Going for growth...
Omega Diagnostics Group PLC Annual Report and Accounts 2011
www.omegadiagnostics.com
GmbH 
Formed in 2010, Omega GmbH acquired the IVD 
allergy business of Allergopharma and is located 
in Reinbek, Germany.
www.omegadiagnostics.de
Omega Diagnostics Group PLC
Omega House
Hillfoots Business Village
Alva FK12 5DQ
Scotland
United Kingdom
Tel: +44 (0)1259 763030 
Fax: +44 (0)1259 761853
Email: odl@omegadiagnostics.co.uk
Genesis Diagnostics Ltd
Formed in 1994, Genesis is one of the  
UK’s leading manufacturers of high quality  
ELISA based diagnostic kits. The Company 
specialises in the research, development  
and production of kits to aid the diagnosis  
of autoimmune and Infectious Diseases, and  
for the detection of immune reactions to food.
www.elisa.co.uk 
Omega Diagnostics Ltd
Formed in 1987, ODL specialises  
in Infectious Diseases, particularly  
Syphilis, TB and Dengue Fever.
www.omegadiagnostics.com
Cambridge Nutritional Sciences Ltd 
Formed in 2001, CNS provides clinical  
analysis to the general public, clinics and  
health professionals as well as supplying  
the consumer Food Detective
®
 test.
www.cambridge-nutritional.com
Omega Diagnostics Group PLC Annual Report and Accounts 2011 Omega Diagnostics Group PLC is a  
public company quoted on the Alternative 
Investment Market (AIM) of the London 
Stock Exchange. Omega sells a wide 
range of products, primarily in the 
immunoassay, in-vitro diagnostics (IVD) 
market, through a strong distribution 
network in over 100 countries.
Our business
Omega is one of the UK’s leading companies in the fast 
growing area of Food Intolerance testing and also specialises  
in tests for autoimmune diseases (including anaemia, 
connective tissue disease and renal disease) and Infectious 
Diseases (including Syphilis, Tuberculosis, Dengue Fever, 
Chagas Disease and Malaria). The allergy business acquired 
in the year specialises in allergy tests used by doctors to 
diagnose patients with allergies.
Breadth
Going for  
growth through…
The acquisition of the IVD business, combined with  
the follow-on instrumentation strategy, will significantly 
broaden the Group’s range of products.
The continued growth of Food Intolerance products  
along with the successful fundraising and completion of  
the acquisition of Allergopharma’s IVD allergy business.
Food Intolerance
The Food Intolerance division 
specialises in the research, 
development and production 
of kits to aid the detection of 
immune reactions to food. It also 
provides clinical analysis to the 
general public, clinics and health 
professionals as well as supplying 
the consumer Food Detective
®
 test.
Read more  
on page 2
Allergy and  
Autoimmune testing
The Allergy and Autoimmune 
division specialises in the research, 
development, production and 
marketing of in-vitro Allergy and 
Autoimmune tests used by doctors 
to diagnose patients with allergies 
or autoimmune diseases.
Read more  
on page 2
Infectious Disease/Other
The Infectious Disease division 
specialises in the research, 
development, production and 
marketing of kits to aid the 
diagnosis of Infectious Diseases.
Read more  
on page 2
Read more  
on page 4 Overview
Business  
Review Governance
Financial  
Statements
Vision Scale
The vision is to build a global allergy business by offering an 
automated instrument for a large product range to meet the 
workflow needs of larger laboratories as well as to continue  
to grow the two key product technologies, the Genarrayt
®
 
microarray test and Food Detective
®
 for Food Intolerance. 
The scale of the Group has been transformed with  
the successful acquisition of the allergy business  
and the appointment of a number of senior key people.
Overview
01 Highlights
02 Company Overview
04 Breadth
06 Vision
08 Scale
Business Review
10 Chairman’s Statement
12 Chief Executive’s Review
14 Financial Review
16 Strategy and KPIs
18 Board of Directors
Governance
20 Directors’ Report
22 Directors’ Remuneration Report
24 Corporate Governance Report
26 Statement of Directors’ Responsibilities
Financial Statements
27 Independent Auditor’s Report 
28 Consolidated Statement of Comprehensive Income
28 Adjusted Profit before Taxation
29 Consolidated Balance Sheet
30 Consolidated Statement of Changes in Equity
31 Consolidated Cash Flow Statement
32 Company Balance Sheet
33 Company Statement of Changes in Equity
34 Company Cash Flow Statement
35 Notes to the Financial Statements
64 Notice of Annual General Meeting
68 Advisers
+
27%
 
Sales
(+12% like-for-like)
+
21%
Food Intolerance 
revenue
+
8%
Infectious 
Disease/ 
Other revenue
+
30%
 
Gross profit
(+12% like-for-like)
59.6%
Gross margin 
level
+
25% 
Adjusted PBT*
*  Adjusted profit before taxation is derived by taking statutory profit before tax of £105k (2010: £210k) and adding back IFRS-related  
discount charges of £22k (2010: £95k), amortisation of intangible assets of £193k (2010: £109k), share-based payment charges of  
£8k (2010: £178k), acquisition costs of £412k (2010: £Nil) and fair value adjustments to financial derivatives of -£4k (2010: -£3k).
01
Annual Report and Accounts 201 1 
www.omegadiagnostics.com
Read more  
on page 6
Read more  
on page 8 Annual Report and Accounts 201 1 
www.omegadiagnostics.com
02
Company Overview 
Omega Diagnostics currently operates  
in the fields of Allergy and Autoimmune,  
Food Intolerance and Infectious Disease.  
The acquisition of the IVD allergy  
business combined with the follow on 
instrumentation strategy will substantially  
increase the scale of the Group.
Food Intolerance
Specialising in the research, 
development and production  
of kits to aid the detection  
of immune reactions to food.
What does this cover?
Certain Food Intolerances are caused by an immune 
response associated with a food protein. Detection  
of these IgG antibodies can be helpful in managing  
Food Intolerance and associated symptoms. The Group’s 
products detect IgG antibodies to food proteins, which 
are characteristic of disease states such as Celiac 
Disease and Crohn’s Disease. 
Product information
Tests patients for reactions to different foods. Provides 
clinical analysis to the general public, clinics and health 
professionals as well as supply of consumer facing  
Food Detective
®
 kit.
What does this cover?
Allergy testing involves initial screening to detect the 
presence of IgE antibodies followed by testing against 
allergen groups to narrow down the cause of the allergic 
reaction. Confirmation is then obtained by carrying out  
a more detailed test against a small number of specific 
allergens to identify specific causes. Autoimmune 
diseases are caused by the body’s immune system 
attacking healthy cells, organs, or tissues in the body.  
The Group’s products detect antibodies produced by the 
patient in response to various disease states including 
microarterial diseases, connective tissue diseases,  
liver disease, rheumatoid arthritis and thyroid disease.
Product information
Supply of test kits that can test for reactions against  
more than 600 allergens as well as test kits for various 
autoimmune diseases.
Allergy and  
Autoimmune testing
Specialising in the research, 
development, production and 
marketing of in-vitro allergy  
and autoimmune tests used  
by doctors to diagnose  
patients with allergies or 
autoimmune diseases.
What does this cover?
The Group’s products detect either the infectious  
disease agents, such as bacteria or viruses (antigens)  
or antibodies produced in response to the infection.  
The main Infectious Disease detected using the  
Group’s products is Syphilis.
Product information
Supply of test kits to test for various Infectious Diseases 
including Tuberculosis, Typhoid, Dengue Fever, Chagas 
Disease and Malaria.
Infectious Disease/Other
Specialising in the research, 
development, production  
and marketing of kits to aid  
the diagnosis of Infectious 
Diseases. Overview
Business  
Review Governance
Financial  
Statements
Annual Report and Accounts 201 1 
www.omegadiagnostics.com
03
£983k
28%
£550k
19%
£37k
2%
£157k
24% 
£406k
14%
£386k
15%
2011 Segment Adjusted Profit before tax* 2010
2011 Segment Adjusted Profit before tax* 2010
2011 Segment Adjusted Profit before tax*
*  percentages above show segment adjusted profit before tax as a percentage of segment sales.
2010
Geographic  
Presence
Distribution
Direct Presence Annual Report and Accounts 201 1 
www.omegadiagnostics.com
04
1 2
4
7 6
3
5
Going for growth with
Breadth
Product breakdown
£506k
£293k
£81k
£75k
£955k
Allergendisc
IgE ELISA
Other
ECP
TOTAL
The acquisition of the allergy  
business gives the Group control  
of current annual revenues of €4m  
as well as access to a large bank  
of over 600 allergens.
1
4
6
2 3 Insects
Foods
Seafood
5
7
Nuts
Pollens
Pets Dust mites Overview
Business  
Review Governance
Financial  
Statements
Annual Report and Accounts 201 1 
www.omegadiagnostics.com
05
£955k 
Total sales of Omega 
Diagnostics GmbH  
3 month trading period.
Case study:
Allergopharma
On 21 December 2010 the Group acquired  
the in-vitro allergy business and certain assets 
from Allergopharma Joachim Ganzer KG.
The business specialises in the research, 
development, production and marketing  
of in-vitro allergy tests used by doctors to 
diagnose patients with allergies. The business 
supplies test kits that can test for reactions 
against more than 600 allergens. 
The product range uses ELISA technology to 
test the serum of allergic patients. The product 
range comprises test kits and allergen discs as 
well as Allergodip, a Point of Care assay used 
to diagnose type 1 allergies such as allergic 
asthma, eczma and gastrointestinal allergies. 
The production facility is based in Reinbek, 
Hamburg, Germany.
The acquisition of the IVD business is intended 
to increase value for Shareholders through  
a two stage three-part strategy:
•	 	 C u rr en t 	 I VD 	 b us i n ess 	 al l er gy 	 pr od uct s 	 w i l l	
be sold throughout the existing Omega 
international distribution network.
• 	 	 D e v e l o p i n g 	 a n 	 i n s t r u m e n t a t i o n 	 s t r a t e g y	 
for performing allergy diagnostics through 
an automated ‘closed system’ through an 
agreement with Immunodiagnostic Systems 
Holdings Plc – developing this automated 
instrument will offer a platform to meet the 
needs of larger laboratories and allow 
increased revenue generation.
•	 	 Ap p l y 	 t h e 	 Gr o u p ’ s 	 e x i st i n g 	 Gen arrayt
®
 
microarray test platform to IgE allergy 
screening. Automation of the test procedure 
will allow more rapid processing of higher 
test volumes.
The acquisition of the IVD business is  
intended to increase value for Shareholders. Annual Report and Accounts 201 1 
www.omegadiagnostics.com
06
Vision
As part of the strategy to build a global allergy 
business, the Group has been successful in 
exclusively licensing the use of Immunodiagnostic 
Systems IDS-iSYS automated system for allergy 
testing on a global basis, thus having the potential  
to offer an instrument capable of meeting the 
workflow needs of larger laboratories.
The Group will also adapt its in-house microarray system to provide a broad  
screening option for allergy testing, providing a choice of diagnostic approaches  
to allergy specialists and also aims to use the platform to develop a panel  
of autoimmune tests.
Going for growth with
Significant global opportunity Automated system Large allergen bank Overview
Business  
Review Governance
Financial  
Statements
Annual Report and Accounts 201 1 
www.omegadiagnostics.com
07
The Directors believe that there is an 
opportunity to enter the global allergy testing 
market which is currently dominated by one 
large multinational company. The Directors’ 
preferred approach, rather than incurring 
large development costs, with long timelines 
to market launch of a new instrument, is to 
licence the IDS-iSYS instrument. 
This is a proven instrument already 
established in immunoassay testing for 
multiple applications, which the Directors 
believe, after discussions with IDS technicians, 
requires only minor modifications to produce 
a competitive working system for allergy 
testing that will be able to process a higher 
volume of tests and thereby increase 
revenues for the Group. 
Product feature 1
The flexible IDS-iSYS system 
will bring efficiency benefits 
to the laboratory stemming 
from automated processing 
of the allergy testing 
work-load.
Product feature 2
All assay steps will be 
carried out on-board the 
instrument, eliminating  
the need for manual 
interventions. Bar-coding 
and other automation 
features will reduce the 
potential for error.
Product feature 3
An extensive test menu of 
600+ allergens is envisaged.
Case study:
IDS-iSYS
Assay development time will be extensive  
due to the large number of individual allergy 
tests required on the test menu and this 
requires development funding which was 
secured as part of the successful placing  
in December 2010.
The agreement to licence the IDS-iSYS 
instrument was signed on 25 March 2011  
and, combined with access to the large 
number of allergens through the IVD  
business, provides a major opportunity  
to build a strategically coherent presence  
in the expanding allergy market.
The flexible IDS-iSYS system will bring  
efficiency benefits to the laboratory.
600+ 
An extensive test menu of  
600+ allergens is envisaged. Annual Report and Accounts 201 1 
www.omegadiagnostics.com
08
Scale
Omega has made key appointments  
to its senior management team.
Uk
12%
of total Group revenue
£957,788 
+11%
Allergy and Autoimmune
£53,544 (-35%)
Food Intolerance 
£590,936 (+9%)
Infectious/Other
£313,308 (+75%)
Allergy and Autoimmune
£1,091,696 (+522%)
Food Intolerance 
£1,876,106 (+16%)
Infectious/Other
£525,135 (+28%)
Europe
44%
of total Group revenue
£3,492,937 
+63%
Allergy and Autoimmune
£4,319 (-38%)
Food Intolerance 
£159,720 (-2%)
Infectious/Other
£102,899 (-25%)
North America
3%
of total Group revenue
£266,938 
-13%
Going for growth with
Aged 52, Edward Valente joined Omega as Allergy 
Systems Director in March 2011 and has responsibility 
for the development of new allergy products for the 
Group. He has been in the diagnostics industry for  
28 years. 
After completing his studies in organic chemistry in Glasgow, 
his career started in 1983 at Amersham International. There 
he held scientific and managerial positions in clinical diagnostics 
research and development. He then joined Shield Diagnostics 
in 1988 and held managerial positions in R&D and marketing. 
Latterly, he has been responsible for market development  
of new markers, including clinical studies, and design and 
development of immunoassay products on automated 
platforms for industry majors. 
Edward Valente, PhD 
Allergy Systems Director
... in the diagnostics  
industry for 28 years. Overview
Business  
Review Governance
Financial  
Statements
Annual Report and Accounts 201 1 
www.omegadiagnostics.com
09
Aged 50, Ernst Mohler joined Omega Diagnostics GmbH  
as Interim General Manager in October 2010 and has taken 
up the permanent position of Managing Director of the 
Company with effect from 1 May 2011. He has been 
instrumental in leading the seamless integration of the  
IVD business acquired from Allergopharma Joachim 
Ganzer kG. 
He has gained extensive experience in the life science industry 
for more than 20 years. After graduating with a Master of 
Business Administration, he started his career at Schering AG  
in 1988 and held different positions in the international division, 
controlling finance and supply chain areas. 
In 1998 he joined the German subsidiary of the Spanish life 
science group Grupo Ferrer Internacional S.A., first as Finance 
Director and later as Managing Director. In 2008 he established 
himself as an interim manager and led a post-merger integration 
project for CompuGroup Medical AG in the Middle East. 
Allergy and Autoimmune
£3,953 (-13%)
Food Intolerance 
£49,134 (+95%)
Infectious/Other
£308,077 (+3%)
South/Central America
5%
of total Group revenue
£361,164 
+10%
Allergy and Autoimmune
£152,062 (+4%)
Food Intolerance 
£467,551 (+9%)
Infectious/Other
£733,119 (-7%)
Asia and Far East
17%
of total Group revenue
£1,352,732 
-1%
Allergy and Autoimmune
£233,631 (-3%)
Food Intolerance 
£415,662 (+141 %)
Infectious/Other
£821,184 (+6%)
Africa and Middle East
19%
of total Group revenue
£1,470,477 
+24%
Ernst Mohler, MBA 
Managing Director, Omega Diagnostics GmbH
... gained extensive experience 
in the life science industry  
for more than 20 years.
+134% 
Allergy and Autoimmune revenue 
up by 134%. Annual Report and Accounts 201 1 
www.omegadiagnostics.com
10
Chairman’s Statement 
The potential for the Group has been transformed  
with the successful acquisition of a leading  
German-based allergy business.
The current instrument  
systems are used in  
laboratories in Germany  
and there is export  
potential through the  
Omega worldwide  
distribution network.
Dear Shareholder
I am pleased to report the progress  
we have made this year, particularly  
in driving the continued growth of Food 
Intolerance products, along with the 
successful fundraising and acquisition  
of Allergopharma’s IVD Allergy business.
Strategy
The strategy to achieve growth through 
acquisition took a major step forward in the 
year, with the completion of the acquisition  
of Allergopharma’s allergy business in 
December. As well as gaining control of the 
existing business in Germany with annual 
revenues of approximately €4m, we have also 
gained access to a large bank of over 600 
allergens. As part of the strategy to build a 
global allergy business, we sought to expand 
the market potential by identifying the need  
to offer an automated instrument for such  
a large product range to meet the workflow 
needs of larger laboratories. To this end, the 
Group was successful in exclusively licensing 
the use of Immunodiagnostic Systems’ 
IDS-iSYS automated system for allergy testing 
on a global basis. Whilst it will take time to 
develop tests on this platform, I believe the 
combination of a large number of allergens 
and the proven capabilities of the IDS-iSYS 
system provides a major opportunity to build 
a strategically coherent presence in the 
expanding allergy market. We also aim to 
adapt our in-house microarray system to 
provide a broad screening option for allergy 
providing a choice of diagnostic approaches 
to allergy specialists and if successful, we  
will also look to use the microarray platform  
to develop a panel of autoimmune tests.
Within our underlying business, we have 
previously recognised the need for continued 
growth of the Food Intolerance business  
and I am pleased to report that this division 
has again delivered growth in turnover.  
Sales of Genarrayt
®
 systems and reagents 
have continued to perform with combined 
revenues of close to £1.7m compared to just 
over £1m last year. Elsewhere, our Infectious 
Disease business benefited from a full year  
of ownership of Co-Tek with sales of bacterial 
suspensions of £349k versus £176k the  
year before.
After the year end, we also announced a 
distribution agreement with Toyota for Food 
Detective
®
 in the United States. Whilst it will 
take some time to complete the regulatory 
procedures, this will also be the first time the 
Group has been able to initiate a strategy  
of potentially building a presence in the US.
Financial
Turnover for the Group increased to £7.9 
million (2010: £6.2 million), an increase of 27% 
over last year, and includes three months of 
post acquisition trading from our German 
business. On a like-for-like basis excluding 
the acquisition, turnover has increased by 
12% over the previous year. On the measure  Annual Report and Accounts 201 1 
www.omegadiagnostics.com
11
Overview
Business  
Review Governance
Financial  
Statements
of profit, we consistently report on adjusted  
profit before tax so shareholders can more 
easily gauge our performance as compared 
to external market forecasts. The Group 
achieved an increase in adjusted profit before 
tax of 25% to £736k. This figure is arrived at 
by taking statutory profit before tax of £105k 
and then adding back analyst-adjusted items 
including IFRS-related discount charges of 
£22k, amortisation of intangible assets of 
£193k, share-based payment charges of £8k, 
acquisition costs of £412k, and fair value 
adjustments to financial derivatives of (£4k).  
In line with revised accounting standards, 
acquisition-related costs are now charged 
through the income statement which is a 
change over previous years. 
Net finance costs have reduced further to £31k 
(2010: £97k) as the Company has continued  
to benefit from the benign environment for 
interest rates along with a continued reduction 
in loan balances and unwinding of discounts. 
The Group achieved an adjusted profit after 
tax of £662k being adjusted profit before tax  
of £736k less the tax charge of £74k. This 
resulted in adjusted earnings per share of  
1.7p (2010: 3.1p). Statutory profit after tax 
amounted to £31k (2010: £187k) which resulted 
in earnings per share of 0.1p versus earnings 
per share of 1.0p in the previous year. 
In recognition of our presence in the allergy 
market, we are also amending the way we 
manage, review and report the performance  
of the business into three key segments; Food 
Intolerance, Allergy and Autoimmune and 
Infectious Disease/other. Where central costs 
are not allocated to any specific segment, 
these are shown as corporate costs and 
excluded from the divisional reporting results.
Food Intolerance
The Food Intolerance division benefited from 
the continued growth in Genarrayt
®
 systems. 
Total systems placements reached 95 by the 
end of the year and the relatively low cost  
per system means we continue to generate 
revenue from this activity with sales this year 
of £192k (2010: £213k). Reagent sales grew 
substantially, particularly in Spain, and total 
revenues reached £1.5 million compared to 
£0.8 million last year.
Food Detective
®
 volumes grew following 
progress in supplying bulk components into 
China such that annual volumes reached  
over 41,000 compared to over 34,000 the  
year before. Food Detective
®
 revenues fell 
marginally from £790k to £772k reflecting  
the mix towards bulk component supply but 
future growth is foreseen in countries beyond 
Europe which has historically underpinned 
much of the growth to date. 
Overall, the Food Intolerance division 
generated revenues of £3.6 million compared 
to £3.0 million the year before and adjusted 
profit before tax grew to approximately  
£1.0 million from £0.6 million.
Allergy and Autoimmune
In June last year, we set up Omega 
Diagnostics GmbH (‘Omega GmbH’)  
to acquire the allergy business from 
Allergopharma Joachim Ganzer KG,  
a transaction which completed on 21 
December 2010. Omega GmbH incurred 
costs of approximately £90k in advance of 
acquiring the allergy business and incurred 
costs of a one-off nature of £120k between 
the acquisition and the end of the year. 
Divisional turnover was approximately £1.5 
million versus £0.7 million the previous year 
reflecting three months of trading through 
Omega GmbH not present last year. Sales of 
autoimmune products fell by 11% to £584k 
(2010: £658k) reflecting increased competition 
from other companies, who are able to  
supply more automated solutions although 
developing our in-house microarray system 
may, in part, address this issue. Given the 
investment costs within Omega GmbH I have 
referred to, the adjusted profit before tax of 
this division was £37k compared to £157k  
the year before. Excluding these start up 
costs, underlying profitability in this division 
would have been over £200k. However, in  
the years ahead we see this division as having 
the potential to provide significant growth 
opportunity and I have alluded to the means 
of achieving this in the strategy section above.
Infectious Disease/Other
Our Infectious Disease division continues to 
operate in a price competitive environment 
across all the continental regions. Sometimes 
however, the supply of a quality product can 
make the difference and we have seen some 
business regained, particularly in Russia, 
where we lost out previously on price but 
have won back a customer for our Syphilis 
Immutrep™ product on quality and reputation. 
Following the acquisition of Co-Tek in 2009, 
we have also seen some growth both in our 
Micropath™ range of bacterial suspensions, 
particularly in Africa and the Middle East, and 
increased supply through UK OEM contracts. 
Overall, divisional turnover was approximately 
£2.8 million (2010: £2.6 million) and yielded an 
adjusted profit before tax of £406k (2010: £386k).
Balance sheet
Following the acquisition in the year, the 
Group has intangible assets of £9.6 million 
(2010: £5.2 million) at the year-end comprised 
of goodwill of £5.0 million and intangible 
assets of £4.6 million. Those assets purchased 
as part of a business combination, where 
capable of being separately identified, are 
valued in line with current IFRS practice.  
Also included within intangible assets are 
paid and contracted licence fees due under 
the agreement signed with IDS. The Group 
performs annual impairment reviews and 
remains comfortable with the carrying value 
of its intangible assets given the growth  
and results for the year just ended along  
with future prospects.
Further to the placing of new shares in the 
year to raise funds (see below), the Group  
has eliminated its net debt position and now 
has net cash at the year-end of £0.4 million 
(2010: net debt of £1.26 million).
Fund raising
In December, the Company successfully 
raised £7.75 million (before expenses) via the 
placing of 64,583,350 new ordinary shares  
to fund the acquisition of the German allergy 
business and the development of the new 
instrumentation strategy I refer to above (see 
strategy section). We are very grateful for the 
support of our existing and new shareholders 
and hope to deliver a growth in value based 
on our outlined strategy.
Board and employees
I am grateful for the work and effort of all 
employees who ensured we have again 
delivered a promising set of results. I am  
also pleased to report that after the year-end, 
we appointed Jag Grewal as Group Sales  
and Marketing Director. We have also 
strengthened the senior management team 
with the appointment of Mr Ernst Mohler as 
Managing Director of Omega Diagnostics 
GmbH and Dr Edward Valente as Allergy 
Systems Director and I look forward to 
working with Andrew and the expanded  
team to deliver the new potential that now 
exists within the Group.
Outlook
Trading in the first quarter of the year is  
in line with management expectation and  
we are optimistic for the export potential  
of the existing allergy products, having 
recently showcased these at an international 
trade show. Our ability to grow strategically  
in the allergy space is predicated on our 
ability to develop new tests on the IDS-iSYS 
system and the early signs from the 
development programme are cause for 
encouragement.
I look forward to updating you throughout  
the year.
David Evans
Non-executive Chairman
1 July 2011 Annual Report and Accounts 201 1 
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12
Chief Executive’s Review 
Our latest acquisition of the Allergy IVD business of Allergopharma 
in December 2010 provides us access to the high value allergy 
testing market. We believe that this acquisition, together with 
two high profile instrument development programmes, will  
be transformational for the Group going forward which will 
significantly enhance the Group’s growth prospects.
I am pleased to report that the Group has 
seen an increase in revenue for the year  
to £7.90 million, some 27.4% ahead of last 
year’s figures (2010: £6.20 million) with 
like-for-like sales increasing by 12%. 
Strategy
While increasing revenue and profits through 
organic growth, significant progress was 
made in the year by acquiring the business 
and certain assets of the Allergy IVD business 
of Allergopharma. The allergy tests acquired 
complement the Group’s core Food Intolerance 
product offering. As well as the acquisition,  
it was recognised that to add more value we 
would need to enhance the future product 
offering by developing two new instrument 
systems which would allow us to access higher 
volume testing laboratories. (See Research 
and development).
Food Intolerance
Food Intolerance testing has seen growth  
of 21% in the year resulting in sales of  
£3.56 million (2010: £2.95 million).
For the Genarrayt
®
 laboratory system and 
on-going reagent sales we have seen good 
growth in sales to £1.68 million (2010: £1.04 
million). This growth has been achieved by  
the installation of 38 new systems as well as 
increasing the number of countries active with 
Genarrayt
® 
by six. This now brings the total 
number of installed systems to 95 since launch. 
Sales of Genarrayt
®
 systems fell slightly to 
£192k (2010: £212k) but sales of reagent kits 
increased dramatically to £1.49 million (2010: 
£828k). This shows the pull through effect of 
promoting Food Intolerance testing by placing 
new instruments and promoting test usage in 
partnership with our distributors.
The Food Detective
®
 test for Food Intolerance 
has seen sales fall marginally to £772k (2010: 
£790k). The number of countries where we 
have now sold product has continued to 
increase to 54 (2010: 46) with an increase in 
volumes to 41,665 kits (2010: 34,241). These 
volumes included bulk components supplied 
to a Chinese customer who assembles the 
kits locally with the effect that revenue  
has fallen marginally. The process of product 
registration in China is still proceeding but  
we are still managing to secure small sales  
for market seeding and evaluation purposes. 
Product registration has recently been 
achieved in India for an Indian specific test 
panel and the product was launched in 
February 2011 by our partner in India,  
Thermo Fisher Scientific. 
The UK market for Food Detective
®
 has seen 
a reduction in sales to £127k (2010: £216k) 
following a move to using professional 
re-sellers with lower transfer pricing in return 
for higher volume sales. In response to this 
result we have taken steps to return to  
direct selling ourselves by using web-based 
“ We fully expect that our 
anticipated growth in  
the BRIC countries will  
yield major growth.”
BRIC Country Information
2011 Sales
£219,861
£89,287
£498,623
£96,557
£904,328
Brazil
Russia
India
China
TOTAL
2010 Sales
£146,630
£12,776
£479,696
£64,817
£703,919
Brazil
Russia
India
China
TOTAL Annual Report and Accounts 201 1 
www.omegadiagnostics.com
13
Overview
Business  
Review Governance
Financial  
Statements
marketing activities and targeted marketing  
to key customer groups. The testing services 
for Food Intolerance and other related tests 
have shown an increase in business to £452k 
(2010: £371k) which has mainly been due  
to increased sales to offshore accounts  
who send samples into the CNS laboratory 
for testing.
After the year end we signed an agreement 
with Toyota Tsusho America Inc for distribution 
of Food Detective
®
 in the United States. There 
is an anticipated timeline of approximately  
one to two years to gain clearance by the US 
Food and Drug Administration (‘FDA’) before 
we can start selling the product but we believe 
the potential market to be substantial.
Allergy/Autoimmune Disease
Allergy
Since acquiring the Allergy range in 
December 2010 sales of £955k have been 
achieved which has been dominated by sales 
to the German domestic market. Export sales 
to Russia and Poland have commenced and  
it is the growth of export sales through the 
Omega distribution network that is a priority 
for the Financial Year ahead.
Autoimmune Disease
Sales of autoimmune tests decreased  
by 11% to £584k (2010: £658k) as a direct 
result of not being able to supply a dedicated 
instrument platform in an increasingly 
automated market. We see further reductions 
in this business likely unless we can offer  
an instrument platform or technology to 
compete in this market. The application  
of the Genarrayt
®
 microarray technology  
to autoimmune disease testing still remains  
a possibility but other options are also being 
explored.
Infectious Disease/Other tests
Sales of Infectious Disease and Other tests 
increased to £2.80 million (2010: £2.59 million) 
for the year representing an increase of 8% 
which reversed the trend over recent years. 
This was in part due to increased sales of the 
Micropath
®
 stained bacterial suspensions 
produced by our Co-Tek subsidiary which  
we acquired in September 2009. Other 
growth came from regaining previously lost 
business and new OEM contract wins with 
our Immutrep
®
 Syphilis product range.
Distribution network
Growth has been recorded in most 
geographic regions of the world with the 
exception of North America which reduced  
by 13% to £267k (2010: £307k) due to lost 
tenders in several markets. The Asia/Far East 
region dropped marginally by 1% to £1.35 
million (2010: £1.36 million). These reductions 
were more than offset by good growth in 
Africa/Middle East with sales rising by 24%  
to £1.47 million (2010: £1.19 million) and  
in the UK/European market by sales rising 
48% to £4.45 million (2010: £3.01 million)  
as a result of the new additional allergy tests 
from our German subsidiary and strong 
performance with key users of the Genarrayt
®
 
