gas, LLC (“Goldhawk”) 100% USA Oil and gas exploration in USA
Churchill Operating, LLC (“Churchill”) 100% USA Oil and gas exploration in USA
12. FIXED ASSET INVESTMENTS 39
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
13. INVESTMENT IN JOINT VENTURE
     £000
COST   
At 1 January 2015     –
Additions in year     347
Impairment     –
At 31 December 2015     347
Share of post-tax losses of equity accounted joint ventures   (157)
CARRYING VALUE
At 31 December 2015     190
The group has a 50 per cent interest in Independent Resources (Egypt) Limited a company incorporated in England & Wales, 
whose purpose is to invest in the oil and gas exploration and production activities in the Arab Republic of Egypt. The other 
shareholder in Independent Resources (Egypt) Limited (the “Joint Venture”) is Independent Resources Group plc (“IRG”) a UK 
resident company whose shares are traded on the AIM market of the London Stock Exchange.
In October 2015 the Joint Venture acquired a 50 per cent. working interest in the East Ghazalat production licence located in 
the Western Desert, Egypt from TransGlobe Energy Corporation through the acquisition of the entire share capital of Trans 
Globe (GOS) Inc. a wholly-owned subsidiary of TransGlobe Energy Corporation (“TransGlobe). In December 2015, the name of 
the acquired company was changed to Sahara Resources (GOS) Inc.
The total consideration for the transaction was $3.5 million of which $2.5 million has been deferred as a vendor loan 
repayable by the Joint Venture on 30 September 2017. The loan note accrues interest at 10 per cent annum payable semi-
annually. Nostra Terra and Independent Resources plc are joint and severally liable for the repayment of the loan note.
The final loan note principal and semi-annual interest payable to Trans Globe thereon remain subject to final determination 
in accordance with completion working capital adjustment provisions in the sale and purchase agreement.
At 31 December 2015 the loan note principal has been recorded based on Trans Globe’s initial assessment of working capital 
at completion and interest on this estimated loan note principal has been accrued up to 31 December 2015.
The US dollar denominated loan liability all to TransGlobe has been retranslated at prevailing year-end exchange rates.
As a non-monetary long-term asset, the consideration for acquiring the share capital of Trans Globe GOS Inc. has been 
recorded at the prevailing exchange rate at the time of completion of the acquisition but has not been retranslated at the 
prevailing year-end exchange rate.
In January 2016 the Joint Venture was served with notice of default in relation to cash calls raised by North Petroleum 
International S.A. (“North Petroleum”) the operator of East Ghazalat.
The Joint Venture has rebutted the claims from North Petroleum but the current breakdown in relations has meant that 
operator North Petroleum has been unwilling to furnish financial information to allow a proper determination of licence costs 
and an audit of licence revenues to be completed.
In light of this lack of access to primary accounting records the results of the Joint Venture for the year ended 31 December 
2015 reflect the investment in Sahara Resources GOS Inc. at historical cost and the loan note consideration payable to Trans 
Globe and the accrued costs of completing the related acquisition but do not consolidate any share of profits or losses 
attributable to Sahara Resources GOS Inc. underlying interests in the East Ghazalat licence for the period since 1 July 2015, the 
effective date of the transaction.
The current liabilities of the Joint Venture at 31 December 2015 primarily reflects amounts due to Independent Resources plc in 
respect of costs incurred by it to third parties in relation to the acquisition by the Joint Venture of Sahara Resources GOS Inc. 40
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Notes to the Financial Statements
for the year ended 31 December 2015
14. TRADE AND OTHER RECEIVABLES
 Group Company
  2015 2014 2015 2014 
  £000 £000 £000 £000
Current:
Prepayments and other receivables  157 472 – –
Other taxes and receivables  14 19 14 19
  171 491 14 19
The directors consider that the carrying amount of other receivables approximates their fair value.
13. INVESTMENT IN JOINT VENTURE continued
Summarised financial information in relation to the joint venture is presented below:
    31 December 2015 31 December 2014 
    £ £
As at 31 December
Current assets    1 1
Non-current assets    2,303,201 –
Current liabilities    (266,124) –
Non-current liabilities    (2,286,990) –
Included in the above amounts are:
Cash and cash equivalents    – –
Current financial liabilities (excluding trade payables)   (266,124) –
Non-current financial liabilities (excluding trade payables)  (2,286,990) –
Net assets (100%)    (249,912) –
Group share of net assets (50%)    (124,956) –
Year ended 31 December
Revenues    – –
Total comprehensive loss (100%)    (313,969) –
Group share of total comprehensive loss (50%)   (156,985) –
Included in the above amounts are:
Depreciation and amortisation    – –
Interest income    – –
Interest expense    36,277 –
Income tax expense    – – 41
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
15. CASH AND CASH EQUIVALENTS
 Group Company
  2015 2014 2015 2014 
  £000 £000 £000 £000
Bank current accounts  144 861 69 552
16. TRADE AND OTHER PAYABLES
 Group Company
  2015 2014 2015 2014 
  £000 £000 £000 £000
Current:
Trade payables  230 185 – –
Accruals and deferred income  105 74 102 65
Decommissioning liability  29 24 – –
Other taxes payables  9 10 – –
  373 293 102 65
Trade payables and accruals principally comprise amounts outstanding for trade purchases and on-going expenses. The 
directors consider that the carrying amount of trade and other payables approximates their fair value.