Food Intolerance products. Sales to South/
Central America rose by just over 10% to 
£361k (2010: £328k).
In last year’s Report I mentioned the good 
growth rates being experienced in the IVD 
sector in Brazil, India and China. In the year, 
we have made efforts to concentrate on and 
expand our business in the BRIC group of 
countries (Brazil, Russia, India and China)  
and we have achieved some success in three 
out of the four target countries. In Brazil we 
increased sales by 50% across the Group, 
achieving total sales of £220k (2010: £147k),  
in Russia we increased sales by over 500%  
to £89k (2010: £13k) and in China we increased 
sales by 49% to £97k (2010: £65k). Only India 
showed marginal growth at 4% with sales 
rising to £499k (2010: £480k). However,  
with the signing of the Food Detective
®
 
distribution agreement with Thermo Fisher 
Scientific in the latter part of the year, we 
expect this to provide a positive impact in  
the year ahead. Several other initiatives are 
being explored to enhance our growth in 
these key countries.
Research and development
Our move into the allergy testing market now 
drives our R&D activity with the development 
of two new allergy instrument platforms,  
both of which are being funded by the 
Allergopharma acquisition fund-raising.
1. IDS-iSYS – in March 2011 we signed  
an exclusive Licence Agreement with 
Immunodiagnostic Systems Holdings plc 
(IDS) for the worldwide rights to develop 
and distribute allergy tests on its successful 
and US FDA-cleared IDS-iSYS automated 
instrument. IDS will supply the instruments 
and other consumables necessary to 
enable us to develop and distribute allergy 
tests through our worldwide distribution 
network. Although the development will 
take around one year to complete, the early 
signs are encouraging.
2. Genarrayt
®
 – we are aiming to apply  
the expertise used to develop and produce 
the IgG Food Intolerance microarray 
technology to routine IgE allergy testing. 
This requires development and adaptation 
of the existing technology so that it can be 
used on an automated testing instrument 
which will allow the test to be used in 
higher test volume laboratories. Initial 
feasibility studies have proven successful 
but a substantial effort is still required 
before a product and new instrument  
can be launched.
Work was also completed on an Indian variant 
of the Food Detective
®
 macroarray test which 
completed its registration formalities during 
the year and was formally launched in India  
in February 2011.
Outlook
The outlook for the new financial year is very 
encouraging with the addition of the allergy 
test range and with other organic growth 
opportunities being actively pursued. There are 
still difficulties with some Eurozone countries 
but we fully expect that our anticipated growth 
in the BRIC countries will yield major growth 
going forward and counter any negative effects 
experienced elsewhere in the world.
The recent announcement of 19 May 2011  
regarding Cinven’s intended disposal of 
Phadia to Thermo Fisher Scientific on a 6.7x 
multiple of revenue and 16.6x EBITDA only 
goes to show the high valuations possible in 
the world of allergy testing. With our recent 
acquisition and the new development 
programmes which we have commenced in 
this year, it is our ambition to add significant 
value to the Group. Going forward we expect 
to see this reflected in a share price which 
more accurately reflects the true value of  
the Group.
Andrew Shepherd
Chief Executive
1 July 2011 Annual Report and Accounts 201 1 
www.omegadiagnostics.com
14
Financial Review 
The successful placing to raise £7.75 million  
has enabled the Group to acquire a presence  
in the highly attractive allergy market.
The Group has reported an increase  
in adjusted profit before tax of 25%, up  
to £735,831 (2010: £589,511). The Group 
reports on adjusted profit before tax 
(excluding IFRS-related items of share-
based payment charges, amortisation  
of intangible assets, discount charges,  
fair value adjustments to financial 
derivatives and acquisition costs) to 
provide a better understanding of the 
results of our normal trading activities 
compared to external research forecasts. 
In the year, the Group set up Omega 
Diagnostics GmbH (‘Omega GmbH’),  
a wholly owned subsidiary, to acquire the 
IVD Allergy Business from Allergopharma 
which completed at the end of December 
2010. The Group results contain the 
results of Omega GmbH, which include 
costs incurred before the acquisition  
of the IVD Allergy Business as well as  
the contribution from three months of  
trading for the period from acquisition  
to 31 March 2011. The Group is also  
now reporting across three main divisions 
comprised of Food Intolerance, Allergy/
Autoimmune and Infectious Disease/Other.
Trading activities
Revenue
Total revenue for the year grew by 27% to 
£7,902,036 (2010: £6,198,742). On a like-for-
like basis excluding the allergy revenue from 
Omega GmbH, sales grew by 12%. On a 
divisional basis, revenues were as follows:
Food Intolerance
Revenue for our Food Intolerance division 
underwent good organic growth of 21%  
to £3,559,110 (2010: £2,953,040). Sales of 
Genarrayt
®
 systems and kits had a strong 
performance, particularly in certain European 
and Middle Eastern countries and the 
provision of consumables to an overseas 
customer to enable them to launch their own 
Foodprint
®
 laboratory service has also met 
with some success.
Allergy and Autoimmune
Revenue from the Allergy and Autoimmune 
division was supplemented by the acquisition 
of the Allergy IVD Business of Allergopharma 
in December 2010. Allergy revenue in the 
three months of trading post acquisition 
amounted to £955,153, the majority of which 
is derived in Germany from sales to end-user 
doctor practices. Sales of Autoimmune 
products decreased in the year by 11% due  
to the activity of competitors able to offer 
more automated instrumentation solutions, 
particularly in Italy and the UK.
Infectious Disease/Other
The Infectious Disease division operates  
in the most price competitive sector of the 
IVD market. Despite this, revenue from this 
division has grown by 8% to £2,803,720 
(2010: £2,587,818). The division benefited  
from a full year of revenue through our Co-Tek 
subsidiary which supplies products for 
bacterial infections. We were also successful 
with our Immutrep
®
 range of Syphilis products 
in Russia, winning back business lost in 
previous years and in Brazil, gains were made 
across a range of products. These increases 
in sales more than offset reductions seen  
in Australia and Iran. 
Gross profit
Gross profit for the year was £4,706,294 
(2010: £3,616,220) yielding a small overall 
improvement in gross margin percentage  
to 59.6% (2010: 58.3%). However, the 
performance in the second half of the year 
has shown a bigger improvement, yielding  
a margin of 61.1% compared to 57.4% in the 
first half of the year. This is primarily down  
to two factors; firstly, the benefits of higher 
margins achievable in the allergy sector and 
secondly, a reflection of twice as many 
Genarrayt
®
 systems being sold in the first half 
compared to the second half and on which 
lower margins are returned. We expect the 
gross margin to continue to increase in the 
future as more of the divisional mix will shift  
to the higher margin allergy business.
Administration costs
Administration costs have increased by 
£1,000,202 to £3,508,810 (2010: £2,508,608). 
The single largest rise is attributable to 
additional costs of £521,102 (2010: £Nil) 
through Omega GmbH which includes 
£74,155 (2010: £Nil) of intangible asset 
amortisation and £32,117 (2010: £Nil) of 
depreciation through this entity itself. Also 
included are acquisition-related costs of 
£412,045 (2010: £Nil) following the adoption  
of IFRS3 Revised which requires such costs 
to be shown through the income statement as 
opposed to the balance sheet as previously.
The remaining net increase of £67,055 may  
be accounted for as follows; intangible asset 
amortisation at Group level (i.e. additional  
to £74,155 above) has increased by £10,002 
reflecting a full year of ownership of Co-Tek. 
Depreciation excluding GmbH has increased 
by £9,251 reflecting the growth in the capital 
asset base. General headcount and 
infrastructure costs have risen by £218,304 in 
line with the increasing size of the Group and 
share-based payment charges have reduced 
by £170,502 which reflects the end of the 
vesting period in the prior year of a large block 
of share options granted in December 2008.
Selling and marketing costs
Selling and marketing costs have increased 
by £268,395 to £1,069,027 which is 
predominantly down to the additional costs 
through Omega GmbH. 
Adjusted profit before tax
As mentioned above, the Group reports 
adjusted profit before tax to provide 
shareholders with the measure of profit for  
a better comparison with external market 
forecasts. The adjusted profit before tax  
for the year increased by 25% to £735,831 
(2010: £589,511). There is a full reconciliation 
on page 28 between adjusted profit before 
tax highlighted here and the statutory profit 
before tax of £105,124 (2010: £210,008).
In line with the new divisional reporting 
structure, the adjusted profit before tax  
of each division is summarised as follows:
Food Intolerance
This division reported adjusted profit of 
£983,285 (2010: £550,053) providing a net 
contribution of 28% (2010: 19%) the growth of 
which is primarily represented by the increase 
in the higher margin Genarrayt
®
 business  
in Spain. This division remains the largest 
segment of the Group at present and continues 
to offer growth, especially in BRIC countries 
as highlighted by Andrew on page 12. Annual Report and Accounts 201 1 
www.omegadiagnostics.com
15
Overview
Business  
Review Governance
Financial  
Statements
Allergy and Autoimmune
This division reported adjusted profit of 
£36,604 (2010: £157,058) providing a net 
contribution of 2% (2010: 24%). The apparent 
reduction is accounted for by the setting up  
of Omega GmbH prior to the acquisition of 
the German Allergy Business. Costs of 
£90,420 were incurred prior to the acquisition 
to ensure key people and systems were 
organised and implemented, reflecting the 
‘carve-out’ nature of the transaction and the 
need to ensure the acquired business was 
functionally operational from day one. A large 
element of this cost was the hiring of key 
personnel on an agency basis which provides 
for a quicker appointment but is traditionally 
more expensive than hiring on a permanent 
basis. The higher level of cost continued to be 
incurred up until the year-end but we have 
been fortunate in converting two people into 
permanent positions after the year end which 
will save resources going forward.
Infectious Disease/Other
This division reported adjusted profit  
of £405,874 (2010: £386,102) and a net 
contribution of 14% (2010: 15%). As noted 
above, this sector is the most competitive 
sector in which the Group operates and  
is the most mature by product range. 
Nevertheless, the Group has managed  
to maintain performance and will continue  
to look at niche opportunities.
Corporate costs
Centralised costs which are regarded as not 
relating to any division in particular are treated 
as corporate costs within our segmental 
reporting as highlighted on page 40.
Finance costs
Finance costs reduced further in the year to 
£33,052 (2010: £97,909) principally due to lower 
discount unwinds of £72,990 on the vendor loan 
note and the falling away of Genesis-related 
earn-out payments which were finally settled 
last year. Interest on bank borrowings and 
finance leases reduced by £17,069, reflecting 
the average reduction in borrowing levels and 
net gains on financial derivatives. Currency 
gains on US dollar borrowings reduced by 
£25,202 but still showed a small gain overall  
of £16,776 (2010: £41,978). 
Taxation
There is a tax charge of £73,667 (2010: 
£22,909) in the year, comprising a charge for 
current tax of £125,148 (2010: £33,177) and a 
deferred tax credit of £51,481 (2010: £10,268). 
The apparent rise in the tax charge compared 
to unadjusted profit before tax is due to the 
non-deductibility of acquisition-related  
costs and intangible asset amortisation for 
tax purposes. Prior year adjustments to the 
tax charge arise when there are differences 
between estimated figures chargeable to tax 
and final tax computations.
Earnings per share
Adjusted earnings per share (EPS) amounted 
to 1.7p (2010: 3.1p) and is arrived at by taking 
adjusted PBT of £735,831 minus the tax 
charge of £73,667 and dividing by 38,278,631 
being the weighted average number of shares 
in issue for the year. The IFRS measure of 
EPS amounted to 0.1p in the year (2010: 1.0p).
Acquisitions
Acquisition of IVD Allergy  
Business from Allergopharma
During June 2010, the Group set up Omega 
Diagnostics GmbH as a wholly owned 
subsidiary with the purpose to acquire the 
Allergy Business previously belonging to 
Allergopharma in Reinbek, Germany. The 
transaction completed on 21 December  
2010 following the successful placing of new 
shares to raise funds to meet the acquisition 
price. The Group paid a cash consideration of 
£4.9 million after working capital adjustments 
at completion and related acquisition costs 
amounted to £1.1 million. There is further 
detail in note 8 to the Financial Statements.
Treasury operations
Currency management
The Group conducts its operations in three 
main currencies being sterling, euros and US 
dollars. In the case of transactions in euros  
and US dollars, the Group may be exposed  
to fluctuations in the rates of exchange against 
sterling. Where possible, the Group operates  
a natural hedge by entering into transactions  
of both a buying and selling nature that limits 
the risk of adverse exchange rate losses. The 
Company continues to hold a portion of its 
borrowings in US dollars where this loan can 
be serviced from a net surplus of US dollars 
generated from its trading activities. The 
exchange rate between sterling and the US 
dollar has been relatively stable throughout  
the year such that a translation gain of £16,776 
(2010: £41,978) has been recorded on these 
borrowings offset by a loss on trading 
operations of £22,108 (2010: £28,146) included 
within Administration costs.
The Group’s net investment in and funding  
of Omega GmbH is in euros, which will give rise 
to foreign exchange variations from one period 
to another. In the year, a foreign exchange gain 
arose of £189,009 which has been included 
within other comprehensive income.
Interest rate management
The Group operates certain derivative 
financial instruments for its sterling and US 
dollar borrowings. In the case of its sterling 
loan, the Group has an agreement with Bank 
of Scotland whereby the base rate element  
of the interest charge has been capped at 
5.5% for the entire remaining term. In the  
case of the US dollar loan, the Group has  
two agreements with Bank of Scotland, one 
to cap the interest rate based on US Libor  
at 5% and one to operate a floor rate on US 
Libor of 2.25%. Under IFRS, these derivative 
financial instruments are required to be 
disclosed at their fair values as either assets 
or liabilities and there has been a fair value 
adjustment gain through the income statement 
of £4,086 (2010: £2,580). Accordingly, at the 
balance sheet date, the Group had assets  
of derivative financial instruments of £Nil 
(2010: £196) and liabilities of derivative 
financial instruments of £3,435 (2010: £7,717).
Financing
In December 2010, the Group successfully 
raised £7.75 million of new equity finance 
before expenses of £1.1 million, to fund the 
acquisition of Allergopharma’s IVD Allergy 
Business for £4.9 million. The additional 
working capital is being used to fund 
worldwide exclusive access to the fully 
automated IDS-iSYS instrument, licensed from 
Immunodiagnostic Systems, for allergy use. 
The funds will also be used to develop allergy 
tests from the wide bank of allergens which we 
now have so that they may be run on this 
closed-system platform and we also aim to 
adapt our in-house microarray platform so that 
this too may provide a fully automated solution 
for a broad range of allergens in a single screen.
The fundraising involved the issue of 
64,583,350 new ordinary shares to existing 
and new shareholders and we are grateful  
to the support we received in enabling the 
Group to enter the exciting allergy sector  
of the IVD market.
Cash flow
Net cash inflow for the year was £1,355,113 
(2010: £66,246) which meant that at the year 
end, the Group had cash and cash equivalents 
of £2,054,877 (2010: £678,800). Net cash  
flow generated from operations appears  
on the face of the Cash Flow Statement  
as £348,183 (2010: £212,283). The change  
to adopting IFRS 3 (Revised) requires 
acquisition-related costs to be expensed 
through the income statement and to be 
treated as an operating cashflow, despite  
the fact that these costs would not have been 
incurred without the underlying investing 
activity of acquiring the allergy business. 
Excluding these acquisition-related costs, 
cash flow generated from operations is 
£760,228. With the excess of new funds 
raised over and above the outflow on the 
acquisition in the year, the Group has 
eliminated its net debt and had net cash of 
£446,546 (2010: £1,258,376 net debt) at the 
year-end.
Capital management
The Group funds its operations with a mixture 
of short-term and long-term borrowings or 
equity as appropriate with a view to maximising 
returns for shareholders whilst safeguarding 
the ability to continue to operate as a going 
concern. The financial performance of the 
Group is measured and monitored on a 
monthly basis and the Group manages its 
working capital requirements to ensure it 
continues to operate within the covenant 
limits applicable to any borrowing facilities. 
The use of funds for acquisitions is closely 
monitored by the Board so that existing funds 
are not adversely impacted by such activity 
and the Board reviews and approves an 
annual budget to help ensure it has adequate 
facilities to meet all its operational needs.
Outlook
I am encouraged with the ongoing integration 
of Omega GmbH into the Group and trading  
in the first two months of the new financial 
year has contributed unaudited profit of 
approximately £120k in this period.
k ieron Harbinson
Group Finance Director
1 July 2011 Annual Report and Accounts 201 1 
www.omegadiagnostics.com
16
Strategy and kPIs 
How do we measure  
our performance?
Aims and objectives Progress made in 2010/11
key performance 
indicator 1:
Sales
Continue to grow both organically  
and by acquisition.
Organic growth of 12% achieved and 
acquisition completed.
key performance 
indicator 3:
Adjusted Profit 
before tax
Increase by 10% on prior year. Increased by 25% and contribution going 
forward from allergy acquisition. 
key performance 
indicator 4:
Food Intolerance  
– Genarrayt
®
/Value
Continue to increase instrument placements 
and enter new territories.
38 new instruments installed in the year and
six new territories entered.
key performance 
indicator 5:
Food Detective/
Value
Given significant prior year growth, maintain 
revenue levels and increase number of 
countries product is sold to.
Sales levels marginally down on prior year 
but eight new countries with product sales.
key performance 
indicator 2:
Gross margin
Increase gross margin level. Gross margin increased by 1.3%. Annual Report and Accounts 201 1 