17. FINANCIAL LIABILITIES – BORROWINGS
Maturity of the borrowings is as follows:
 Group Company
  2015 2014 2015 2014 
  £000 £000 £000 £000
Current:
Repayable within one year:
Loan notes  1,308 1,010 – –
Repayable after one year:
Loan notes  351 612 – –
  1,659 1,622 – –
The group has entered into a US$25 million credit facility (current borrowing base US$1.2 million) with Texas Capital Bank, a 
£5 million financing agreement (expandable to £10 million), and a US$1 million promissory note (expandable to US$3 million) 
with Yorkville Advisors.
18. CALLED UP SHARE CAPITAL
Authorised:
Number:  Class: Nominal 2015 2014 
   value: £000 £000
3,360 million (2014 – 3,360 million)  Ordinary 0.1p 3,360 3,360
Allotted, called up and fully paid:
Number:  Class: Nominal 2015 2014 
   value: £000 £000
3,359,578,276 / 3,359,578,276  Ordinary 0.1p 3,360 3,360 42
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Notes to the Financial Statements
for the year ended 31 December 2015
Group  Translation Retained Share Total 
  reserve losses premium 
  £000 £000 £000 £000
At 1 January 2014  74 (9,299) 9,991 766
Shares issued in the year  – – 1,166 1,166
Share issue cost  – – (97) (97)
Loss for the year  – (843) – (843)
Foreign exchange translation  (249) – – (249)
At 31 December 2014  (175) (10,142) 11,060 743
Shares issued in the year  – – – –
Share issue cost  – – – –
Loss for the year  – (2,310) – (2,310)
Foreign exchange translation  111 – – 111
At 31 December 2015  (64) (12,452) 11,060 (1,456)
Company   Retained Share Total 
   losses premium 
   £000 £000 £000
At 1 January 2014   (8,870) 9,991 1,121
Shares issued in the year   – 1,166 1,166
Share issue cost   – (97) (97)
Loss for the year   (1,058) – (1,058)
At 31 December 2014   (9,928) 11,060 1,132
Shares issued in the year   – – –
Share issue cost   – – –
Loss for the year   (1,650) – (1,650)
At 31 December 2015   (11,578) 11,060 (518)
19. RESERVES 43
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
20. RISK AND SENSITIVITY ANALYSIS
The group’s activities expose it to a variety of financial risks: interest rate risk, liquidity risk, foreign currency risk, capital risk 
and credit risk. The group’s activities also expose it to non-financial risks: market, legal and environment risk. The group’s 
overall risk management programme focuses on unpredictability and seeks to minimise the potential adverse effects on the 
group’s financial performance. The board, on a regular basis, reviews key risks and, where appropriate, actions are taken to 
mitigate the key risks identified.
 
Capital risk
The group’s objectives when managing capital are to safeguard the ability to continue as a going concern in order to provide 
returns for shareholders and benefits to other stakeholders and to maintain an optimal capital structure to reduce the cost of 
capital.
Market risk
The group also faces risks in conducting operations in US mid-continent, which include but are not limited to:
• Fluctuations in the global economy could disrupt the group’s ability to operate its business in the US Mid-Continent and 
could discourage foreign and local investment and spending, which could adversely affect its production.
Environmental risks
The group faces environmental risks in conducting operations in the US Mid-Continent which include but are not limited to:
• If the group is found not to be in compliance with applicable laws or regulations, it could be exposed to additional costs, 
which might hinder the group’s ability to operate its business.
Credit risk
The group’s principal financial assets are bank balances and cash, trade and other receivables. The group’s credit risk is 
primarily attributable to its trade receivables. The amounts presented in the balance sheet are net of allowances for doubtful 
receivables. An allowance for impairment is made where there is an identified loss which, based on previous experience, is 
evidence of a reduction in the recoverability of the cash flows.
Foreign currency risk
The group does not have formal policies on interest rate risk or foreign currency risk.