www.omegadiagnostics.com
17
Overview
Business  
Review Governance
Financial  
Statements
Strategy for 2012
Grow sales from Germany through  
export potential of allergendisc products.
£7.9m
£6.2m
£5.4m
£3.5m
£2m
+27%*
+14%
+56%**
+72%
-5%
2011
2010
2009
2008
2007
Increase significantly due to the effect
of German export sales noted above,  
offset by increase in R&D spend to  
develop allergy based offerings on the  
two automated platforms.
£736k
£589k
£540k
£298k
£(86)k
+25%
+8%
+81%
+446%
-153%
2011
2010
2009
2008
2007
Continue to grow sales organically, assisted 
by increase in instruments placed.
£1,490k
£720k
£574k
£424k
+80%
+44%
+35%
–
–
2011
2010
2009
2008
2007
Increase sales in China as well  
as export sales.
£772k
£790k
£314k
£217k
-2%
+152%
+44%
–
–
2011
2010
2009
2008
2007
Continue growth in gross margin, assisted  
by acquisition of IVD business.
59.6%
58.3%
61.5%
40.9%
54.4%
+1.3%
-3.29%
+7.1%
+13.5%
+0.4%
2011
2010
2009
2008
2007
* like-for-like +12%
** like-for-like +20% Annual Report and Accounts 201 1 
www.omegadiagnostics.com
18
Board of Directors 
Jag Grewal joined Omega in June 2011 as Group Sales and 
Marketing Director. Jag has worked in diagnostics for 20 years 
and is past chairman and current treasurer of the British  
In Vitro Diagnostics Association (BIVDA).
k ieron Harbinson, FCCA
Finance Director 
Aged 46, Kieron Harbinson joined Omega in August 2002 as Finance Director. He is 
responsible for finance, information technology, human resources and operations planning.  
He joined Scotia Holdings PLC in 1984. He qualified as an accountant in 1991, and became  
a Fellow of the Association of Chartered Certified Accountants in 1997. He remained with the 
company for approximately 14 years, during which time he held various roles including Group 
Financial Controller and Chief Accountant. These roles enabled him to acquire a broad range 
of knowledge in a high-growth technology company, plus experience in corporate acquisitions, 
disposals and intellectual property matters. In addition he gained experience in various debt 
and equity transactions, and was involved in raising over £100 million for the company. He was 
also head of Tax and Treasury, responsible for a treasury programme of cash investments  
of over £50 million and management of currency exposures.
Mr Harbinson then joined Kymata Limited, a start-up optoelectronics company, as Finance 
Director. Over a period of 18 months, he was involved in raising approximately US$85 million  
of venture capital funding. He was responsible for implementing financial controls and 
accounting systems, and by the time he left in 2000 the company had grown to over 200 
employees. The company was sold in 2001 to Alcatel for €134 million.
David Evans, CA
Non-executive Chairman 
Aged 51, David Evans has considerable experience within the diagnostics industry. As Financial 
Director he was a key member of the team that floated Shield Diagnostics Limited in 1993.  
He became Chief Executive Officer responsible for the merger of Shield Diagnostics Group plc 
with Axis Biochemicals ASA of Norway in 1999 to create Axis-Shield plc. In addition to his role 
as Non-executive Chairman of Omega, he is Non-executive Chairman of Immunodiagnostic 
Systems Holdings plc and Epistem Holdings Plc, which are both AIM-quoted medical groups 
operating in different industrial areas from Omega.
Andrew Shepherd, BSc (Hons)
Chief Executive
Aged 55, Andrew Shepherd is the Founder and Managing Director of Omega. He has been 
involved in the medical diagnostics industry for the last 35 years.
He started his career in 1974 by holding technical positions at G.D. Searle Limited and 
subsequently attended university, graduating with a Bachelor of Science in biology. He then 
moved into a sales and marketing position at Cambridge Life Sciences plc in 1981, before 
establishing his first diagnostics company, Cambridge Biomedical Limited, in 1982. In 1986  
he moved to Scotland to join Bioscot Limited and, shortly afterwards, established Omega.  
He has used his technical experience and knowledge of exporting to oversee the growth of 
Omega products with exports now exceeding £6.9 million per annum. Omega now exports  
to over 100 countries around the world, and he travels regularly to many of the countries in 
which Omega customers are based.
Mr Shepherd was also recently a member of the Bill and Melinda Gates Foundation’s (BMGF) 
Global Health Diagnostics Forum, which provided guidance to BMGF in advising on technology 
and future investments in worldwide diagnostics programmes for developing countries. The 
Forum published a number of scientific papers in a Nature magazine supplement in November 
2006 (www.nature.com/diagnostics).  Annual Report and Accounts 201 1 
www.omegadiagnostics.com
19
Overview
Business  
Review Governance
Financial  
Statements
Geoff Gower, BSc (Hons)
Managing Director 
Genesis Diagnostics Ltd
Cambridge Nutritional Sciences Ltd 
Aged 55, Geoff Gower joined Genesis and CNS as Managing Director in May 2009. He is 
responsible for the performance and development of both Companies. He has been involved 
in the medical diagnostics industry since 1983.
His career in science started at Unilever Research in 1974 where he stayed for nine years  
and at the same time obtained a Bachelor of Science in Applied Biology. In 1983 he joined 
Seward Laboratory and held senior production positions before joining IQ (Bio) as Production 
Manager in 1985. He has since held positions as Operations Director, Country Manager, 
General Manager and Managing Director whilst working for Novo Nordisk, Dako and Oxoid. 
In 2008 he established his own consultancy company, Camsensia Ltd.
Mr Gower has a wealth of experience in operations and, more recently, in commercial and 
business development during his time at Dako and Oxoid. This included responsibility for 
the relocation and design of a new manufacturing facility for Novo Nordisk Diagnostics in 
1990 totalling 4,270m². He was intimately involved in the growth of Dako’s microbiology 
business and its subsequent sale to Oxoid in 2006.
Jag Grewal, BSc (Hons), MSc, MBA 
Group Sales and Marketing Director
Aged 42, Jag Grewal joined Omega in June 2011 as Group Sales and Marketing Director.  
He has worked in diagnostics for over 20 years having started out as a Clinical Biochemist  
in the NHS. In 1995 he joined Beckman Instruments where he developed a career spanning 
15 years in sales and marketing holding a variety of positions in sales, product management 
and marketing management. In 2009 he left as Northern Europe Marketing Manager to join 
Serco Health where he helped create the first joint venture within UK pathology between 
Serco and Guys and St Thomas’ Hospital. He is also past chairman and current treasurer  
of the British In Vitro Diagnostics Association (BIVDA).
Michael Gurner, FCA
Non-executive Director
Aged 66, Michael Gurner led the flotation of the Company on AIM as Chairman and Chief 
Executive. He reviewed numerous potential acquisition candidates before the Company 
entered into the acquisition agreement with Omega.
He qualified as a Chartered Accountant in 1967, before embarking on a career in merchant 
banking with Keyser Ullmann, including M&A activities with the Ryan Group of Companies and 
holding senior management positions, including Managing Director of a fully listed company, 
Continuous Stationery plc, an acquisitive business forms manufacturer between 1986 and 
1991. During this time, he was responsible for acquisitions, including Prontaprint, the 
photographic print retail chain, and led the turnaround of its performance in the ensuing  
18 months.
Thereafter he focused on turning around under-performing and ailing businesses,  
in association with Postern Executive Group Limited (‘Postern’), a leading UK turnaround 
specialist which provided management teams for troubled companies. At Postern’s request,  
he joined the board of several companies which were successfully turned around.  Annual Report and Accounts 201 1 
www.omegadiagnostics.com
20
Directors’ Report
The Directors present their Annual Report and Group financial statements for the year ended 31 March 2011. 
Principal Activities
The principal activity of the Company is as a holding Company. The principal activity of the Group is the manufacture, development and 
distribution of medical diagnostics products.
Results and dividends
The result for the year is a profit of £31,457 (2010: profit of £187,099) which has been taken to reserves. The Directors do not propose to pay  
a dividend. The results are disclosed in more detail in the Chairman’s Statement on pages 10 to 11 and the Financial Review on pages 14 to 15.
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own 
income statement in these financial statements. The Company profit for the year ended 31 March 2011 is £31,021 (2010: profit of £212,537).
Business review and future development
A review of business and future development is discussed in more detail in the Chairman’s Statement, Chief Executive’s Review and Financial 
Review commencing on pages 10, 12 and 14 respectively. Key performance indicators are disclosed and discussed on pages 16 and 17. 
Research and development
Research and development activity has increased in the year. Details of research and development activity are contained in the Chief 
Executive’s Review on pages 12 to 13. Costs in the year amounted to £250,055 (2010: £209,747) and were all expensed through the  
statement of comprehensive income.
Directors
The names of the Directors who have served the Company throughout the year are:
David Evans
Michael Gurner
Kieron Harbinson
Andrew Shepherd
Geoff Gower 
Jag Grewal (appointed 30 June 2011)
Biographies of all Directors still serving at the year-end are on pages 18 and 19.
Directors’ interests
The beneficial interests of Directors who have served throughout the year are listed in the Directors’ Remuneration Report on pages 22 and 23. 
There are no non-beneficial interests held by Directors. There have been no changes to any Director’s interests in the shares of the Company 
between 31 March 2011 and the date of this report.
Major interests in shares
As at 13 June 2011 the Company had been notified that the following shareholders held more than 3% of the Company’s issued ordinary  
share capital:
     Number of 4p 
     Ordinary shares Percentage
Legal & General Investment Management     15,300,000 17.95%
Matrix VCT plc     12,499,900 14.67%
Octopus Investments     11,196,870 13.14%
Brewin Dolphin Securities     5,236,502 6.14%
Unicorn AIM VCT plc     4,266,650 5.01%
Williams de Broe     4,118,601 4.83%
JM Finn Nominees Limited     3,821,000 4.48%
David Evans     2,870,134 3.37%
Hargreave Hale Nominees Limited     2,836,244 3.33%
Supplier payment policy
It is the Company’s policy to agree the terms of payment with its suppliers, to ensure its suppliers are made aware of those terms and to pay  
in accordance with them.
Trade creditors of the Company at 31 March 2011 were equivalent to 57 days (2010: 61 days) based on the average daily amount invoiced by 
suppliers during the year.  Annual Report and Accounts 201 1 
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21
Overview
Business  
Review Governance
Financial  
Statements
Employees
The Company encourages communication with its employees and favours an environment where staff can put forward their ideas, suggestions 
and concerns on any matter that involves them. The Company gives full and fair consideration to applications for employment made by disabled 
people, having regard to their particular aptitudes and abilities. Where an employee becomes disabled in the course of their employment, where 
possible, arrangements will be made for appropriate retraining to match their abilities with their duties.
Principal risks and uncertainties
The Board meets regularly to review operations and to discuss risk areas. The Corporate Governance Report contains details of the Group’s 
system of internal control. Note 23 to the financial statements contains details of financial risks faced by the Group.
The Board is also aware of non-financial risk areas including:
General economic conditions
The Group may be faced with changes in the general economic climate in each territory in which it operates that may adversely affect the 
financial performance of the Group. Factors which may contribute include the level of direct and indirect competition against the Group, 
industrial disruption, rate of growth of the Group’s sectors and interest rates. The Group seeks to mitigate this risk by conducting operations  
on a broad geographic basis and by introducing new technologies to remain innovative.
Regulatory risk
The manufacturing, marketing and use of the Group’s products are subject to regulation by government and regulatory agencies in many 
countries. Of particular importance is the requirement to obtain and maintain approval for a product from the applicable regulatory agencies  
to enable the Group’s products to be marketed. Approvals can require clinical evaluation of data relating to safety, quality and efficacy  
of a product. The Group seeks to mitigate regulatory risk by conducting its operations within recognised quality assurance systems and 
undergoes external assessment to ensure compliance with these systems.
Acquisition risk
The success of the Group depends upon the ability of the Directors to assimilate and integrate the operations, personnel, technologies and 
products of acquired companies. The Group seeks to mitigate this risk by selecting companies which meet certain selection criteria and by 
conducting a detailed due diligence review.
Donations
The Company made no charitable donations in the year (2010: £Nil) nor any political donations (2010: £Nil).
Auditors
The auditors, Ernst & Young LLP, have indicated their willingness to continue in office and a resolution for their reappointment will be proposed 
at the forthcoming Annual General Meeting.
Directors’ statement as to disclosure of information to auditors
The Directors who were members of the Board at the time of approving the Directors’ Report are listed on page 20. Having made enquiries  
of fellow Directors and of the Company’s auditors, each of these Directors confirms that:
to the best of each Director’s knowledge and belief, there is no information (that is, information needed by the Group’s auditors in connection •	
with preparing their report) of which the Company’s auditors are unaware; and
each Director has taken all the steps a Director might reasonably be expected to have taken to be aware of relevant audit information and  •	
to establish that the Company’s auditors are aware of that information.
By order of the Board
k ieron Harbinson
Company Secretary
1 July 2011 Annual Report and Accounts 201 1 
www.omegadiagnostics.com
22
Directors’ Remuneration Report
As an AIM-quoted Company, the Group is not required to produce a remuneration report that satisfies all the requirements of the Companies 
Act. However, the Directors are committed to providing information on an open basis and present their Remuneration Report as follows:
Remuneration Committee
The Remuneration Committee is comprised of Michael Gurner, as Chairman, and David Evans. The committee meets as and when required to 
determine and agree with the Board the policy for the remuneration of the Company’s Chief Executive, Chairman, Executive Directors and the 
Company Secretary. The objective of this policy shall be to ensure that members of the executive management of the Company are provided 
with appropriate incentives to encourage enhanced performance and are, in a fair and reasonable manner, rewarded for their individual 
contributions to the success of the Company. No Director or manager shall be involved in any decisions as to their own remuneration.
Remuneration policy
The Company’s policy is that the remuneration arrangements, including pensions, for subsequent financial years should be sufficiently 
competitive to attract, retain and motivate high quality executives capable of achieving the Company’s objectives, thereby enhancing 
shareholder value.
Incentive schemes/share option schemes
No Director was issued with any options in the current year. In the prior year, on 5 May 2009, Geoff Gower was issued with an option over 
20,000 ordinary shares of the Company under the Company’s EMI Share Option Scheme which was prior to his appointment as an Executive 
Director on 22 December 2009.
Directors’ service contracts
Andrew Shepherd entered into a service contract with the Company on 23 August 2006, under which he was appointed as Chief Executive on 
an annual salary of £85,000. His salary was increased to £131,250 per annum from 1 April 2009. The agreement will continue until terminated  
by either party giving to the other not less than 12 months’ notice in writing.
Kieron Harbinson entered into a service contract with the Company on 23 August 2006, under which he was appointed as Finance Director  
and Company Secretary on an annual salary of £72,500. His salary was increased to £94,500 per annum from 1 April 2009. The agreement  
will continue until terminated by either party giving to the other not less than three months’ notice in writing.
David Evans was appointed a Non-executive Director of the Company on 19 September 2006 and, was entitled to an annual fee of £25,000 from 
1 April 2008. The agreement will continue until terminated by either party giving to the other not less than one month’s notice in writing.
Michael Gurner was appointed a Non-executive Director of the Company on 19 September 2006 and he was entitled to an annual fee of £15,000. 
This fee was increased to £20,000 per annum from 1 January 2009. The agreement will continue until terminated by either party giving to the 
other not less than one month’s notice in writing.
Geoff Gower entered into a service contract with the Company on 22 December 2009, under which he was appointed as an Executive Director 
on an annual salary of £80,000. The agreement will continue until terminated by either party giving to the other not less than three months’ 
notice in writing. 
Andrew Shepherd, Kieron Harbinson and Geoff Gower received bonuses within the year of £19,688, £23,625 and £2,000 respectively. These 
were non-contractual and calculated at 15%, 25% and 2.5% of their basic annual salaries based on the successful acquisition of the allergy 
business and certain assets of Allergopharma Joachim Ganzer KG.
In the prior year Andrew Shepherd and Kieron Harbinson received bonuses of £19,688 and £14,175 respectively. These were non-contractual 
and calculated at 15% of their basic annual salaries on the successful acquisition of Co-Tek (South West) Ltd.
Directors’ emoluments
  Fees/basic  Benefits Total Total 
  salary Bonuses in kind 2011 2010 
Consolidated  £ £ £ £ £
Executive
Andrew Shepherd  131,250 19,688 – 150,938 150,938
Kieron Harbinson  94,500 23,625 1,238 119,363 108,675
Geoff Gower  76,667 2,000 1,516 80,183 22,285
Non-executive
David Evans  25,000 – – 25,000 25,000
Michael Gurner  20,000 – – 20,000 20,000 Annual Report and Accounts 201 1 
www.omegadiagnostics.com
23
Overview
Business  
Review Governance
Financial  
Statements
The amounts paid in the year towards Directors’ pension contributions were as follows:
Directors’ pension contributions
     2011 2010 
     £ £
Andrew Shepherd     6,562 6,562
Kieron Harbinson     4,613 4,500
Geoff Gower     7,333 1,783
 
Directors’ interests in the 4p ordinary shares of Omega Diagnostics Group PLC.
    