The group reports its results in Pounds Sterling. A significant share of the exploration and development costs and the local 
operating costs are in United States Dollars. Any change in the relative exchange rates between Pounds Sterling and United 
States Dollars could positively or negatively affect the group’s results.
The group is exposed to foreign currency risk on sales, purchases and borrowings that are denominated in a currency other 
than Pounds Sterling. The group maintains a natural hedge that minimises the foreign exchange exposure by matching 
foreign currency income with foreign currency costs.
The group does not consider it necessary to enter into foreign exchange contracts in managing its foreign exchange risk 
resulting from cash flows from transactions denominated in foreign currency, given the nature of the business for the time 
being. 
The foreign exchange rate affecting the group is as follows:
Group   Income statement  Balance sheet
  2015 2014 2015 2014 
  £ £ £ £
United States Dollars (US$)  0.6544 0.6072 0.6741 0.6437 44
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Notes to the Financial Statements
for the year ended 31 December 2015
20. RISK AND SENSITIVITY ANALYSIS continued
Volatility of crude oil prices
A material part of the group’s revenue will be derived from the sale of oil that it expects to produce. A substantial or 
extended decline in prices for crude oil and refined products could adversely affect the group’s revenues, cash flows, 
profitability and ability to finance its planned capital expenditure. The movement of crude oil prices is shown below:
    2015 2014
Per barrel – US$    37.19 59.29
Per barrel – £    25.07 38.16
Liquidity risk
The group expects to fund its exploration and development programme, as well as its administrative and operating expenses 
throughout 2015, principally using existing working capital and expected proceeds from the sale of future crude oil 
production. The group had a bank balance of approximately £232,000 at 31 December 2015.
21. FINANCIAL COMMITMENTS 
Operating lease commitments
There are no significant operating lease obligations at the year end.
Capital commitments
The group had no material capital commitments at the year end.
22. RELATED PARTY TRANSACTIONS 
Group
No related party transactions.
Company
During the year, the company advanced loans to its subsidiaries. The details of the transactions and the amount owed by the 
subsidiaries at the year-end were:
  2015  2014
  Balance Loan  Balance Loan 
   advance/  advance/ 
   repayment  repayment 
   £000 £000 £000 £000
New Horizon Energy 1 LLC  7,413 538 6,880 1,341
Goldhawk Oil & Gas, LLC  860 – 860 45
Churchill Operating, LLC  – – – –
Nostra Terra (Overseas) Limited  7 – 7 –
Independent Resources (Egypt) Ltd  5 5 – –
Totals  8,285 543 7,747 1,386
The intercompany loans are unsecured and interest-free. 
During the year fees amounting to £16,667 were paid to Discovery Energy Limited (a company controlled by Kristian Ewen 
Ainsworth) for the services of Kristian Ewen Ainsworth. 45
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
23. SHARE-BASED PAYMENTS 
The group has a share-ownership compensation scheme for senior executives of the group whereby senior executives may 
be granted options to purchase ordinary shares in company. The group has previously issued warrants to senior executives as 
a welcome incentive and additionally during the year issued warrants as detailed below to third parties as consideration for 
their services. A share based payment charge of £nil (2014: £19,097) was expensed during the year.
The details of options and warrants are as follows:
Date of Grant At Granted Exercised Forfeits At Exercise                    Exercise/vesting date 
 31.12.14    31.12.15 price From To
Warrants
22/06/2010 10,000,000 – – (10,000,000) – 0.52 22/06/2010 21/06/2015
28/07/2014 10,000,000 – – – 10,000,000 0.29 28/07/2014 28/09/2019
24/06/2015 – 50,000,000 – – 50,000,000 0.18 24/06/2015 24/06/2020
Options        
25/01/2012 38,000,000 – – – 38,000,000 0.41 25/01/2012 25/01/2017
19/07/2012 120,000,000 – – (100,000,000) 20,000,000 0.47 19/07/2012 19/07/2017
29/10/2014 – 90,000,000 – – 90,000,000 0.40 29/10/2014 28/10/2024
The total options and warrants outstanding at 31 December 2015 and 31 December 2014 are as follows: 
Total at 31.12.15 208,000,000
Total at 31.12.14 168,000,000
The numbers of options outstanding to the directors at the year end were as follows:
Director    Warrants        Options              Total
   2015 2014 2015 2014 2015 2014
M B Lofgran   – – – – 54,000,000 54,000,000
S V Oakes   – – – – 16,000,000 16,000,000
Totals   – 10,000,000 – – 148,000,000 158,000,000
Other – third party   – 10,000,000 – – – 10,000,000
Options and warrants issued during the year:
On 28 July 2014, 10,000,000 warrants were issued to a supplier for services provided, exercisable at 0.29p per share on or 
before 27 July 2019. The warrants will vest once the services have been provided.
On 29 October 2014, 90,000,000 options were issued to the group’s directors, exercisable at 0.4p per share on or before 
28/10/2014. 33,750,000 of the options vested on the date of grant, 22,500,00 of the options vest on the later of the 12 month 
anniversary of the date hereof and the date the first well is spudded on the White Buffalo Project and the final 33,750,000 
options vest on the later of the 12 month anniversary of the date hereof and the date that the mid-market price per share as 
listed on AIM closes above 1 pence for 10 consecutive trading days.
On 23 June 2015 a total of 50,000,000 warrants were issued to Kristian Ewen Ainsworth (16,666,666 options issued) and to 
Discovery Energy Limited, a company controlled by Kristian Ewen Ainsworth (33,333,334 options issued) exercisable at 0.1754p 
on or before 23 June 2020. Half of all warrants issued in this round vest 12 months from the issue date, with the remaining 
half vesting 24 months from the issue date. 46
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Notes to the Financial Statements
for the year ended 31 December 2015
24. CONTINGENT LIABILITIES AND GUARANTEES
The group has no contingent liabilities in respect of legal claims arising from the ordinary course of business and it is not 
anticipated that any material liabilities will arise from contingent liabilities other than those provided for.
25. ULTIMATE CONTROLLING PARTY
The company is quoted on the AIM market of the London Stock Exchange. At the date of the annual report there was no one 
controlling party.
23. SHARE-BASED PAYMENTS continued
The estimated fair value of the warrants issued during the year was calculated by applying the Black-Scholes option pricing 
model. Expected volatility was originally stated at 30%. This has been revised to 50% because the volatility over the past 
year has been used rather than the past 5 years. The directors consider this is more appropriate due to a significant share 
price drop in 2008 which is attributable to a one-off event where work stopped during the opening of a well in Ukraine. The 
assumptions used in the calculation were as follows:
  23 June 28 October 28 July 22 June 
  2015 2014 2014 2010
Share price at grant date  0.16p 0.265p 0.31p 0.47p
Exercise price  0.18p 0.40p 0.29p 0.52p
Option life in years  5 years 3.5 years 3.5 years 5 years
Risk free rate  1% 1.5% 1.5% 3.5%
Expected volatility  50% 50% 50% 10%
Expected dividend yield  0% 0% 0% 0%
Fair value of option/warrant  0.07p 0.045p 0.024p 0p 47
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
26. EVENTS AFTER THE REPORTING PERIOD
On 25 January 2016, Nostra Terra and Independent Resources plc (IRG), together joint venture (JV), announced that North 
Petroleum International Company (NPIC) was in substantial breach of the joint operating agreement between JV and NPIC 
which governs the East Ghazalat Concession in Egypt. The JV has prepared and served a full and detailed Dispute Notice as 
required by the joint operating agreement. The agreement provides for arbitration in London under UK Law if the dispute 
cannot be resolved. 
On 4 March 2016, Nostra Terra issued 350,000,000 new ordinary shares at 0.10 pence per share. The issuance raised gross 
proceeds of £350,000 and Nostra Terra intends to use the net proceeds to strengthen its balance sheet, while seeking 
additional acquisitions. 
On 31 May 2016 in General Meeting the company passed resolutions to effect a capital reorganization. The Capital 
Reorganisation comprises a sub-division of shares that created two classes of shares: subdivided shares with a nominal value 
of 0.002p (“Subdivided Shares”) and deferred shares with a nominal value of 0.098p (“Deferred Shares”) (the “Subdivision”) 
followed by a consolidation of every 50 Subdivided Shares into one new ordinary share of 0.1 pence (“Consolidated Share”) 
(the “Consolidation”). Subject to the provisions of the Companies Act 2006, the Deferred Shares may then be cancelled by the 
Company; or may be bought back by the Company for £1 and then cancelled as permitted under the amended articles.
The Deferred Shares are not be quoted and are required to be issued in order for the aggregate par value of the shares, once 
sub-divided and consolidated, to remain at 0.1p.
At the same time an additional 9 shares were issued so that the total number of shares in issue were 4,110,347,700 at the time 
of the Subdivision and Consolidation ensuring the number of shares in issue was exactly divisible by 50.
On 29 June 2016 the Company announced the acceptance of an offer for its 20 per cent interest in the prospect operated by 
Ward Petroleum Corporation in the Chisholm Trail, Oklahoma, for approximately US$ 2.1 million net. The sale is anticipated 
to close no later than 17 August 2016. 48
Nostra Terra Oil and Gas Company plc  Annual Report and Accounts 2015
Notes  Nostra Terra Oil and Gas Company plc
Finsgate  5-7 Cranwood Street  London EC1V 9EE
www.ntog.co.uk