     31 March 2011 31 March 2010
David Evans     2,870,134 110,000
Michael Gurner     246,671 121,671
Kieron Harbinson     204,150 58,317
Andrew Shepherd     1,955,530 1,319,830
Geoff Gower     500,000 –
The Directors have no interest in the shares of subsidiary companies.
Directors’ share options      
   
  At Granted Lapsed Exercised At   Earliest  
  1 April during during during 31 March Option Date of exercise Expiry 
  2010 the year the year the year 2011 price grant date date
David Evans  390,822 – – – 390,822 19p 10/12/2008 10/12/2009 10/12/2018
Andrew Shepherd  703,480 – – – 703,480 19p 10/12/2008 10/12/2009 10/12/2018
Kieron Harbinson  468,987 – – – 468,987 19p 10/12/2008 10/12/2009 10/12/2018
Geoff Gower  20,000 – – – 20,000 19p 5/5/2009 5/5/2010 5/5/2019
 
David Evans was issued with an option under the Unapproved Option Scheme and Andrew Shepherd, Kieron Harbinson and Geoff Gower  
were issued with options under the Company’s EMI Option Scheme. 
The share price at 31 March 2011 was 14.5p. The highest and lowest share price during the year was 28.5p and 14.5p respectively.
          
Under the terms of a warrant, Michael Gurner was entitled to subscribe for 45,835 ordinary shares of 4p each between 1 April 2008 and  
19 September 2009 at an exercise price of 80p per share. The warrant lapsed on 19 September 2009. 
Approved by the Board
Michael Gurner
Non-executive Director
1 July 2011 Annual Report and Accounts 201 1 
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24
Corporate Governance Report
As an AIM-quoted Company, the Group is not required to produce a corporate governance report that satisfies all the requirements of the 
Combined Code. However, the Directors are committed to providing information on an open basis and present their Corporate Governance 
Report as follows:
The Board of Directors
The Board currently comprises: one Non-executive Chairman; one Non-executive Director; and four Executive Directors, who are the 
Chief Executive, the Finance Director, the Sales and Marketing Director and the Managing Director of Genesis Diagnostics Ltd and Cambridge 
Nutritional Sciences Ltd. David Evans, Non-executive Chairman and Michael Gurner, Non-executive Director are considered by the Board 
to be independent in character and judgement. Michael Gurner is the senior independent Non-executive Director. The Board meets at regular 
intervals and is responsible for setting corporate strategy, approving the annual budget, reviewing financial performance, agreeing the renewal 
of and any new banking/treasury facilities and approving major items of capital expenditure. The Board is provided with appropriate information 
in advance of Board meetings to enable it to discharge its duties effectively. 
During the financial year, the Board met on twelve occasions. One of the meetings (on 20 December 2010) was a meeting of an Authorisation 
Committee where the Board had delegated responsibility to Andrew Shepherd and Kieron Harbinson to be able to approve all the final form 
documents in connection with the Admission, Placing and acquisition in December 2010. Of the eleven other meetings David Evans attended 
ten, with Michael Gurner, Andrew Shepherd, Kieron Harbinson and Geoff Gower attending all 11.
The Chairman has additional Non-executive Directorships of the following companies:
BGenuinetec KK
Epistem Holdings plc
Immunodiagnostic Systems Holdings plc
Momentum Biosciences Limited
Onyx Research Chemicals Limited
Scancell Holdings plc
EKF Diagnostics plc
Rosnes Limited
Sirigen Limited
Cytox Limited
Venn Life Sciences Limited
BBI Holdings Limited
Diagnostics Capital Limited
Lochglen Whisky Limited
St Andrews Golf Art Limited
Horizon Discovery Limited
The Audit Committee
The Audit Committee has met on two occasions during the year and once since the year-end. The Committee is comprised of David Evans,  
as Chairman, and Michael Gurner and has primary responsibility for monitoring the quality of internal controls, ensuring that the financial 
performance of the Company is properly measured and reported on, and for reviewing reports from the Company’s auditors relating to the 
Company’s accounting and internal controls, in all cases having due regard to the interests of shareholders. The Committee shall also review 
preliminary results announcements, summary financial statements, significant financial returns to regulators and any financial information 
contained in certain other documents, such as announcements of a price-sensitive nature.
The Committee considers and makes recommendations to the Board, to be put to shareholders for approval at the Annual General Meeting,  
in relation to the appointment, reappointment and removal of the Company’s external auditors. The Committee also oversees the relationship 
with the external auditors including approval of remuneration levels, approval of terms of engagement and assessment of their independence 
and objectivity. In so doing, they take into account relevant UK professional and regulatory requirements and the relationship with the auditors 
as a whole, including the provision of any non-audit services. Ernst & Young LLP have been auditors to Omega Diagnostics Limited (‘ODL ’)  
since 2000 and were appointed as Auditors to the Company following completion of the reverse takeover of ODL in September 2006.
The Committee has reviewed the effectiveness of the Company’s system of internal controls and has considered the need for an internal audit 
function. At this stage of the Company’s size and development, the Committee has decided that an internal audit function is not required, as the 
Company’s internal controls system in place is appropriate for its size. The Committee will review this position on an annual basis.
The Committee also reviews the Company’s arrangements for its employees raising concerns, in confidence, about possible wrongdoing 
in financial reporting or other matters. The Committee ensures that such arrangements allow for independent investigation and follow-up action.
The Remuneration Committee
The Remuneration Committee has met on one occasion during the year and once since the year end. The Committee is comprised of Michael 
Gurner, as Chairman, and David Evans and has primary responsibility for determining and agreeing with the Board the remuneration of the 
Company’s Chief Executive, Chairman, Executive Directors, the Company Secretary and such other members of the Executive management  
as it is designated to consider. The remuneration of the Non-executive Directors shall be a matter for the Chairman and the Executive Directors  
of the Board. No Director or manager shall be involved in any decisions regarding their own remuneration. Annual Report and Accounts 201 1 
www.omegadiagnostics.com
25
Overview
Business  
Review Governance
Financial  
Statements
Internal control
The Board is responsible for the Company’s system of internal control and for reviewing its effectiveness throughout the year. Such a system 
can only provide reasonable assurance against misstatement or loss.
The Board monitors financial controls through the setting and approval of an annual budget and the regular review of monthly management 
accounts. Management accounts contain a number of indicators that are designed to reduce the possibility of misstatement in financial 
statements.
Where the management of operational risk requires outside advice, this is sought from expert consultants, and the Company receives  
this in the areas of employment law and health and safety management.
The Company is compliant with industry standard quality assurance measures and undergoes regular external audits to ensure that 
accreditation is maintained.
Communication with shareholders
The Board recognises the importance of communication with its shareholders. The Company maintains informative websites for Genesis 
Diagnostics Limited, Omega Diagnostics Limited, Cambridge Nutritional Sciences Limited and Omega GmbH containing information likely to  
be of interest to existing and new investors. In addition, the Company retains the services of financial PR consultants, providing an additional 
contact point for investors. The Board encourages shareholder participation at its Annual General Meeting, where shareholders can be updated 
on the Company’s activities and plans.
Going concern
The Group’s business activities, together with the factors likely to affect its future development, performance and position are set out in the 
Business Review, which runs from page 10 to page 15. The financial position of the Group, its cash flows, liquidity position and borrowing 
facilities are described in the Financial Review on pages 14 to 15. In addition, note 23 to the financial statements includes the Group’s objectives, 
policies and processes for managing its capital; its financial risk management objectives; details of its financial instruments and hedging 
activities; and its exposures to credit risk and liquidity risk. The Group has adequate financial resources together with long-term relationships 
with a number of customers and suppliers across different geographic areas and industries.
As a consequence, the Directors believe that the Group is well-placed to manage its business risks successfully despite the current uncertain 
economic outlook. 
The Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable 
future. Accordingly, they continue to adopt the going concern basis of accounting in preparing the annual financial statements.
By order of the Board
k ieron Harbinson
Company Secretary
1 July 2011 Annual Report and Accounts 201 1 
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26
Statement of Directors’ Responsibilities
The Directors are responsible for preparing the Annual Report and the Group and Company financial statements in accordance with applicable 
United Kingdom law and those International Financial Reporting Standards as adopted by the European Union.
The Directors are required to prepare Group and Company financial statements for each financial year end. Under Company Law, the Directors 
must not approve the financial statements unless they are satisfied that they present fairly the financial position of the Group and Company, 
financial performance of the Group and cash flows of the Group and Company for that period. In preparing the Group and Company financial 
statements, the Directors are required to:
select suitable accounting policies in accordance with IAS 8: Accounting Policies, Changes in Accounting Estimates and Errors and then •	
apply them consistently;
present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information; •	
provide additional disclosures when compliance with the specific requirements in IFRSs is insufficient to enable users to understand the •	
impact of particular transactions, other events and conditions on the Group’s financial position and financial performance;
state that the Group and Company has complied with IFRSs, subject to any material departures disclosed and explained in the financial •	
statements; and
make judgments and estimates that are reasonable and prudent. •	
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group’s and Company’s 
transactions and disclose, with reasonable accuracy at any time, the financial position of the Group and Company and enable them to ensure 
that the Group and Company financial statements comply with the Companies Act 2006. They are also responsible for safeguarding assets  
of the Group and Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. Annual Report and Accounts 201 1 
www.omegadiagnostics.com
27
Overview
Business  
Review Governance
Financial  
Statements
Independent Auditor’s Report
to the members of Omega Diagnostics Group PLC
We have audited the financial statements of Omega Diagnostics Group PLC for the year ended 31 March 2011 which comprise the Consolidated 
Statement of Comprehensive Income, Consolidated Balance Sheet, Consolidated Statement of Changes in Equity, Consolidated Cash Flow 
Statement, Company Balance Sheet, Company Statement of Changes in Equity, Company Cash Flow Statement and the related notes 1 to 23. 
The financial reporting framework that has been applied in their preparation is applicable law and International Financial Reporting Standards 
(IFRSs) as adopted by the European Union and, as regards the parent Company financial statements, as applied in accordance with the 
provisions of the Companies Act 2006.
This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006.  
Our audit work has been undertaken so that we might state to the Company’s members those matters we are required to state to them  
in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone  
other than the Company and the Company’s members as a body, for our audit work, for this report, or for the opinions we have formed. 
Respective responsibilities of Directors and auditors
As explained more fully in the Statement of Directors’ Responsibilities on page 26, the Directors are responsible for the preparation of 
the financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit and express an opinion the 
financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards require  
us to comply with the Auditing Practices Board’s Ethical Standards for Auditors.
Scope of the audit of the financial statements
An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance  
that the financial statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of whether  
the accounting policies are appropriate to the Group’s and the parent Company’s circumstances and have been consistently applied  
and adequately disclosed; the reasonableness of significant accounting estimates made by the Directors; and the overall presentation  
of the financial statements. In addition we read all the financial and non-financial information in the Directors’ Report to identify material 
inconsistencies with the audited financial statements. If we become aware of any apparent material misstatements or inconsistencies  
we consider the implications for our report.
Opinion on financial statements
In our opinion:
the financial statements give a true and fair view of the state of the Group’s and of the parent Company’s affairs as at 31 March 2011  •	
and of the Group’s profit for the year then ended;
the Group financial statements have been properly prepared in accordance with IFRSs as adopted by the European Union; •	
the parent Company financial statements have been properly prepared in accordance with IFRSs as adopted by the European Union  •	
and as applied in accordance with the provisions of the Companies Act 2006; and
the financial statements have been prepared in accordance with the requirements of the Companies Act 2006. •	
Opinion on other matter prescribed by the Companies Act 2006
In our opinion the information given in the Directors’ Report for the financial year for which the financial statements are prepared is consistent 
with the financial statements.
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you, if, in our opinion: 
adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from •	
branches not visited by us; or 
the parent Company financial statements are not in agreement with the accounting records and returns; or •	
certain disclosures of Directors’ remuneration specified by law are not made; or •	
we have not received all the information and explanations we require for our audit. •	
Mark William Harvey (Senior statutory auditor)
for and on behalf of Ernst & Young LLP, Statutory Auditor
Edinburgh
1 July 2011 Annual Report and Accounts 201 1 
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28
Consolidated Statement of Comprehensive Income
for the year ended 31 March 2011
     2011 2010 
    Note £ £
Continuing operations
Revenue    7 7,902,036 6,198,742
Cost of sales     (3,195,742) (2,582,522)
Gross profit     4,706,294 3,616,220
Administration costs     (3,508,810) (2,508,608)
Selling and marketing costs     (1,069,027) (800,632)
Other income – government grants and related assistance    7,769 500
Operating profit    7 136,226 307,480
Finance costs    5 (33,052) (97,909)
Finance income – interest receivable    7 1,950 437
Profit before taxation     105,124 210,008
Tax charge    6 (73,667) (22,909)
Profit for the year     31,457 187,099
Other comprehensive income
Exchange differences on translation of foreign operations    189,009 –
Actuarial gain on defined benefit pensions     41,984 –
Other comprehensive income for the year    230,993 –
Total comprehensive income for the year    262,450 187,099
Earnings Per Share (EPS)    
Basic and Diluted EPS on profit for the year    22 0.1p 1.0p
Adjusted Profit before Taxation
for the year ended 31 March 2011
     2011 2010 
     £ £
Profit before taxation     105,124 210,008
IFRS-related discount charges (included within Finance costs)    21,968 94,958
Fair value adjustments to financial derivatives (included within Finance costs)   (4,086) (2,580)
Amortisation of intangible assets (included within Administration costs)   192,907 108,750
Share-based payment charges (included within Administration costs)   7,873 178,375
Acquisition costs (included within Administration costs)    412,045 –
Adjusted profit before taxation     735,831 589,511
Earnings Per Share (EPS)
Adjusted EPS on profit for the year     1.7p 3.1p
 
Adjusted profit before taxation is derived by taking statutory profit before taxation and adding back IFRS-related discount charges, amortisation of 
intangible assets, share-based payment charges, acquisition costs and fair value adjustments to financial derivatives. This is not a primary statement. Annual Report and Accounts 201 1 
www.omegadiagnostics.com
29
Overview
Business  
Review Governance
Financial  
Statements
Consolidated Balance Sheet
as at 31 March 2011
     2011 2010 
    Note £ £
ASSETS
Non-current assets
Intangibles    9 9,605,259 5,159,774
Property, plant and equipment    10 1,954,485 672,903
Deferred taxation    15 84,913 96,074
Retirement benefit surplus    19 41,984 –
Derivative financial instruments    23 – 196
      11,686,641 5,928,947
Current assets
Inventories    11 1,273,971 814,344
Trade and other receivables    12 2,369,701 1,682,263
Income tax receivable     16,683 45,527
Cash and cash equivalents     2,054,877 678,800
      5,715,232 3,220,934
Total assets     17,401,873 9,149,881
EQUITY AND LIABILITIES
Equity
Issued capital     12,977,107 5,930,962
Retained earnings     (10,751) (281,074)
Total equity     12,966,356 5,649,888
Liabilities
Non-current liabilities
Long-term borrowings    13 1,275,832 1,593,491
Other financial liabilities    20 549,663 –
Deferred taxation    15 520,607 583,249
Derivative financial instruments    23 3,435 7,717
Total non-current liabilities     2,349,537 2,184,457
Current liabilities
Short-term borrowings    13 332,499 343,685
Trade and other payables    14 1,615,705 862,878
Income tax payable     137,776 108,973
Total current liabilities     2,085,980 1,315,536
Total liabilities     4,435,517 3,499,993
Total equity and liabilities     17,401,873 9,149,881
David Evans k ieron Harbinson
Non-executive Chairman Finance Director
1 July 2011 1 July 2011
Omega Diagnostics Group PLC
Registered number: 5017761 Annual Report and Accounts 201 1 
www.omegadiagnostics.com
30
Consolidated Statement of Changes in Equity
for the year ended 31 March 2011
   Share Share Retained 
   capital premium earnings Total 
   £ £ £ £
Balance at 31 March 2009   1,362,246 3,649,523 (646,548) 4,365,221
Issue of share capital for cash consideration  200,000 800,000 – 1,000,000
Expenses in connection with share issue   – (80,807) – (80,807)
Profit for the year ended 31 March 2010   – – 187,099 187,099
Total comprehensive income   – – (459,449) 5,471,513
Share-based payments   – – 178,375 178,375
Balance at 31 March 2010   1,562,246 4,368,716 (281,074) 5,649,888 
Issue of share capital for cash consideration  2,583,334 5,166,668 – 7,750,002
Expenses in connection with share issue   – (703,857) – (703,857)
Profit for the year ended 31 March 2011   – – 31,457 31,457
Other comprehensive income – net exchange adjustments  – – 189,009 189,009
Other comprehensive income – actuarial gain on defined benefit pensions – – 41,984 41,984
Total comprehensive income   – – (18,624) 12,958,483
Share-based payments   – – 7,873 7,873
Balance at 31 March 2011   4,145,580 8,831,527 (10,751) 12,966,356 Annual Report and Accounts 201 1 
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31
Overview
Business  
Review Governance
Financial  
Statements
Consolidated Cash Flow Statement
for the year ended 31 March 2011
     2011 2010 
    Note £ £
Cash flows generated from operations
Profit for the year     31,457 187,099
Adjustments for:
 Taxation     73,667 22,909
 Finance costs     33,052 97,909
 Finance income     (1,950) (437)
Operating profit before working capital movement    136,226 307,480
Increase in trade and other receivables     (623,918) (360,405)
Decrease/(increase) in inventories     95,707 (48,964)
Increase/(decrease) in trade and other payables    466,544 (24,926)
(Gain)/loss on sale of property, plant and equipment    (3,949) 1,873
Depreciation    10 144,294 102,925
Amortisation of intangible assets    9 192,907 108,750
Share-based payments     7,873 178,375
Taxation paid     (67,501) (52,825)
Net cash flow from operating activities     348,183 212,283
Investing activities
Finance income     1,950 437
Purchase of property, plant and equipment    10 (200,977) (90,485)
Purchase of intangible assets     (563,653) –
Sale of property, plant and equipment     5,499 2,540
Outflow on acquisition of subsidiaries    8 (4,916,049) (580,699)
Net cash used in investing activities     (5,673,230) (668,207)
Financing activities
Finance costs     (26,446) (42,010)
Proceeds from issue of share capital     7,750,002 1,000,000
Expenses of share issue    16 (703,857) (80,807)
Loan repayments     (276,744) (273,283)
Finance lease repayments     (62,795) (81,730)
Net cash from financing activities     6,680,160 522,170
Net increase in cash and cash equivalents    1,355,113 66,246
Effects of exchange rate movements     20,964 –
Cash and cash equivalents at beginning of year    678,800 612,554
Cash and cash equivalents at end of year    2,054,877 678,800 Annual Report and Accounts 201 1 
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32
Company Balance Sheet
as at 31 March 2011
     2011 2010 
    Note £ £
ASSETS
Non-current assets
Investments    21 10,655,361 8,113,040
Intangible assets    9 984,663 –
Derivative financial instruments    23 – 196 
      11,640,024 8,113,236
Current assets
Trade and other receivables    12 4,949,986 1,377,997
Income tax receivable     12,627 –
Cash and cash equivalents     552,702 12,214
      5,515,315 1,390,211
Total assets     17,155,339 9,503,447
EQUITY AND LIABILITIES
Equity
Issued capital     13,966,782 6,920,637
Retained earnings     292,639 253,745
Total equity     14,259,421 7,174,382
Liabilities
Non-current liabilities
Long-term borrowings    13 1,262,470 1,520,100
Other financial liabilities    20 549,663 –
Derivative financial instruments    23 3,435 7,717
Total non-current liabilities     1,815,568 1,527,817
Current liabilities
Short-term borrowings    13 272,470 280,890
Trade and other payables    14 690,012 439,165
Income tax payable     117,868 81,193
Total current liabilities     1,080,350 801,248
Total liabilities     2,895,918 2,329,065
Total equity and liabilities     17,155,339 9,503,447
David Evans k ieron Harbinson
Non-executive Chairman Finance Director
1 July 2011 1 July 2011 Annual Report and Accounts 201 1 
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33
Overview
Business  
Review Governance
Financial  
Statements
Company Statement of Changes in Equity
for the year ended 31 March 2011
   Share Share Retained 
   capital premium earnings Total 
   £ £ £ £
Balance at 31 March 2009   1,734,528 4,266,916 (137,167) 5,864,277
Issue of share capital for cash consideration  200,000 800,000 – 1,000,000
Expenses in connection with share issue   – (80,807) – (80,807)
Profit for the year ended 31 March 2010   – – 212,537 212,537
Total comprehensive income   – – 75,370 6,996,007
Share-based payments   – – 178,375 178,375
Balance at 31 March 2010   1,934,528 4,986,109 253,745 7,174,382
Issue of share capital for cash consideration  2,583,334 5,166,668 – 7,750,002
Expenses in connection with share issue    (703,857) – (703,857)
Profit for the year ended 31 March 2011   – – 31,021 31,021
Total comprehensive income   – – 284,766 14,251,548
Share-based payments   – – 7,873 7,873
Balance at 31 March 2011   4,517,862 9,448,920 292,639 14,259,421 Annual Report and Accounts 201 1 
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34
Company Cash Flow Statement
for the year ended 31 March 2011
     2011 2010 
     £ £
Cash flows generated from operations
(Loss)/profit for the year     31,021 212,537
Adjustments for:
 Taxation     105,241 95,918
 Finance costs     25,730 84,426
 Finance income     (19,905) (132)
Operating profit before working capital movement    142,087 392,749
Increase in trade and other receivables     (1,177,250) (591,726)
Increase/(decrease) in trade and other payables    250,847 (117,312)
Taxation paid     (81,193) –
Share-based payments     7,873 178,375
Net cash flow from operating activities     (857,636) (137,914)
Investing activities
Finance income     19,905 132
Purchase of intangible assets     (435,000) –
Outflow on acquisition of subsidiaries     (4,937,058) (582,253)
Net cash used in investing activities     (5,352,153) (582,121)
Financing activities
Finance costs     (19,124) (28,527)
Proceeds from issue of share capital     7,750,002 919,193
Expenses of share issue     (703,857) –
Loan repayments     (276,744) (273,283)
Net cash from financing activities     6,750,277 617,383
Net increase/(decrease) in cash and cash equivalents    540,488 (102,652)
Cash and cash equivalents at beginning of year    12,214 114,866
Cash and cash equivalents at end of year    552,702 12,214 Annual Report and Accounts 201 1 
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35
Overview
Business  
Review Governance
Financial  
Statements
Notes to the Financial Statements
for the year ended 31 March 2011
1 AUTHORISATION OF FINANCIAL STATEMENTS
The financial statements of Omega Diagnostics Group PLC for the year ended 31 March 2011 were authorised for issue by the Board of Directors 
on 1 July 2011, and the balance sheets were signed on the Board’s behalf by David Evans and Kieron Harbinson. Omega Diagnostics Group PLC 
is a Public Limited Company incorporated in England. The Company’s ordinary shares are traded on the AIM Market.
2 ACCOUNTING POLICIES 
Basis of preparation
The accounting policies which follow set out those policies which have been applied consistently to all periods presented in these financial 
statements. These financial statements are presented in sterling and have been prepared in accordance with IFRS as adopted by the EU  
and applied in accordance with the provisions of the companies act 2006.
In relation to IFRS 8 – Operating Segments, the Group has identified the Executive Board as the Chief Operating Decision Maker with 
responsibility for decisions over the allocation of resources to operating segments and for the monitoring of their performance. During the year, 
the Group acquired the in-vitro diagnostics business of Allergopharma Joachim Ganzer KG, providing a presence in the allergy testing market. 
Accordingly, the Group has reorganised its internal reporting to provide information over the performance of the following three segments: 
Allergy and Autoimmune •	
Food Intolerance •	
Infectious Disease and Other •	
Comparatives have been adjusted to reflect the new reporting format.
Basis of consolidation
The Group financial statements consolidate the financial statements of Omega Diagnostics Group PLC and the entities it controls (its subsidiaries). 
Control comprises the power to govern the financial and operating policies of the investee so as to obtain benefit from its activities and is 
achieved through direct or indirect ownership of voting rights. Subsidiaries are consolidated from the date of acquisition, being the date on 
which the Group obtains control, and continue to be consolidated until the date that such control ceases. The financial statements of the 
subsidiaries used in the preparation of the consolidated financial statements are based on consistent accounting policies. All intercompany 
balances and transactions, including unrealised profits arising from them, are eliminated. 
Intangible assets
Goodwill
Business combinations are accounted for under IFRS 3 using the acquisition method. Goodwill represents the excess of the cost of the business 
combination over the Group’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities. Goodwill is not amortised 
but is subject to an annual impairment review and whenever events or changes in circumstances indicate that the carrying value may be impaired. 
After initial recognition, goodwill is stated at cost less any accumulated impairment losses.
For the purpose of impairment testing, goodwill is allocated to the related cash generating units monitored by management, usually at business 
segment level or statutory Company level as the case may be. Where the recoverable amount of the cash-generating unit is less than its carrying 
amount, including goodwill, an impairment loss is recognised in the income statement.
Other intangible assets
Intangible assets acquired as part of a business combination are recognised outside goodwill if the asset is separable or arises from contractual 
or other legal rights and its fair value can be measured reliably. Following initial recognition at fair value at the acquisition date, the historic cost 
model is applied, with intangible assets being carried at cost less accumulated amortisation and accumulated impairment losses. Intangible 
assets with a finite life have no residual value and are amortised on a straight line basis over the expected useful lives, with charges included  
in administration costs, as follows:
Technology assets – 5-20 years
Customer relationships – 5-10 years
Supply agreements – 5 years
Other intangibles – 5 years
The carrying value of intangible assets is reviewed for impairment whenever events or changes in circumstances indicate the carrying value may 
not be recoverable.
Research and development costs
Expenditure on research, which is incurred up to the point of manufacturing validation, is written off as incurred. Thereafter, expenditure on 
product development which meets certain criteria is capitalised and amortised over its useful life. The manufacturing validation stage is when  
it is probable that the product will generate future economic benefits, and the following criteria have been met: technical feasibility; intention  
and ability to sell the product; availability of resources to complete the development of the product; and the ability to measure the expenditure 
attributable to the product. The useful life of the intangible asset is determined on a product by product basis, taking into consideration  
a number of factors. Development costs previously recognised as an expense are not recognised as an asset in a subsequent period.
Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is charged 
so as to write off the cost of assets to their estimated residual values over their estimated useful lives, on a straight line basis as follows:
Freehold properties – 33 years, straight line with no residual value
Leasehold improvements – 10 years, straight line with no residual value
Plant and machinery – 8-10 years, straight line with no residual value
Motor vehicles – 5 years, straight line with no residual value Annual Report and Accounts 201 1 
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2 ACCOUNTING POLICIES (continued)
The carrying values of property, plant and equipment are reviewed for impairment if events or changes in circumstances indicate the carrying 
value may not be recoverable, and are written down immediately to their recoverable amount. Useful lives are reviewed annually and where 
adjustments are required, these are made prospectively.
Impairment of assets
The Group and Company assesses at each reporting date whether there is an indication that an asset may be impaired. If any such indication 
exists, the Group and Company makes an estimate of the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s 
or cash-generating unit’s fair value less costs to sell and its value in use, and is determined for an individual asset, unless the asset does not 
generate cash inflows that are largely independent of those from other assets or groups of assets. Where the carrying amount of an asset 
exceeds its recoverable amount, the asset is considered to be impaired and is written down to its recoverable amount. 
In assessing value in use, the estimated future cash flows are discounted to their net present value, using a pre-tax discount rate that reflects 
current market assessments of the time value of money and the risks specific to that asset. Impairment losses on continuing operations are 
recognised in the income statement in those expense categories consistent with the function of the impaired asset.
Inventories
Inventories are stated at the lower of cost and net realisable value. Cost is defined as standard cost or purchase price and includes all direct 
costs incurred in bringing each product to its present location and condition. Net realisable value is based on estimated selling price less any 
further costs expected to be incurred prior to completion and disposal. 
Trade receivables
Trade receivables are recognised initially at fair value and subsequently measured at the lower of original invoice amount and recoverable 
amount. A provision for doubtful amounts is made when there is objective evidence that collection of the full amount is no longer probable. 
Significant financial difficulty or significantly extended settlement periods are considered to be indicators of impairment. Normal average 
payment terms vary from payment in advance to 90 days. Balances are written off when the probability of recovery is assessed as remote. 
Cash and cash equivalents
Cash and cash equivalents in the balance sheet comprise cash at banks and in hand and short-term deposits with an original maturity 
of three months or less.
Financial instruments
Under IAS39, financial assets, liabilities and equity instruments are classified according to the substance of the contractual arrangements 
entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
Financial assets are classified as either:
financial assets at fair value through profit or loss •	
loans and receivables •	
Financial assets at fair value through profit or loss
The Group uses derivative financial instruments to reduce its exposure to fluctuations in interest rates, both in sterling and US dollars. The Group 
does not hold or issue derivatives for speculative or trading purposes. Derivative financial instruments with positive fair values are recognised  
as assets measured at their fair values at the balance sheet date. The fair value of interest rate contracts is determined by reference to market 
values for similar instruments that have similar maturities. Changes in fair value are recognised in the income statement included in finance 
costs, due to the fact that hedge accounting has not been applied.
Loans and receivables
Trade receivables that do not carry any interest and have fixed or determinable payment amounts that are not quoted in an active market are 
classified as loans and receivables. Loans and receivables with a maturity of less than 12 months are included in current assets and are 
measured at amortised cost using the effective interest method as reduced by appropriate allowances for estimated irrecoverable amounts. 
Financial liabilities are classified as either:
financial liabilities at fair value through profit or loss •	
other liabilities •	
Financial liabilities at fair value through profit or loss
The Group uses derivative financial instruments to reduce its exposure to fluctuations in interest rates, both in sterling and US dollars. 
The Group does not hold or issue derivatives for speculative or trading purposes. Derivative financial instruments with negative fair values  
are recognised as liabilities measured at their fair values at the balance sheet date. The fair value of interest rate contracts is determined by 
reference to market values for similar instruments that have similar maturities. Changes in fair value are recognised in the income statement 
included in finance costs, due to the fact that hedge accounting has not been applied.
Other financial liabilities, whether used as part of the consideration for acquisitions which include deferred consideration or not, are designated 
by the Group as financial liabilities at fair value through profit and loss. They are measured at the present value of the consideration expected  
to be payable by discounting the expected future cash flows at prevailing interest rates. At initial recognition, the quantum of liability to be 
recognised will depend upon management’s expectation, at that date, of the amount that would ultimately be payable. Where there is a change 
in the expectation of future cash flows or interest rates, the change is reflected through the income statement.
Notes to the Financial Statements
(continued) Annual Report and Accounts 201 1 
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37
Overview
Business  
Review Governance
Financial  
Statements
Other liabilities
Trade payables are not interest-bearing and are recognised initially at fair value and subsequently measured at amortised cost using the 
effective interest method.
Bank borrowings are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method. For 
long-term bank borrowings stated at amortised cost, transaction costs that are directly attributable to the borrowing instrument are recognised 
as an interest expense over the life of the instrument.
A financial asset or liability is generally derecognised when the contract that gives rise to it is settled, sold, cancelled or expires. Where an 
existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are 
substantially modified, such an exchange or modification is treated as a derecognition of the original liability and recognition of the new liability, 
such that the difference in the respective carrying amounts together with any costs or fees incurred are recognised.
Financial assets and liabilities that are held for trading and other assets and liabilities designated as such on inception are included at fair value 
through profit and loss. Financial assets and liabilities are classified as held for trading if they are acquired for sale in the short-term. Derivatives 
are also classified as held for trading unless they are designated as hedge instruments. Assets are carried in the balance sheet at fair value with 
gains or losses recognised in the income statement. 
Company’s investments in subsidiaries 
The Company recognises its investments in subsidiaries at cost. The carrying value of investments is reviewed for impairment whenever events 
or changes in circumstances indicate the carrying value may not be recoverable.
Presentation currency
The financial statements are presented in UK pounds sterling. Transactions in currencies other than sterling are recorded at the prevailing rate  
of exchange at the date of the transaction. At each balance sheet date, monetary assets and liabilities that are denominated in foreign currencies 
are retranslated at the rates prevailing on the balance sheet date. 
Foreign currencies
Non-monetary assets and liabilities that are denominated in foreign currencies are translated at the rates prevailing at the date of the 
transaction. Gains and losses arising on retranslation are included in the net profit or loss for the year. The trading results of the overseas 
subsidiary are translated at the average exchange rate ruling during the year, with the exchange difference between the average rates and  
the rates ruling at the balance sheet date being taken to reserves. Any difference arising on the translation of the opening net investment,  
in the overseas subsidiary, and of applicable foreign currency loans, are dealt with as adjustments to reserves. 
Revenue recognition
Revenue is measured at the fair value of the consideration received or receivable and net of discounts and sales-related taxes. Sales of  
goods are recognised when the significant risks and rewards of ownership are transferred to the customer. This will be when goods have  
been dispatched and the collection of the related receivable is reasonably assured. Revenue relates to the sale of medical diagnostic kits.
Government grants
Government grants are recognised when it is reasonable to expect that the grants will be received and that all related conditions will be met, 
usually on submission of a valid claim for payment. Government grants in respect of capital expenditure are credited to a deferred income 
account and are released to the income statement over the expected useful lives of the relevant assets by equal annual instalments.
Leasing and hire purchase commitments
Assets held under finance leases and hire purchase contracts are capitalised in the balance sheet and are depreciated over the shorter of their 
lease period and useful life. The corresponding lease or hire purchase obligation is capitalised in the balance sheet as a liability. The interest 
element of the rental obligation is charged to the income statement over the period of the lease and represents a constant proportion of the 
balance of capital repayments outstanding.
Rentals applicable to operating leases, where substantially all the benefits and risks remain with the lessor, are charged against profits 
on a straight line basis over the period of the lease.
Share-based payments
Equity-settled transactions
For equity-settled transactions, the group measures the award by reference to the fair value at the date at which they are granted and it is 
recognised as an expense over the vesting period, which ends on the date on which the relevant employees become fully entitled to the  
award. Fair value is determined using an appropriate pricing model. In valuing equity-settled transactions, no account is taken of any service  
and performance (vesting conditions), other than conditions linked to the price of the shares of the Company (market conditions). 
Any other conditions which are required to be met in order for an employee to become fully entitled to an award are considered to be non-
vesting conditions. Like market performance conditions, non-vesting conditions are taken into account in determining grant date fair value.  
No expense is recognised for awards that do not ultimately vest, except for awards where vesting is conditional upon a market or non-vesting 
condition, which are treated as vesting irrespective of whether or not the market or non-vesting condition is satisfied, provided that all other 
performance conditions are satisfied.
At each balance sheet date before vesting, the cumulative expense is calculated, representing the extent to which the vesting period has 
expired and management’s best estimate of the achievement or otherwise of vesting conditions and of the number of equity instruments that 
will ultimately vest or, in the case of an instrument subject to a market or non-vesting condition, be treated as vesting as described above.  Annual Report and Accounts 201 1 
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2 ACCOUNTING POLICIES (continued)
This includes any award where non-vesting conditions within the control of the Group or the employee are not met. The movement in cumulative 
expense since the previous balance sheet date is recognised in the income statement, with a corresponding entry in equity.
Where the terms of an equity-settled award are modified or a new award is designated as replacing a cancelled or settled award, the cost  
based on the original award terms continues to be recognised over the original vesting period. In addition, an expense is recognised over the 
remainder of the new vesting period for the incremental fair value of any modification, based on the difference between the fair value of the 
original award and the fair value of the modified award, both as measured on the date of the modification. No reduction is recognised if this 
difference is negative.
Where an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any cost not yet recognised  
in the income statement for the award is expensed immediately. Any compensation paid up to the fair value of the award at the cancellation  
or settlement date is deducted from equity, with any excess over fair value being treated as an expense in the income statement.
Pension contributions
Contributions to personal pension plans of employees on a defined contribution basis are charged to the income statement in the year 
in which they are payable.
The Group also operates two defined benefit plans in Germany, which are closed to new members. Obligations under defined benefit  
plans are measured at discounted present values by actuaries, while plan assets are recorded at fair value. The operating and financing costs  
of pensions are charged to the income statement in the period in which they arise and are recognised separately. The difference between  
actual and expected returns on assets during the year, including changes in actuarial assumptions, are recognised in the statement of 
comprehensive income.
Income taxes
Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities, based 
on tax rates and laws that are enacted or substantively enacted by the balance sheet date.
Deferred income tax is recognised on all temporary differences arising between the tax bases of assets and liabilities and their carrying 
amounts in the financial statements, with the following exceptions:
where the temporary difference arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business •	
combination that at the time of the transaction affects neither accounting nor taxable profit or loss;
in respect of taxable temporary differences associated with investments in subsidiaries, associates and joint ventures, where the timing  •	
of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the 
foreseeable future; and
deferred income tax assets are recognised only to the extent that it is probable that taxable profit will be available against which the •	
deductible temporary differences, carried forward tax credits or tax losses can be utilised.
Deferred income tax assets and liabilities are measured on an undiscounted basis at the tax rates that are expected to apply when the related 
asset is realised or the liability is settled, based on tax rates and laws enacted or substantively enacted at the balance sheet date.
Income tax and deferred tax is charged or credited in other comprehensive income or directly to equity if it relates to items that are credited  
or charged in other comprehensive income or directly to equity. Otherwise, income tax and deferred tax is recognised in profit or loss.
Use of estimates and judgements
The preparation of these financial statements requires management to make judgements, estimates and assumptions that affect the application 
of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period 
in which the estimate is revised and in any future periods affected.
The significant areas of estimation and uncertainty and critical judgements in applying the accounting policies that have the most significant 
effect on the amounts recognised in the financial information are discussed below. Further judgements, assumptions and estimates are set  
out in the Group financial statements.
Valuation of intangible assets
Management judgement is required to estimate the useful lives of intangible assets having reference to future economic benefits expected 
to be derived from use of the asset. Economic benefits are based on the fair values of estimated future cash flows.
Impairment of goodwill
Goodwill is tested annually for impairment. The test considers future cash flow projections of cash generating units that give rise to the  
goodwill. Where the discounted cash flows are less than the carrying value of goodwill, an impairment charge is recognised for the difference. 
Further analysis of the estimates and judgements is disclosed in Note 9.
Deferred tax assets
Management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and 
level of future taxable profits together with an assessment of the effect of future tax planning strategies. The carrying value of the deferred tax 
asset at 31 March 2011 is £84,913 (2010: £96,074). Further details are contained in Note 15.
Notes to the Financial Statements
(continued) Annual Report and Accounts 201 1 
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39
Overview
Business  
Review Governance
Financial  
Statements
New standards and interpretations not applied 
IASB and IFRIC have issued the following standards and interpretations with an effective date after the date of these financial statements.
International Accounting Standards (IAS/IFRS’s)     Effective date*
IFRS 1 Amendments to IFRS 1 – Limited Exemption from Comparative IFRS 7 disclosures   1 July 2010
IFRS 9 Financial Instruments: Classification & Measurement     1 January 2013
FRS 10 Consolidated Financial Statements       1 January 2013
IFRS 11 Joint Arrangements         1 January 2013
IFRS 12 Disclosure of interests in other entities      1 January 2013
IFRS 13  Fair Value Measurement       1 January 2013
2010 Annual improvements      Various dates
IAS 24 Related Party Disclosures (revised)      1 January 2011
IAS 27  (Revised) – Separate Financial Statements       1 January 2013
IAS 28  (Revised) – Investments in associates and Joint Ventures     1 January 2013
IAS 32 Amendment to IAS 32: Classification of Rights Issues     1 February 2010
International Financial Reporting Interpretations Committee (IFRIC)     Effective date*
IFRIC 14 Amendment: Prepayments of a Minimum Funding Requirement    1 January 2011
IFRIC 19 Extinguishing Financial Liabilities with Equity Instruments    1 July 2010
 
*   The effective dates stated here are those given in the original IASB/IFRIC standards and interpretations. As the Group prepares its financial 
statements in accordance with IFRS as adopted by the European Union (EU), the application of new standards and interpretations will be 
subject to their having been endorsed for use in the EU via the EU Endorsement mechanism. In the majority of cases this will result in an 
effective date consistent with that given in the original standard or interpretation but the need for endorsement restricts the Group’s discretion  
to adopt standards early.
The Directors do not anticipate that the adoption of these standards and interpretations will have a material impact on the Group’s financial 
statements in the period of initial application.
3 ADOPTION OF NEW INTERNATIONAL FINANCIAL REPORTING STANDARDS 
The accounting policies adopted are consistent with those of the previous financial year except for IFRS 3 (Revised) – Business Combinations. 
The key features of IFRS 3 (Revised) are for acquisition-related costs to be expensed through the income statement and not to be included  
in the purchase price and contingent consideration, where applicable, to be recognised at fair value on the acquisition date (with subsequent 
changes recognised in the income statement and not as a change to goodwill).
4 SEGMENT INFORMATION
Following the completion of the acquisition of the In-Vitro diagnostics business of Allergopharma Joachim Ganzer KG and the incorporation  
of Omega GmbH the Group carried out a review of internal reporting and the information presented to the Board.
For management purposes the Group is now organised into three operating divisions: Allergy and Autoimmune, Food Intolerance and Infectious 
and Other. The Allergy and Autoimmune division specialises in the research, development, production and marketing of in-vitro Allergy and 
Autoimmune tests used by doctors to diagnose patients with allergies and autoimmune diseases.
The Food Intolerance division specialises in the research, development and production of kits to aid the detection of immune reactions to food. 
It also provides clinical analysis to the general public, clinics and health professionals as well as supplying the consumer Food Detective
®
 test.
The Infectious diseases division specialises in the research, development and production and marketing of kits to aid the diagnosis of  
Infectious Diseases.
Corporate consists of centralised corporate costs which are not allocated across the three business divisions.
Inter segment transfers or transactions are entered into under the normal commercial conditions that would be available to unrelated third parties.
Comparatives have been adjusted to reflect the new reporting format.  Annual Report and Accounts 201 1 
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40
4 SEGMENT INFORMATION (continued)
Business segment information       
  Allergy and Food Infectious/ 
  Autoimmune Intolerance Other Corporate Group 
2011  £ £ £ £ £
Statutory presentation  
Revenue  1,539,206 3,997,989 2,862,036 – 8,399,231
Inter-segment revenue  – (438,879) (58,316) – (497,195)
Total revenue  1,539,206 3,559,110 2,803,720 – 7,902,036
Operating costs  (1,593,544) (2,654,718) (2,421,619) (1,103,599) (7,773,480)
Operating profit/(loss)  (54,338) 904,392 382,101 (1,103,599) 128,556
Other operating income  – 4,000 3,769 – 7,769
Net finance costs  – (7,068) – (24,133) (31,201)
Profit/(loss) before taxation  (54,338) 901,324 385,870 (1,127,732) 105,124
Adjusted profit before taxation
Profit/(loss) before taxation  (54,338) 901,324 385,870 (1,127,732) 105,124
IFRS-related discount charges  – – – 21,968 21,968
Fair value adjustments to financial derivatives – – – (4,086) (4,086)
Amortisation of intangible assets  90,942 81,961 20,004 – 192,907
Acquisition costs  – – – 412,045 412,045
Share-based payment charges  – – – 7,873 7,873
Adjusted profit/(loss) before taxation  36,604 983,285 405,874 (689,932) 735,831
       
  Allergy and Food Infectious/ 
  Autoimmune Intolerance Other Corporate Group 
2010  £ £ £ £ £
Statutory presentation  
Revenue  657,884 3,368,599 2,625,115 – 6,651,598
Inter-segment revenue  – (415,559) (37,297) – (452,856)
Total revenue  657,884 2,953,040 2,587,818 – 6,198,742
Operating costs  (521,563) (2,469,454) (2,212,218) (688,526) (5,891,761)
Operating profit/(loss)  136,321 483,586 375,600 (688,526) 306,981
Other operating income  – – 500 – 500
Net finance costs  – (11,544) – (85,929) (97,473)
Profit/(loss) before taxation  136,321 472,042 376,100 (774,455) 210,008
Adjusted profit before taxation
Profit/(loss) before taxation  136,321 472,042 376,100 (774,455) 210,008
IFRS-related discount charges  – – – 94,958 94,958
Fair value adjustments to financial derivatives – – – (2,580) (2,580)
Amortisation of intangible assets  20,737 78,011 10,002 – 108,750
Share-based payment charges  – – – 178,375 178,375
Adjusted profit/(loss) before taxation  157,058 550,053 386,102 (503,702) 589,511
Notes to the Financial Statements
(continued) Annual Report and Accounts 201 1 
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41
Overview
Business  
Review Governance
Financial  
Statements
The segment assets and liabilities are as follows:
             
  Allergy and Food Infectious/   
  Autoimmune Intolerance Other Corporate Group 
2011  £ £ £ £ £
Segment assets  7,995,211 5,641,980 1,572,562 35,647 15,245,400
Unallocated assets  – – – – 2,156,473
Total assets  7,995,211 5,641,980 1,572,562 35,647 17,401,873
Segment liabilities  693,826 299,347 395,273 227,259 1,615,705
Unallocated liabilities  – – – – 2,819,812
Total liabilities  693,826 299,347 395,273 227,259 4,435,517
  Allergy and Food Infectious/ 
  Autoimmune Intolerance Other Corporate Group 
2010  £ £ £ £ £
Segment assets  1,351,339 5,326,634 1,611,862 39,449 8,329,284
Unallocated assets  – – – – 820,597
Total assets  1,351,339 5,326,634 1,611,862 39,449 9,149,881
Segment liabilities  75,885 316,453 368,462 102,079 862,879
Unallocated liabilities  – – – – 2,637,114
Total liabilities  75,885 316,453 368,462 102,079 3,499,993
Unallocated assets comprise cash, income tax receivable, deferred taxation and derivative financial instruments. Unallocated liabilities comprise 
interest-bearing loans, borrowings, other financial liabilities, derivative financial instruments, deferred taxation and income tax payable.
Information about major customers
No single customer accounts for 10% or more of group revenues.
     
Geographical information
The Group’s geographical information is based on the location of its markets and customers. Sales to external customers disclosed in the 
geographical information are based on the geographical location of its customers. The analysis of segment assets and capital expenditure  
is based on the geographical location of the assets. 
     2011 2010 
     £ £
Revenues
UK     957,788 861,249
Germany     1,092,943 134,989
Rest of Europe     2,399,994 2,014,148
North America     266,938 307,007
South/Central America     361,164 327,577
Asia and Far East     1,352,732 1,365,977
Africa and Middle East     1,470,477 1,187,795
      7,902,036 6,198,742 Annual Report and Accounts 201 1 
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4 SEGMENT INFORMATION (continued)
  Property, plant  Retirement  Trade and other  
 Intangibles and equipment benefit surplus Inventories receivables Total 
2011 £ £ £ £ £ £
Assets
UK 6,025,685 679,455 – 705,653 1,917,905 9,328,698
Germany 3,579,575 1,275,030 41,984 568,318 451,795 5,916,702
Unallocated assets – – – – – 2,156,473
Total assets 9,605,260 1,954,485 41,984 1,273,971 2,369,700 17,401,873
           
  Property, plant  Retirement  Trade and other  
 Intangibles and equipment benefit surplus Inventories receivables Total 
2010 £ £ £ £ £ £
Assets
UK 5,159,774 672,904 – 814,344 1,682,262 8,329,284
Germany – – – – – –
Unallocated assets – – – – – 820,597
Total assets 5,159,774 672,904 – 814,344 1,682,262 9,149,881
     2011 2010
Liabilities
UK     975,162 862,878
Germany     640,543 –
Unallocated liabilities     2,819,812 2,637,115
Total liabilities     4,435,517 3,499,993
Capital expenditure
UK     120,281 90,485
Germany     80,696 –
Total capital expenditure     200,977 90,485
5 FINANCE COSTS
     2011 2010 
Consolidated     £ £
Interest payable on loans and bank overdrafts    24,624 35,396
Exchange difference on loans     (16,776) (41,978)
Unwinding of discounts     21,968 31,131
Fair value adjustment to acquisition     – 63,826
Fair value adjustment to financial derivatives     (4,086) (2,580)
Finance leases     7,322 12,114
      33,052 97,909
6 TAXATION
     2011 2010 
Consolidated     £ £
(a) Income tax expense
Current tax – current year     125,148 81,193
Current tax – prior year adjustment     – (48,016)
Deferred tax – current year     (51,121) 9,899
Deferred tax – prior year adjustment     (360) (20,167)
Tax charge for the year     73,667 22,909
Notes to the Financial Statements
(continued) Annual Report and Accounts 201 1 
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43
Overview
Business  
Review Governance
Financial  
Statements
     2011 2010 
Consolidated     £ £
(b) Reconciliation of total tax charge
Factors affecting the tax charge for the year:
Profit before tax     105,124 210,008
Effective rate of taxation     28% 28%
Profit before tax multiplied by the effective rate of tax    29,435 58,802
Effects of:
Expenses not deductible for tax purposes and permanent differences   123,842 50,570
Transfers from previously unrecognised deferred tax asset    – 25,767
Research and development tax credits     (43,197) (44,047)
Tax over-provided in prior years     (360) (68,183)
Adjustment due to different overseas tax rate    (5,965) –
Impact of UK rate change on deferred tax     (30,088) –
Tax charge for the year     73,667 22,909
 
In March 2011, the UK Government announced its intention to accelerate the planned phased decrease in the rate of corporation tax with  
a reduction to 26% on 1 April 2011 and further reducing by 1% per annum until it reaches 23% on 1 April 2014. At 31 March 2011 the change  
in corporation tax rate from the planned 27% to 26% on 1 April 2011 had been substantively enacted and therefore the deferred tax assets  
and liabilities included within these results have been calculated based on the reduced current UK corporation tax rate of 26%. The forecast 
effect of the proposed reductions in the corporation tax rate by 2014 would be to reduce the net deferred tax liability by £50,272.
7 REVENUE AND EXPENSES
     2011 2010 
Consolidated     £ £
Revenues
Revenue – sales of goods     7,902,036 6,198,742
Finance income     1,950 437
Total revenue     7,903,986 6,199,179
     2011 2010 
Consolidated     £ £
Operating profit is stated after charging
Material costs     2,361,191 2,031,279
Depreciation     144,294 102,925
Amortisation of intangibles     192,907 108,750
Net foreign exchange losses     22,108 28,146
Research and development costs     250,055 209,747
Impairment of trade receivables     22,676 525
Operating lease rentals     131,109 175,242
Share-based payments     7,873 178,375
Auditor’s remuneration
– Fees payable to the Company’s auditors for the audit of the annual accounts   26,000 16,000
– Fees payable to the Company’s auditors for other services 
 – Taxation     10,500 17,050
 – Local statutory audit of subsidiaries     42,000 20,000
 – Local statutory audit of the parent Company    5,000 3,000
 – All other services     8,000 11,500
All research and development costs were charged directly to administration costs in the income statement. Annual Report and Accounts 201 1 
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7 REVENUE AND EXPENSES (continued)
Staff costs
The average monthly number of employees (including Directors) was:
     2011 2010 
Consolidated     number number
Operations     65 43
Management and administration     28 21
Employee numbers     93 64
Their aggregate remuneration comprised:
     2011 2010 
     £ £
Wages and salaries     2,276,187 1,751,650
Social security costs     252,774 168,722
Pension costs     86,082 40,962
Share-based payments     7,873 178,375
      2,622,916 2,139,709
Equity-settled share-based payments
Consolidated and Company
The share-based payment plans are described below. 
EMI Option Scheme and Unapproved Option Scheme
The plans are equity-settled plans and the fair value is measured at the grant date. Under the above plans, share options are granted to
Directors and employees of the Company. The exercise price of the option is equal to the market price of the shares on the date of grant.
The options vest one year after the date of grant and are not subject to any performance criteria.
The fair value of the options is estimated at the grant date using the Black-Scholes pricing model taking into account the terms and
conditions upon which the instruments were granted.
The contractual life of each option granted is ten years and there is no cash settlement alternative.
Second Unapproved Option Scheme (SUOS)
The plan is an equity-settled plan and the fair value is measured at the grant date. Under the above plan, share options may be granted to third 
parties for provision of services to the Company. The exercise price of the option is equal to the market price of the shares on the date of grant. 
The options vest three years after the date of grant and are not subject to any performance criteria.
The fair value of the options is estimated at the grant date using the Black-Scholes pricing model taking into account the terms and conditions 
upon which the instruments were granted.
The contractual life of each option granted is ten years and there is no cash settlement alternative.
Under the EMI Option Scheme 20,000 options lapsed during the year and a further 40,000 were granted. 
The following table illustrates the number and weighted average exercise prices (WAEP) of, and movements in, share options during the year:
   2011 2011 2010 2010 
   number WAEP number WAEP
Outstanding 1 April   1,903,289 19.00p 1,833,289 19.00p
Granted during the year under the EMI Option Scheme  40,000 16.75p 35,000 20.29p
Granted during the year under the SUOS   – – 70,000 28.00p
Exercised during the year   – – – –
Lapsed during the year under the EMI Option Scheme  (20,000) – (35,000) 19.00p
Outstanding at 31 March   1,923,289 – 1,903,289 –
Exercisable at 31 March   1,813,289 – 1,798,289 19.00p
Notes to the Financial Statements
(continued) Annual Report and Accounts 201 1 
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Overview
Business  
Review Governance
Financial  
Statements
The following table lists the inputs to the model used for the year ended 31 March 2011 and 31 March 2010:
   EMI Option Scheme and  
   Unapproved Option Scheme SUOS
   2011 2010 2011 2010
Dividend yield   0% 0% – 0%
Expected Volatility   107% 115% – 115%
Risk-free interest rate   3.48% 2% – 2%
Weighted average remaining contractual life   7.7 8.7 – 9.7
Weighted average share price   16.75p 20.29p – 28p
Exercise price   16.75p 19p – 28p
Model used   Black-Scholes Black-Scholes – Black-Scholes
The expected life of the options is based on management’s assumption of the options’ life due to the lack of any historical data on the exercise 
period of these options. The assumption takes into account the experience of employees and Directors and is not necessarily indicative of 
exercise patterns that may occur.
The expected volatility reflects the assumption that historical volatility over a period similar to the life of the option is indicative of future trends, 
which may not necessarily be the actual outcome. 
Directors’ remuneration
     2011 2010 
Consolidated     £ £
Fees     45,000 45,000
Emoluments     350,484 281,898
      395,484 326,898
Contributions to personal pension     18,508 12,845
      413,992 339,743
Members of a defined contribution pension scheme at the year end:   3 3
     2011 2010 
Company     £ £
Fees     45,000 45,000
Emoluments     350,484 281,898
      395,484 326,898
Information in respect of individual Director’s emoluments is provided in the Directors’ Remuneration Report on pages 22 and 23. 
8 ACQUISITION OF SUBSIDIARIES
On 21 December 2010, the Group acquired the business and certain assets of the in-vitro allergy diagnostics business of Allergopharma 
Joachim Ganzer KG.
The Group incorporated a 100% owned subsidiary, Omega GmbH, which was used to purchase the business and assets. The business 
specialises in the research, development, production and marketing of in-vitro allergy tests used by doctors to diagnose patients with allergies. Annual Report and Accounts 201 1 
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46
8 ACQUISITION OF SUBSIDIARIES (continued)
The consolidated financial statements include the results for the period from 21 December 2010 to 31 March 2011. The fair values of the 
identifiable assets and liabilities at the date of acquisition were:
   Omega GmbH Fair value 2011 2010 
   book value adjustments Total Total 
   £ £ £ £
     
Intangible assets   
 – supply arrangements   – 529,000 529,000 –
 – technology assets   – 166,000 166,000 –
 – customer relationships   – 1,135,000 1,135,000 100,000
Property, plant and equipment   1,332,491 (151,107) 1,181,384 50,310
Inventories   677,059 (121,725) 555,334 3,000
Trade and other receivables   63,520 – 63,520 66,895
Cash and cash equivalents   – – – 1,554
Trade and other payables   (182,156) (104,130) (286,286) (16,079)
Income tax payable   – – – (27,780)
Deferred tax liability   – – – (29,908)
Net assets   1,890,914 1,453,038 3,343,952 147,992
Goodwill on acquisition     1,572,097 332,986
      4,916,049 480,978
Fair value of consideration     4,916,049 400,000
Acquisition costs     1,115,902 80,978
      6,031,951 480,978
Cost of the acquisition
The total acquisition cost of £4,916,049 was settled in one cash payment. Acquisition costs amounted to £1,115,902 (£412,045 is included within 
administration costs in the statement of comprehensive income).
Funding
To fund the cost of the acquisition, the Group raised £7,750,002 (before expenses of £703,857) via the placing of 64,583,350 new ordinary 
shares at a price of 12p per share.
From the date of incorporation, Omega GmbH has contributed revenue of £955,153 and a pre-tax loss of £210,718 to the Group result for the 
year. This is split between a loss of £90,420 in the period from 30 June 2010 (date of incorporation) to 21 December 2010 and a loss of £120,298 
between 21 December 2010 (date of acquisition) and 31 March 2011, being the trading period post acquisition of the business and assets.
The result for the trading period post acquisition would have been an operating profit of approximately £100,000 however the actual result was impacted by 
one off agency costs, one off IT training costs as well as intangible asset amortisation and inter-group interest charged based on funding levels provided.
The combined revenue and profit before tax for the Group, assuming the business and assets had been acquired at the start of the period 
would have been £10,767,495 and £405,124 respectively.
Goodwill
The acquisition of the business and certain assets of the in-vitro allergy business has resulted in goodwill of £1,572,097. This amount of goodwill 
is the total amount deductible for tax purposes in line with current German tax law.
This goodwill represents the advantages, synergies and strategic value to be derived from adding the business to the Group as follows:
driving export sales of current IVD business allergy products through the existing Omega international distribution network •	
apply existing Genarrayt •	
®
 microarray test platform to IgE allergy screening. Automation of the test procedure will allow more rapid processing  
of higher test volumes
developing an instrumentation strategy for performing allergy diagnostics through an automated ‘closed system’ instrument through  •	
an agreement with Immunodiagnostic Systems Holdings Plc.
In the prior year, on 28 September 2009, the Group acquired 100% of the voting shares of Co-Tek (South West) Ltd, an unlisted Company in Devon, 
UK. Co-Tek is a manufacturer of stained bacterial suspensions for the diagnosis of bacterial diseases including Typhoid, Brucellosis and Rickettsia. 
     
The total acquisition cost of £480,978 for Co-Tek comprised a cash payment of £400,000 and acquisition costs amounting to £80,978.
To fund the cost of the Co-Tek acquisition the Group raised £1,000,000 (before expenses of £80,807) via the placing of 5,000,000 new ordinary 
shares at a price of 20p per share. 
Notes to the Financial Statements
(continued) Annual Report and Accounts 201 1 
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Overview
Business  
Review Governance
Financial  
Statements
9 INTANGIBLES
  Licences/ Supply Technology Customer 
 Goodwill Software arrangements assets relationships Total 
 £ £ £ £ £ £
Cost  
At 31 March 2009 3,061,054 – – 1,975,000 – 5,036,054
On acquisition 332,986 – – – 100,000 432,986
Adjustment related to  
contingent consideration (44,162) – – – – (44,162)
At 31 March 2010 3,349,878 – – 1,975,000 100,000 5,424,878
On acquisition 1,572,097 – 529,000 166,000 1,135,000 3,402,097
Additions – 1,113,316 – – – 1,113,316
Currency translation 52,015 176 20,248 6,521 45,349 124,309
At 31 March 2011 4,973,990 1,113,492 549,248 2,147,521 1,280,349 10,064,600
Accumulated amortisation and impairment
At 31 March 2009 – – – 156,354 – 156,354
Amortisation charge in the year – – – 98,750 10,000 108,750
At 31 March 2010 – – – 255,104 10,000 265,104
Amortisation charge in the year – 9,813 26,955 107,217 48,922 192,907
Currency translation – 176 483 152 519 1,330
At 31 March 2011 – 9,989 27,438 362,473 59,441 459,341
Net book value   
31 March 2011 4,973,990 1,103,503 521,810 1,785,048 1,220,908 9,605,259
31 March 2010 3,349,878 – – 1,719,896 90,000 5,159,774
31 March 2009 3,061,054 – – 1,818,646 – 4,879,700
Of the licences/software balance above, £984,663 is held on the balance sheet of the Company and relates to the IDS licences. 
Impairment testing of goodwill     
The Group tests goodwill annually for impairment or more frequently if there are indicators of impairment. The carrying amount of goodwill  
is indicated in the table above. The net book value of goodwill above for Genesis-CNS amounts to £3,016,892 (2010: £3,016,892), Co-Tek 
£332,986 (2010: £332,986) and Omega GmbH £1,624,112 (2010: £Nil).
The recoverable amount of Genesis-CNS, Co-Tek and Omega GmbH has been determined based on a value in use calculation using cash flow 
projections based on the financial budget approved by the Board covering the period to 31 March 2012, with projected cash flows thereafter 
through to March 2016 based on a growth rate of 4.8% per annum. The key assumptions used in the budget for Genesis-CNS are the sales 
projections which are predicated on the continued success of the Genarrayt
®
 and Food Detective
®
 assays being commercialised on an 
international basis and the gross margins which can be achieved from the sales of these products. The key assumption used in the budget for 
Co-Tek is the growth in sales of the Company’s Micropath™ range of products where increased volumes are dependent upon having accessed a 
lower manufacturing cost through the acquisition of Co-Tek itself. The budget for Omega GmbH assumes continued organic growth in sales in the 
German market as well as achieving an increase in export sales through the existing Omega international distribution network. The Omega GmbH 
forecast also includes revenues in years two to five from the microarray and IDS-iSYS platforms which will allow more rapid processing of higher volume tests.
In all three cases, the Company also makes assumptions in regard to having sufficient production personnel to cope with increased volumes. 
The discount rate applied to cash flows is 12.5% for the group which takes account of other risks specific to each segment such as currency  
risk, geography and price risk. The discount rate is the weighted average cost of pre-tax cost of debt financing and the pre-tax cost of equity 
financing. Cash flows beyond the budget period are extrapolated for Genesis-CNS, Co-Tek and Omega GmbH over the next four years using  
a growth rate of 4.8% that equates to the current growth rate in the IVD industry. Thereafter, a Nil growth rate has been assumed for prudence.  
As a result, there has been no impairment to the carrying value of goodwill.
Sensitivity analysis
Base forecasts show headroom of £3m above carrying value for Genesis-CNS, headroom of £266k above carrying value for Co-Tek and 
headroom of £5.4m for Omega GmbH. Sensitivity analysis has been undertaken to assess the impact of any reasonably possible change  
in key assumptions. If the growth rate were to drop from 4.8% to 3.8% this would have the effect of reducing the headroom in Genesis-CNS  
by £134k over five years, in Co-Tek by £12k over five years and in Omega GmbH by £135k over five years.
For Genesis-CNS, the discount rate would have to increase to 35.5% or the growth rate would have to be a decline of 24% for the headroom to reduce to Nil.
For Co-Tek, the discount rate would have to increase to 40.4% or the growth rate would have to be a decline of 22.5% for the headroom to reduce to Nil.
For Omega GmbH, the discount rate would have to increase to 53.5% or the growth rate would have to be a decline of 60% for the headroom to reduce to Nil. Annual Report and Accounts 201 1 
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9 INTANGIBLES (continued)
The adjustment relating to the contingent consideration amounting to £44,162 results from a reassessment of the Genesis/CNS earnout. This is 
further analysed in note 20. Other than the adjustment above there has been no impairment to the carrying value of goodwill.
10 PROPERTY, PLANT AND EQUIPMENT
  Land and Leasehold Plant and Motor 
  Property improvements machinery vehicles Total 
Consolidated  £ £ £ £ £
Cost
At 31 March 2009  – 130,200 1,463,354 18,168 1,611,722
Additions  – 20,244 70,241 – 90,485
Acquisitions  – – 50,310 – 50,310
Disposals  – – (16,292) (18,168) (34,460)
At 31 March 2010  – 150,444 1,567,613 – 1,718,057
Additions  24,758 31,179 145,040 – 200,977
Acquisitions  662,937 – 445,893 72,554 1,181,384
Disposals  – – (7,489) – (7,489)
Currency translation  25,637 2 17,265 2,869 45,773
At 31 March 2011  713,332 181,625 2,168,322 75,423 3,138,702
 
Accumulated amortisation and impairment     
At 31 March 2009  – 65,630 893,821 12,825 972,276
Charge in the year  – 14,295 86,563 2,067 102,925
Disposals  – – (15,155) (14,892) (30,047)
At 31 March 2010  – 79,925 965,229 – 1,045,154
Charge in the year  4,772 15,856 117,500 6,166 144,294
Disposals  – – (5,938) – (5,938)
Currency translation  105 2 465 135 707
At 31 March 2011  4,877 95,783 1,077,256 6,301 1,184,217
Net book value
31 March 2011  708,455 85,842 1,091,066 69,122 1,954,485
31 March 2010  – 70,519 602,384 – 672,903
31 March 2009  – 64,570 569,533 5,343 639,446
The net book value of plant and machinery held under finance leases at 31 March 2011 is £64,513 (2010: £225,565).
11 INVENTORIES
     2011 2010 
     £ £
Raw materials     518,026 539,685
Work in progress     138,105 151,810
Finished goods and goods for resale     617,840 122,849
      1,273,971 814,344
12 TRADE AND OTHER RECEIVABLES
     2011 2010 
Consolidated     £ £
Trade receivables     2,008,644 1,527,928
Prepayments and other receivables     361,057 154,335
      2,369,701 1,682,263
The Directors consider that the carrying amount of trade receivables and other receivables approximates their fair value.
Notes to the Financial Statements
(continued) Annual Report and Accounts 201 1 
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Overview
Business  
Review Governance
Financial  
Statements
     2011 2010 
Company     £ £
Prepayments and other receivables     35,633 39,449
Due from subsidiary companies     4,914,353 1,338,548
      4,949,986 1,377,997
Analysis of trade receivables
     2011 2010 
Consolidated     £ £
Neither impaired nor past due     1,344,201 1,076,588
Past due but not impaired     687,119 451,340
Impaired     (22,676) –
     2011 2010 
Company     £ £
Neither impaired nor past due     4,914,353 1,338,548
Ageing of past due but not impaired trade receivables
     2011 2010 
Consolidated     £ £
Up to three months     511,680 377,461
Between three and six months     145,240 51,808
More than six months     30,199 22,071
The Directors consider that the carrying amount of trade receivables and other receivables approximates their fair value.
The credit quality of trade receivables that are neither past due nor impaired is assessed internally with reference to historical information 
relating to counterparty default rates. The maximum exposure to credit risk at the reporting date is the fair value of each class of receivable  
and no collateral is held as security.
13 INTEREST-BEARING LOANS AND BORROWINGS AND FINANCIAL INSTRUMENTS
     2011 2010 
Consolidated     £ £
Current
Bank loans     272,470 280,890
Obligations under finance leases     60,029 62,795
      332,499 343,685
Non-current
Bank loans     136,235 421,335
Obligations under finance leases     13,362 73,391
Other loans     1,126,235 1,098,765
      1,275,832 1,593,491
Bank loans comprise the following:
£408,705 variable rate loans 2012 (base rate + 2.0%: 2010 base rate +2.0%)   408,705 702,225
      408,705 702,225
Less current instalments     (272,470) (280,890)
      136,235 421,335 Annual Report and Accounts 201 1 
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13 INTEREST-BEARING LOANS AND BORROWINGS AND FINANCIAL INSTRUMENTS (continued)
The Group uses finance leases and hire purchase contracts to acquire plant and machinery. These leases have terms of renewal but no 
purchase options and escalation clauses. Renewals are at the option of the lessee. Future minimum payments under finance leases and  
hire purchase contracts are as follows:
     2011 2010 
     £ £
Future minimum payments due:
Not later than one year     63,233 70,113
After one year but not more than five years     13,676 76,909
      76,909 147,022
Less finance charges allocated to future periods    3,518 10,836
Present value of minimum lease payments    73,391 136,186
The present value of minimum lease payments is analysed as follows:
Not later than one year     60,029 62,795
After one year but not more than five years     13,362 73,391
      73,391 136,186
     2011 2010 
Consolidated     £ £
Other loans comprise the following:
Vendor loan – 2014 (base rate)     1,126,235 1,098,765
      1,126,235 1,098,765
The term loans are secured by a floating charge over the assets of the Group. Cross guarantees between Omega Diagnostics Group PLC, 
Omega Diagnostics Limited, Genesis Diagnostics Limited and Cambridge Nutritional Sciences Limited are in place, and Omega Diagnostics 
Group PLC has given the Bank of Scotland a debenture secured over the assets of the Company. Two Directors have also provided personal 
guarantees of £100,000 in support of the term loan.
There are two Bank of Scotland term loans of £180,000 (2010: £300,000) and US$366,660 (2010: US$611,100) repayable in equal monthly 
instalments of £10,000 and US$20,370, both with a maturity date of 4 September 2012. 
     2011 2010 
Company     £ £
Current
Bank loans     272,470 280,890
      272,470 280,890
Non-current
Bank loans     136,235 421,335
Other loans     1,126,235 1,098,765
      1,262,470 1,520,100
Bank loans comprise the following:
£408,705 variable rate loan 2012 (base rate + 2.0%: 2010 base rate +2.0%)   408,705 702,225
      408,705 702,225
Less current instalments     (272,470) (280,890)
      136,235 421,335
Notes to the Financial Statements
(continued) Annual Report and Accounts 201 1 
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Statements
     2011 2010 
Company     £ £
Other loans comprise the following:
Vendor loan – 2014 (base rate)     1,126,235 1,098,765
      1,126,235 1,098,765
14 TRADE AND OTHER PAYABLES
     2011 2010 
Consolidated     £ £
Trade payables     916,401 608,136
Social security costs     85,136 52,737
Accruals and other payables     614,168 202,005
      1,615,705 862,878
Trade payables and other payables comprise amounts outstanding for trade purchases and ongoing costs. The Directors consider that the 
carrying amount of trade payables approximates their fair value.
     2011 2010 
Company     £ £
Trade payables     34,297 38,748
Accruals and other payables     192,962 63,331
Due to subsidiary companies     462,753 337,086
      690,012 439,165
Trade payables and other payables comprise amounts outstanding for trade purchases and ongoing costs. The Directors consider that the 
carrying amount of trade payables approximates their fair value.
15 DEFERRED TAXATION
The deferred tax asset is made up as follows:
     2011 2010 
Consolidated     £ £
Decelerated capital allowances     6,765 14,009
Temporary differences     8,192 7,483
Tax losses carried forward     69,956 74,582
      84,913 96,074
A deferred tax asset has been recognised for the carry forward of unused tax losses to the extent that it is probable that future taxable profits 
will be available against which the unused tax losses can be utilised.
The deferred tax liability is made up as follows:
     2011 2010 
Consolidated     £ £
Fair value adjustments on acquisition     514,109 571,332
Accelerated capital allowances     6,498 11,917
      520,607 583,249 Annual Report and Accounts 201 1 
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16 SHARE CAPITAL
     2011 2010 
Company     number number
Authorised share capital     
Ordinary shares of 4 pence each     184,769,736 184,769,736
Deferred shares of 0.9 pence each     123,245,615 123,245,615
Issued and fully paid share capital     
At the beginning of the year     20,632,907 15,632,907
Issued during the year     64,583,350 5,000,000
At the end of the year     85,216,257 20,632,907
     2011 2010 
     £ £
Shares allotted for cash     
Aggregate nominal value     2,583,334 200,000
Share premium     5,166,668 800,000
Expense of issue     (703,857) (80,807)
Consideration received     7,046,145 919,193
On 21 December 2010, the Company issued 64,583,350 ordinary shares of 4p each at a price of 12p per share. The costs involved in the share 
issue were £703,857.
During the year to 31 March 2011, the Company granted options over 40,000 ordinary shares at an exercise price of 16.75p per share. 
The options will expire if not exercised within ten years of the date of grant.
On 28 September 2009, the Company issued 5,000,000 ordinary shares of 4p each at a price of 20p per share. The costs involved in the share 
issue were £80,807.
The Company granted warrants to those shareholders in Quintessentially English plc, on the register just prior to the reverse transaction 
in 2006. These warrants entitled those shareholders to subscribe for a total of 139,710 new ordinary shares. The warrants had an exercise  
price of 80p per share and an expiry date of 19 September 2009. None of the warrants were exercised.
17 COMMITMENTS AND CONTINGENCIES
Operating lease commitments
Future minimum rentals payable under non-cancellable operating leases are as follows:
     2011 2010 
Consolidated     £ £
Land and buildings:
Within one year     110,846 163,374
Within two to five years     100,340 211,186
Other:
Within one year     20,264 11,869
Within two to five years     40,187 26,265
Land and buildings leases in force for Omega Diagnostics Ltd premises extend to June 2011, and have been recently re-negotiated and now 
extend to 30 June 2021. The land and buildings leases in force for the premises of Genesis Diagnostics Ltd and Cambridge Nutritional Sciences 
extend to March 2013, at which point they may be re-negotiated.
Other leases are in force for office equipment items and extend to time periods ranging from June 2011 to May 2014. The leases may be 
extended at the expiry of their term.
Performance bonds
The Group has performance bonds and guarantees in place amounting to £30,000 at 31 March 2011 (2010: £30,000). 
Notes to the Financial Statements
(continued) Annual Report and Accounts 201 1 
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Financial  
Statements
18 RELATED PARTY TRANSACTIONS
Remuneration of key personnel
The remuneration of the key management personnel of Omega Diagnostics Group PLC, is set out below in aggregate for each of the categories 
specified in IAS 24 Related Party Disclosures:
     2011 2010 
     £ £
Short-term employee benefits     395,484 326,898
Share-based payments     – 153,002
Post-employment benefits     18,508 12,845
      413,992 492,745
Included within short-term employee benefits are amounts paid to MBA Consultancy of £25,000 (2010: £25,000), a Company controlled by  
David Evans and £Nil (2010: £15,000) to Alberdale Catalyst Ltd and £20,000 (2010: £5,000) to Holdmer Associates Ltd, two companies 
controlled by Michael Gurner.
Other related party transactions
During the year there have been transactions between the parent Company, Omega Diagnostics Limited, Genesis Diagnostics Limited, 
Cambridge Nutritional Sciences, Co-Tek (South West) Limited and Omega GmbH, largely relating to payment of fees. The amounts outstanding 
at the year end are as follows:
 ODG ODL Genesis CNS Co-Tek GmbH 
At 31 March 2011 £ £ £ £ £ £
Omega Diagnostics Group PLC – (1,404,637) (633,167) 462,753 (12,219) (2,864,330)
Omega Diagnostics Ltd 1,404,637 – (209,081) (156,812) 5,138 (130,508)
Genesis Diagnostics Ltd 633,167 209,081 – (559,409) – –
Cambridge Nutritional Sc. Ltd (462,753) 156,812 559,409 – – –
Co-Tek (South West) Ltd 12,219 (5,138) – – – –
Omega GmbH 2,864,330 130,508 – – – –
  ODG ODL Genesis CNS Co-Tek 
At 31 March 2010  £ £ £ £ £
Omega Diagnostics Group PLC  – (1,016,639) (309,690) 337,086 (12,219)
Omega Diagnostics Limited  1,016,639 – 77,639 889 9,458
Genesis Diagnostics Limited  309,690 (77,639) – (462,581) –
Cambridge Nutritional Sciences Limited  (337,086) (889) 462,581 – –
Co-Tek (South West) Limited  12,219 (9,458) – – –
During the year there were transactions between the Company and its subsidiaries as follows: 
   
     2011 2010 
     £ £
    
Balance at 1 April     1,001,461 346,544 
Charges to subsidiary companies     1,106,669 1,190,833 
Charges from subsidiary companies     – (511,886)
Transfers of cash to subsidiary companies     3,086,328 821,000 
Transfers of cash from subsidiary companies    (742,858) (845,030)
Balance at 31 March 2011     4,451,600 1,001,461
Note 13 discloses personal guarantees made by two of the Directors in support of the bank term loan.  Annual Report and Accounts 201 1 
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19 RETIREMENT BENEFIT OBLIGATIONS
The Group operates pension schemes for the benefit of its UK and overseas employees.
Details of the Defined Contributions Scheme for the Group’s UK employees are given below in note (a). Details of the Defined Benefits Schemes 
for the Group’s German employees and details relating to these schemes are given below in note (b). During the year Group accounted for these 
pension schemes under IAS19 “Employee Benefits”.
a) Defined Contribution Schemes
The Group makes contributions to personal plans of employees on a defined contribution basis. The Group does not have ownership of the 
schemes, with individual plans being arrangements between the employee and pension provider. The contributions for the year amounted to 
£46,518 (2010: £40,962). 
b) Defined Benefit Schemes
The Deutscher Pensionsfonds AG and the LV 1871 Unterstutzungskasse e.V schemes give the rights to defined future benefits. These are mainly 
dependent on the number of earning years and salary level at pension age. The commitments are covered through an insurance company and 
are compliant with the requirements of German insurance laws. Pension costs relating to each scheme operating in Germany are charged in 
accordance with IAS19 “Employee Benefits”. Formal valuations of each scheme have been carried out by Towers Watson Pension Service 
GmbH, who are independent, professionally qualified actuaries, on 24 June 2011 using the following assumptions.
     2011  2010
Discount rate at 31 March     5.50%  –
Expected return on plan assets at 31 March     –  –
Future salary increases      2.50%  –
Future pension increases      1.00%  –
Turnover rate     2.60% –
(i) The amounts recognised in the balance sheet are as follows:
     2011 2010 
      £ £
Present value of funded obligations      1,174,883  –
Fair value of plan assets      1,216,867  –
      41,984  –
Present value of unfunded obligations      –  –
Net asset      41,984  –
Net assets in the balance sheet:
Liabilities      1,174,883  –
Assets      1,216,867  –
Net asset      41,984  –
(ii) The amounts recognised in the income statement are as follows:
     2011 2010 
      £ £
Current service costs      39,564  –
Interest on obligation      –  –
Expected return on plan assets       – –
Total included in employee benefits expense     39,564  –
The current service costs for the year, £39,564 (2010: £nil) have been included in administration costs.
Notes to the Financial Statements
(continued) Annual Report and Accounts 201 1 
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Overview
Business  
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Financial  
Statements
(iii) The amounts recognised in the consolidated statement of comprehensive income are as follows:
     2011 2010 
      £ £
Actuarial gains on defined benefit obligation     1,216,867 –
Actuarial losses on plan assets      1,174,883  –
Total      41,984  –
(iv) Changes in the present value of the defined benefit obligation are as follows:
     2011  2010 
     £  £
Opening defined benefit obligation      –  –
Service cost      39,564  –
Interest cost      –  –
Acquisition/Business combination      1,133,517  –
Experience adjustments on plan liabilities     1,802  –
Benefits paid      –  –
Closing defined benefit obligation      1,174,883 –
 
Acquisition/Business combination liability above includes an unrecognised gain of £54,833.
(v) Changes in the fair value of plan assets are as follows:
     2011 2010 
      £ £
Opening fair value of plan assets      –  –
Expected return      –  –
Actuarial losses      (11,047)  –
Contributions by employer      39,564  –
Exchange differences on foreign plans      –  –
Benefits paid      –  –
Acquisition/Business combination     1,188,350 –
Closing fair value of plan assets      1,216,867  –
(vi) The major categories of plan assets as a percentage of total plan assets are as follow:
     2011  2010
Equities      10%  –
Bonds/Debt instruments     40%  –
Property      –  –
Cash/other      50%  –
 
The Group expects to contribute £158,297 to its defined benefit pension plans in the year to 31 March 2012.
(vii) Mortality assumptions
Assumptions regarding future mortality experience are set based on advice in accordance with published statistics and experience in Germany. 
In the calculations, the mortality rate used, is in accordance with Heubeck Richttafeln’s basis of calculation for group pension insurance, 2005G. 
Other assumptions have been set in accordance with Heubeck Richttafeln’s basis of calculation for group pension insurance, as set out in 
schedule 2005G. Annual Report and Accounts 201 1 
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Notes to the Financial Statements
(continued)
19 RETIREMENT BENEFIT OBLIGATIONS (continued)
(viii) History of experience adjustments
     2011 2010 
      £ £
Defined benefit obligation     1,174,883  –
Plan assets      1,216,867 –
Surplus     41,984 –
Experience adjustments on plan liabilities      1,802 –
Experience adjustments on plan assets      11,047 –
20 OTHER FINANCIAL LIABILITIES
 
Consolidated and Company      £
As at 1 April 2009      131,580
Fair value adjustment to Genesis-CNS earn-out through finance costs    13,857
Fair value adjustment to Genesis-CNS earn-out through goodwill    (44,162)
Genesis-CNS earn-out paid in year      (101,275)
As at 31 March 2010      –
IDS licence agreement      549,663
As at 31 March 2011      549,663
The earn-out relating to Genesis/CNS amounting to £131,580 was fully extinguished by 31 March 2010. At 31 March 2011 other financial 
liabilities comprise unconditional future commitments under the licence agreement with IDS. 
21 INVESTMENTS
Company
The Company’s investments in subsidiaries which are all 100% owned are comprised of the following:
    Country of 2011 2010 
    incorporation £ £
Investment in Omega Diagnostics Limited    UK 1,752,884 1,752,884
Investment in Genesis Diagnostics Limited    UK 1,815,623 1,815,623
Investment in Cambridge Nutritional Sciences Limited   UK 4,063,553 4,063,553
Investment in Co-Tek (South West) Limited    UK 480,978 480,978
Investment in Bealaw (692) Limited    UK 1 1
Investment in Bealaw (693) Limited    UK 1 1
Investment in Omega GmbH    Germany 2,542,321 –
      10,655,361 8,113,040
The new investment in the year relates to the 100% owned subsidiary, Omega GmbH, which was used to purchase the business and certain 
assets of the in-vitro allergy diagnostics business of Allergopharma Joachim Ganzer KG. 
Bealaw (692) Limited and Bealaw (693) Limited are both dormant companies which have never traded. Annual Report and Accounts 201 1 
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Overview
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Financial  
Statements
22 EARNINGS PER SHARE
Basic earnings per share are calculated by dividing net profit for the year attributable to ordinary equity holders of the Group by the weighted 
average number of ordinary shares outstanding during the year.
Diluted earnings per share are calculated by dividing the net profit attributable to ordinary equity holders of the Group by the weighted average 
number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on the 
conversion of all the dilutive potential ordinary shares into ordinary shares. Diluting events are excluded from the calculation when the average 
market price of ordinary shares is lower than the exercise price. 
     2011 2010 
     £ £
Profit attributable to equity holders of the Group    31,457 187,099
     2011 2010 
     Number Number
Basic average number of shares     38,278,631 18,153,455
Share options     – 471,581
Diluted weighted average number of shares    38,278,631 18,625,036
Adjusted Earnings per share on profit for the year
The Group presents adjusted earnings per share which is calculated by taking adjusted profit before taxation and deducting the tax charge  
in order to allow shareholders to understand better the elements of financial performance in the year, so as to facilitate comparison with prior 
periods and to assess better trends in financial performance.
     2011 2010 
     £ £
Adjusted profit attributable to equity holders of the Group   662,164 566,602
23 FINANCIAL INSTRUMENTS
The Group’s principal financial instruments comprise loans, finance leases, financial derivatives and cash. The main purpose of these financial 
instruments is to manage the Group’s funding and liquidity requirements. The Group has other financial instruments, such as trade receivables 
and trade payables, which arise directly from its operations. The categories of financial instruments are summarised in the following tables:
    Assets at fair  
    value through Loans and  
    profit and loss receivables Total 
Assets as per the consolidated balance sheet    £ £ £
2011 
Trade receivables    – 2,008,644 2,008,644
Cash and cash equivalents    – 2,054,877 2,054,877
     – 4,063,521 4,063,521
    Assets at fair  
    value through Loans and  
    profit and loss receivables Total 
Assets as per the consolidated balance sheet    £ £ £
2010     
Derivative financial instruments (held for trading)   196 – 196
Trade receivables    – 1,527,928 1,527,928
Cash and cash equivalents    – 678,800 678,800
     196 2,206,728 2,206,924 Annual Report and Accounts 201 1 
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23 FINANCIAL INSTRUMENTS (continued)
    Assets at fair  
    value through Loans and  
    profit and loss receivables Total 
Assets as per the Company balance sheet    £ £ £
2011 
Due from subsidiary companies    – 4,914,352 4,914,352
Cash and cash equivalents    – 552,702 552,702
     – 5,467,054 5,467,054
    Assets at fair  
    value through Loans and  
    profit and loss receivables Total 
Assets as per the Company balance sheet    £ £ £
2010     
Derivative financial instruments (held for trading)   196 – 196
Due from subsidiary companies    – 1,338,548 1,338,548
Cash and cash equivalents    – 12,214 12,214
     196 1,350,762 1,350,958
 
    Liabilities at fair  
    value through Amortised  
    profit and loss cost Total 
Liabilities as per the consolidated balance sheet   £ £ £
2011 
Derivative financial instruments (held for trading)   3,435 – 3,435
Trade payables    – 916,401 916,401
Obligations under finance leases    – 73,391 73,391
Bank loans    – 408,705 408,705
Other loans (designated on initial recognition)   1,126,235 – 1,126,235
Other financial liabilities    – 549,663 549,663
     1,129,670 1,948,160 3,077,830
    Liabilities at fair  
    value through Amortised  
    profit and loss cost Total 
Liabilities as per the consolidated balance sheet   £ £ £
2010 
Derivative financial instruments (held for trading)   7,717 – 7,717
Trade payables    – 608,136 608,136
Obligations under finance leases    – 136,186 136,186
Bank loans    – 702,225 702,225
Other loans (designated on initial recognition)   1,098,765 – 1,098,765
     1,106,482 1,446,547 2,553,029
Notes to the Financial Statements
(continued) Annual Report and Accounts 201 1 
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Business  
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Financial  
Statements
    Liabilities at fair  
    value through Amortised  
    profit and loss cost Total 
Liabilities as per the Company balance sheet    £ £ £
2011 
Derivative financial instruments (held for trading)   3,435 – 3,435
Trade payables and amounts due to subsidiary companies   – 497,050 497,050
Bank loans    – 408,705 408,705
Other loans (designated upon initial recognition)   1,126,235 – 1,126,235
Other financial liabilities    – 549,663 549,663
     1,129,670 1,455,418 2,585,088
    Liabilities at fair  
    value through Amortised  
    profit and loss cost Total 
Liabilities as per the Company balance sheet    £ £ £
2010 
Derivative financial instruments (held for trading)   7,717 – 7,717
Trade payables and amounts due to subsidiary companies   – 375,834 375,834
Bank loans    – 702,225 702,225
Other loans (designated upon initial recognition)   1,098,765 – 1,098,765
     1,106,482 1,078,059 2,184,541
Within other loans designated at fair value through profit and loss is the vendor loan note of £1.1 million which was issued in September 2007.  
It carries a coupon of base rate only and is repayable in three equal instalments in September 2012, 2013 and 2014. The interest is rolled up  
and repayable with the final capital payment. The fair value is calculated as the future cash flows expected to result based on current estimates 
of interest rates. There has been no change in the year to the fair value of the loan due to changes in credit risk. The movement in the year  
of £27,468 (2010: £86,600) is due to the effect of unwinding discount factors and is included within finance charges in the income statement.
Financial risk management
The principal financial risks to which the Group is exposed are those relating to foreign currency, credit, liquidity and interest rate. These risks 
are managed in accordance with Board-approved policies.
Foreign currency risk
The Group operates in more than one currency jurisdiction and is therefore exposed to currency risk on the retranslation of the income 
statement and the balance sheet of its overseas subsidiary from euros into its functional currency of pounds sterling. The Company funds 
its subsidiary by a mixture of equity and intercompany loan financing in euros and these balances are subject to exchange rate movements  
that can give rise to movements in equity. The Group also buys and sells goods and services in currencies other than the functional currency, 
principally in Euros and US dollars. The Group has US dollar and euro denominated bank accounts and where possible, the Group will offset 
currency exposure where purchases and sales of goods and services can be made in these currencies. The Group’s non-sterling revenues, 
profits, assets, liabilities and cash flows can be affected by movements in exchange rates. It is currently Group policy not to engage in any 
speculative transaction of any kind but this will be monitored by the Board to determine whether it is appropriate to use additional currency 
management procedures to manage risk. At 31 March 2011 (and 31 March 2010) the Group has not entered into any hedge transactions. Annual Report and Accounts 201 1 
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23 FINANCIAL INSTRUMENTS (continued)
The following table demonstrates the sensitivity to a possible change in currency rates on the Group’s profit before tax and equity through  
the impact of sterling weakening against the US dollar, the euro and the Canadian dollar.
     Effect on Effect on 
    Decrease in profit before tax equity 
    currency rate £ £
2011     
Trade and other receivables    5% 51,965 –
Trade and other payables    5% (43,720) –
Cash and cash equivalents    5% 47,301 –
Bank loans    5% (12,037) –
Net investment in overseas subsidiary    5% – 234,827
2010
Trade and other receivables    5% 33,635 –
Trade and other payables    5% (8,593) –
Cash and cash equivalents    5% 10,519 –
Bank loans    5% (21,170) –
Net investment in overseas subsidiary    5% – –
An increase in currency rate of 5% would have a similar opposite effect. The sensitivity around bank loans above represents the entire impact 
on the Company’s profit before tax and equity.
Credit risk
The Group’s credit risk is primarily attributable to its trade receivables. The Group conducts its operations in many countries, so there is  
no concentration of risk in any one area. In most cases, the Group grants credit without security to its customers. Credit worthiness checks 
are undertaken before entering into contracts with new customers, and credit limits are set as appropriate. The Group conducts most of its 
operations through distributors and is therefore able to maintain a fairly close relationship with its immediate customers. As such, the Group 
monitors payment profiles of customers on a regular basis and is able to spot deteriorations in payment times. An allowance for impairment  
is made that represents the potential loss in respect of individual receivables where there is an identifiable loss event which, based on previous 
experience, is evidence of a reduction in the recoverability of cash flows. The amounts presented in the balance sheet are net of allowance  
for doubtful receivables. An analysis of trade receivables from various regions is analysed in the following table:
     2011 2010 
     Trade receivables Trade receivables 
     £ £
UK/Europe     1,166,709 657,868
North America     88,768 75,598
South/Central America     95,336 109,753
Asia and Far East     346,106 422,941
Africa and Middle East     311,725 261,768
      2,008,644 1,527,928
Capital management
An explanation of the Group’s capital management process and objectives is set out in the Capital management section on page 15 of the 
Financial Review.
Notes to the Financial Statements
(continued) Annual Report and Accounts 201 1 
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Financial  
Statements
Liquidity risk
The Group’s objective is to maintain sufficient headroom to meet its foreseeable financing and working capital requirements. The Group has  
in place drawn loan facilities and in the case of bank loans, regularly monitors performance to ensure compliance with all covenants. The Group 
also maintains a surplus balance of cash and cash equivalents to ensure flexible liquidity to meet financial liabilities as they fall due.
The table below summarises the maturity profile of the Group’s financial liabilities at 31 March 2011 based on the undiscounted cash flows of 
liabilities which include both future interest and principal amounts outstanding based on the earliest date on which the group can be required  
to pay. The amounts of future interest are not included in the carrying value of financial liabilities on the balance sheet.
   Less than 3 to 12 1 to 5 
   3 months months years Total 
Consolidated   £ £ £ £
2011 
Trade and other payables   916,401 – – 916,401
Obligations under finance leases   16,624 46,609 13,677 76,910
Bank loans   70,278 208,458 136,942 415,678
Vendor loan   – – 1,205,658 1,205,658
    1,003,303 255,067 1,356,277 2,614,647
2010     
Trade and other payables   608,136 – – 608,136
Obligations under finance leases   20,242 49,871 76,909 147,022
Bank loans   74,101 219,864 428,514 722,479
Vendor loan   – – 1,200,168 1,200,168
    702,479 269,735 1,705,591 2,677,805
The table below summarises the maturity profile of the Company’s financial liabilities at 31 March 2010 based on the undiscounted cash flows  
of liabilities based on the earliest date on which the Company can be required to pay.     
      
   Less than 3 to 12 1 to 5 
   3 months months years Total 
Company   £ £ £ £
     
2011  
Trade payables and amounts due to subsidiary companies  497,050 – – 497,050
Bank loans   70,278 208,458 136,942 415,678
Vendor loan   – – 1,205,658 1,205,658
    567,328 208,458 1,342,600 2,118,386
2010      
Trade payables and amounts due to subsidiary companies  375,835 – – 375,835
Bank loans   74,101 219,864 428,514 722,479
Vendor loan   – – 1,200,168 1,200,168
    449,936 219,864 1,628,682 2,298,482
Interest rate risk
All of the Group’s borrowings are at variable rates of interest. The Group has an exposure to interest rate risk on changes in US dollar and 
sterling interest rates. To manage the interest rate risk, the Group has taken out interest rate hedge instruments relative to the two bank loans 
which will be repaid by September 2012. The change in fair value of these interest rate hedge instruments has been taken to the income 
statement in full. Annual Report and Accounts 201 1 
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23 FINANCIAL INSTRUMENTS (continued)
The following table demonstrates the sensitivity to a possible change in interest rates on the Group’s profit before tax through the impact on 
floating rate borrowings and cash balances.
      Effect on profit 
      before tax 
     Increase in and equity 
Consolidated     basis points £
2011     
Cash and cash equivalents     25 2,557
Bank loans – GBP     25 (612)
  – USD     25 (777)
Vendor loan     25 (2,750)
2010     
Cash and cash equivalents     25 1,614
Bank loans – GBP     25 (918)
  – USD     25 (1,231)
Vendor loan     25 (2,750)
The following table demonstrates the sensitivity to a possible change in interest rates on the Company’s profit before tax through the impact on 
floating rate borrowings and cash balances. 
       
      Effect on 
      profit before tax 
     Increase in and equity 
Company     basis points £
2011     
Cash and cash equivalents     25 721
Bank loans – GBP     25 (612)
  – USD     25 (777)
Vendor loan     25 (2,750)
2010     
Cash and cash equivalents     25 159
Bank loans – GBP     25 (918)
  – USD     25 (1,231)
Vendor loan     25 (2,750)
      
Fair values 
The carrying amount for all categories of financial assets and liabilities disclosed on the balance sheet and in the related notes to the accounts 
is equal to the fair value of such assets and liabilities as at both 31 March 2011 and 31 March 2010. The monetary value attributable to these 
financial assets and liabilities is the same value that has been disclosed in the related notes to the accounts.
The valuation methods used to fair value the financial assets and liabilities have been disclosed in Note 2 to the Financial Statements under the 
heading of Financial instruments.
The carrying amount recorded in the balance sheet of each financial asset as at 31 March 2011 and 31 March 2010, including derivative financial 
instruments, represent the Group’s maximum exposure to credit risk.
Notes to the Financial Statements
(continued) Annual Report and Accounts 201 1 
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63
Overview
Business  
Review Governance
Financial  
Statements
Derivative financial instruments
The Group uses the following hierarchy for determining and disclosing the fair value of instruments by valuation technique:
Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities;
Level 2:  other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly  
or indirectly, and
Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable market data.
The fair value of the financial derivatives, detailed below, have been valued using the hierarchy above and have been categorised as level 2.
     2011 2010 
Consolidated and Company     £ £
Included in non-current assets
Interest rate instruments     – 196
Included in non-current liabilities
Interest rate instruments     3,435 7,717
The derivative financial instruments comprise:
a) an interest rate cap of 5.5%, the floating rate option being Bank of England daily base rate.
b) an interest cap and floor of 5.0% and 2.25% respectively, the floating option rate being USD-Libor.
The Group does not hold or issue derivatives for speculative or trading purposes. Annual Report and Accounts 201 1 
www.omegadiagnostics.com
64
Notice is hereby given that the Annual General Meeting of the Company will be held at the British In Vitro Diagnostics Association,  
1 Queen Anne’s Gate, London, SW1H 9BT on 23 August 2011 at 11am for the following purposes:
Ordinary business
1. To receive the reports of the Directors and the Auditors and the audited accounts for the year ended 31 March 2011.
2.  To reappoint Ernst & Young LLP as Auditors of the Company to hold office until the conclusion of the next general meeting at which 
accounts are laid before the Company and that their remuneration be fixed by the Directors.
3. To re-elect Mr David Evans as a Director of the Company.
4. To elect Mr Jagdeep Grewal as a Director of the Company.
5.  That in accordance with section 551 of the Companies Act 2006 the Directors be generally and unconditionally authorised to allot shares  
in the Company or grant rights to subscribe for or to convert any security into shares in the Company (‘Rights’) up to an aggregate nominal 
amount of £1,136,103.12 provided that this authority shall, unless renewed, varied or revoked by the Company, expire on the conclusion of 
the next annual general meeting of the Company save that the Company may, before such expiry, make an offer or agreement which would 
or might require shares to be allotted or Rights to be granted and the Directors may allot shares or grant Rights in pursuance of such offer  
or agreement notwithstanding that the authority conferred by this resolution has expired. This authority is in substitution for all previous 
authorities conferred on the Directors in accordance with section 80 of the Companies Act 1985 or section 551 of the Companies Act 2006, 
but without prejudice to any allotment already made or to be made pursuant to such authority.
Special business
Resolution 6 is proposed as a special resolution.
6.  That, conditional on the passing of resolution 5 above, and in accordance with section 570 of the Companies Act 2006, the Directors be 
generally empowered to allot equity securities (as defined in section 560 of the Companies Act 2006) pursuant to the authority conferred by 
resolution 5, as if section 561(1) of the Companies Act 2006 did not apply to any such allotment, provided that this power shall be limited to:
 6.1  the allotment of equity securities in connection with an issue in favour of the holders of ordinary shares where the equity securities 
respectively attributable to the interests of all holders of ordinary shares are proportionate (as nearly as may be) to the respective 
number of ordinary shares held by them but subject to such exclusions or arrangements as the Directors may deem necessary  
or expedient to deal with fractional entitlements arising or any legal or practical problems under the laws of any overseas territory  
or the requirements of any regulatory body or stock exchange; and
 6.2   the allotment of equity securities otherwise than pursuant to sub paragraph 6.1 above up to an aggregate nominal amount  
of £170,432.48;
  and provided that this power shall expire on conclusion of the next annual general meeting of the Company save that the Company may, 
before such expiry, make an offer or agreement which would or might require equity securities to be allotted after such expiry and the 
Directors may allot equity securities in pursuance of any such offer or agreement notwithstanding that the power conferred by this resolution 
has expired.
By order of the Board
k ieron Harbinson
Company Secretary
1 July 2011
Notice of Annual General Meeting Annual Report and Accounts 201 1 
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65
Overview
Business  
Review Governance
Financial  
Statements
Notes:
1.  A member entitled to attend and vote at the meeting convened by the notice set out above is entitled to appoint a proxy to exercise all or any 
of your rights to attend, speak and vote at the meeting. You may appoint more than one proxy provided each proxy is appointed to exercise 
rights attached to different shares. A proxy need not be a member of the Company.
2.  A form of proxy is enclosed. To be effective, it must be deposited at the office of the Company’s Registrars, Share Registrars Limited, Suite 
E, First Floor, 9 Lion and Lamb Yard, West Street, Farnham, Surrey GU9 7LL, so as to be received not later than 48 hours before the time 
appointed for holding the Annual General Meeting. Completion of the proxy does not preclude a member from subsequently attending and 
voting at the meeting in person if he or she so wishes.
3.  Copies of contracts of service of Directors with the Company or with any of its subsidiary undertakings, will be available for inspection at the 
registered office of the Company during normal business hours (Saturdays and public holidays excepted) from the date of this notice until 
the conclusion of the AGM.
4.  In accordance with Regulation 41 of the Uncertificated Securities Regulations 2001, only those members entered on the Company’s register 
of members not later than 21 August 2011 or, if the meeting is adjourned, shareholders entered on the Company’s register of members not 
later than 48 hours before the time fixed for the adjourned meeting shall be entitled to attend and vote at the meeting.
Registered in England and Wales number 5017761
www.omegadiagnostics.com
Omega Diagnostics Group PLC
Omega House
Hillfoots Business Village
Alva FK12 5DQ
Scotland
United Kingdom
Tel: +44 (0)1259 763030 
Fax: +44 (0)1259 761853 Annual Report and Accounts 201 1 
www.omegadiagnostics.com
66
Notes Annual Report and Accounts 201 1 
www.omegadiagnostics.com
67 Annual Report and Accounts 201 1 
www.omegadiagnostics.com
68
Advisers
Nominated Adviser and Broker
Cenkos Securities plc
6.7.8 Tokenhouse Yard
London EC2R 7AS
Auditors
Ernst & Young LLP
Ten George Street
Edinburgh EH2 2DZ
Solicitors
Brodies LLP
15 Atholl Crescent
Edinburgh EH3 8HA
Share Registrar
Share Registrars Limited
Suite E
First Floor, 9 Lion and Lamb Yard
Farnham
Surrey GU9 7LL
PR
Walbrook PR Ltd
4 Lombard Street
London EC3V 9HD
Country of Incorporation 
Omega Diagnostics Group PLC
England & Wales
Registered No. 5017761 Omega Diagnostics Group PLC is a  
public company quoted on the Alternative 
Investment Market (AIM) of the London 
Stock Exchange. Omega sells a wide 
range of products, primarily in the 
immunoassay, in-vitro diagnostics (IVD) 
market, through a strong distribution 
network in over 100 countries.
Our business
Omega is one of the UK’s leading companies in the fast 
growing area of Food Intolerance testing and also specialises  
in tests for autoimmune diseases (including anaemia, 
connective tissue disease and renal disease) and Infectious 
Diseases (including Syphilis, Tuberculosis, Dengue Fever, 
Chagas Disease and Malaria). The allergy business acquired 
in the year specialises in allergy tests used by doctors to 
diagnose patients with allergies.
Breadth
Going for  
growth through…
The acquisition of the IVD business, combined with  
the follow-on instrumentation strategy, will significantly 
broaden the Group’s range of products.
The continued growth of Food Intolerance products  
along with the successful fundraising and completion of  
the acquisition of Allergopharma’s IVD allergy business.
Food Intolerance
The Food Intolerance division 
specialises in the research, 
development and production 
of kits to aid the detection of 
immune reactions to food. It also 
provides clinical analysis to the 
general public, clinics and health 
professionals as well as supplying 
the consumer Food Detective
®
 test.
Read more  
on page 2
Allergy and  
Autoimmune testing
The Allergy and Autoimmune 
division specialises in the research, 
development, production and 
marketing of in-vitro Allergy and 
Autoimmune tests used by doctors 
to diagnose patients with allergies 
or autoimmune diseases.
Read more  
on page 2
Infectious Disease/Other
The Infectious Disease division 
specialises in the research, 
development, production and 
marketing of kits to aid the 
diagnosis of Infectious Diseases.
Read more  
on page 2
Read more  
on page 4 Going for growth...
Omega Diagnostics Group PLC Annual Report and Accounts 2011
www.omegadiagnostics.com
GmbH 
Formed in 2010, Omega GmbH acquired the IVD 
allergy business of Allergopharma and is located 
in Reinbek, Germany.
www.omegadiagnostics.de
Omega Diagnostics Group PLC
Omega House
Hillfoots Business Village
Alva FK12 5DQ
Scotland
United Kingdom
Tel: +44 (0)1259 763030 
Fax: +44 (0)1259 761853
Email: odl@omegadiagnostics.co.uk
Genesis Diagnostics Ltd
Formed in 1994, Genesis is one of the  
UK’s leading manufacturers of high quality  
ELISA based diagnostic kits. The Company 
specialises in the research, development  
and production of kits to aid the diagnosis  
of autoimmune and Infectious Diseases, and  
for the detection of immune reactions to food.
www.elisa.co.uk 
Omega Diagnostics Ltd
Formed in 1987, ODL specialises  
in Infectious Diseases, particularly  
Syphilis, TB and Dengue Fever.
www.omegadiagnostics.com
Cambridge Nutritional Sciences Ltd 
Formed in 2001, CNS provides clinical  
analysis to the general public, clinics and  
health professionals as well as supplying  
the consumer Food Detective
®
 test.
www.cambridge-nutritional.com
Omega Diagnostics Group PLC Annual Report and Accounts 2011