Final Results
Nostra Terra Oil and Gas Company plc
("NTOG" or the "Company")
Final Results for the period ended 31 December 2007
30 June 2008
Chairman's Statement
It is a great pleasure to present our first annual report and accounts since the
acquisition of Nostra Terra (Overseas) Limited and re-Admission of the ordinary
shares on the AIM market of the London Stock Exchange ("AIM") in July 2007. It
was a challenging and exciting period and one of significant progress for the
Company. Our activities over the past year have laid the foundation for our
future success.
Following admission the Company had issued share capital of 301,876,472 ordinary
shares and held approximately £500,000 in liquid resources to meet working
capital commitments and transaction expenses. During period the Company issued a
further 40,000,000 shares to Power Elite Trading Inc. under its standby put/call
credit agreement at 0.5 pence per share while recently we announced the issue of
a further 53,333,333 shares to investors at 0.75 pence per share.
The results for the 12 months to 31 December 2007 show a loss of £382,000 or 0.2
pence per share. Such loss is entirely a reflection of our expenditure in the
period on progressing with the opening up of our wells.
A detailed account on activities undertaken and progress made during 2007 is
contained in the Chief Executive's report. We expect 2008 to be a year in which
we will record substantial progress in the development of the Oktyabroske field.
Simply put, our mission is to develop the Oktyabrskoe licence to its full
potential and by extension, to develop Nostra Terra Oil and Gas Company plc into
a successful, independent oil and gas businesses in the Ukraine. Ongoing
production from Well 1 combined with recent results from Well 24 have
underscored our confidence in this project and I look forward to updating
shareholders further as the year progresses.
Sir Adrian Blennerhassett
Chairman
Chief Executive Officer's Statement
The Oktyabroskoe Licence
The licence area contains two reservoir horizons- the Necomian and the
Cenomianian, at depths of 1700 metres and 2,800 metres respectively. The licenxe
area covers 154 square kilometres and contains 36 wells (19 in the Oktyabroskoe
field and 17 in the West Oktyabroskoe Field). We believe that these wells were
drilled by the exploration arm of the USSR between 1960 and 1991 and were
subsequently capped prior to the break-up of the USSR. These wells were never
placed on production because the field was never transferred to the production
department of the USSR. The wells were subsequently shut in for safety and
environmental reasons and have remained in that state up until today. The
Company is in the process of re-entering and developing a selection of the wells
using modern equipment and production techniques.
Following its admission to AIM, the Company commenced its work program on the
licence area. Nostra Terra's initial objective is to re-open and develop 4 wells
for the production of oil in the Oktyabrskoe licence area. Geological data had
indicated that well #24 in this particular group offered interesting potential.
Old geophysical data indicated a zone that had produced 17 cubic metres per day.
Work commenced on this site in early September 2007. All-weather roads and
electricity were completed and surface plumbing installed. The re-opening
process commenced in October and involved the removal of a series of four cement
plugs. Plugs were put in place at each level where the well bore had been
perforated. We encountered some debris in the well bore and it took several
weeks to remove. As reported earlier this year, this exercise not only confirmed
the reservoir horizons identified in the original Soviet surveys, but also a
second potential five metre pay zone one metre above the target pay zone at 1686
metres. Water tables were also encountered and further work was required to
isolate these areas through the installation of a packer at 1650 metres. We are
very pleased with these early results which appear to underscore the earlier
Soviet analysis and the interpretation by Trimble Engineering Associates
Limited, who prepared the CPR contained in the Company's AIM admission document.
We anticipate that actual production from this well should commence shortly and
we expect to update shareholders on progress over the coming weeks.
In February, the Company took back well #1 into the Joint Venture Agreement. As
we have reported, this well continues to produce oil from natural pressure only
at a rate of 13 bbls /day, which is being sold into the Ukrainian market.
Production analysis shows actual oil production at flow rates as anticipated in
the admission document and we expect to conduct further analysis in the coming
months to determine the optimum strategy for this asset.
Looking forward to the immediate future, Nostra Terra's intention is to migrate
operations across to well #10 - which is located some 400 metres away. Well #10
should have very similar geophysics and we expect a similar level of production
to Well #24. Well #10 has never been perforated and consequently has only the
large surface plug which needs to be removed. Work on well #10 will begin as
soon as production has been stabilised from well #24.
Although work in the Ukraine has progressed more slowly than we had anticipated,
we have gained useful experience over the last 10 months and we expect to be
able to manage this process in a more timely manner going forward. Further out
we will turn our attention to the West Oktyabrskoe field which is rich in
condensate and natural gas.
In summary, while work has progressed more slowly than we had hoped for, all
major difficulties have been overcome. Additionally, our work thus far has
confirmed all assumptions regarding the productivity of well #24. We are now
confident that well #24 will prove to be a success. In short, our field
activities can be described as slower and more costly, but heading in the
direction of producing a significantly better result than planned. Our
relationship with our joint venture partner Nak Nadra Krymgeologia remains
positive and as we gain experience working together we anticipate improved
results over the remainder of the work plan.
Brian Courtney
Chief Executive Officer
For further information, please contact:
Nostra Terra Oil and Gas Brian Courtney 001-905-842-8543
Company plc Chief Executive bcourtney@ntog.co.uk
www.ntog.co.uk Officer
Stephen Oakes +44 (0)7867 528 108
Non-executive
Director
Blomfield Corporate Alan MacKenzie +44 (0)20 7489 4500
Finance Limited Nick Harriss
Biddicks Shane Dolan +44 (0)20 7448 1000
Consolidated Income Statement
for the period ended 31 December 2007
11 Months to Year ended
31 December 31 January
2007 2007
Notes £000 £000
Revenue 30 1
Cost of sales (16) -
________ ________
GROSS PROFIT 14 1
Administrative expenses (362) (77)
________ ________
OPERATING LOSS 4 (348) (76)
Finance costs (32) -
Finance income 5 4
________ ________
LOSS BEFORE TAX (375) (72)
Tax expense 5 (7) -
________ ________
LOSS FOR THE PERIOD (382) (72)
======== ========
Attributable to:
Equity holders of the Company (382) (72)
======== ========
Earnings per share expressed
in pence per share:
Basic and diluted (pence) 6 0.20 0.12
________ ________
Included above is the loss of the subsidiary since the date of acquisition:
2007
£000
Subsidiary
Nostra Terra Overseas Limited (122)
Below are the combined revenues and profit of the enlarged Group from 1
January 2007 to 31 December 2007:
2007
£000
Revenue 30
Loss for the period 122
Consolidated Statement of Changes in Equity
for the period ended 31 December 2007
Share Share Accumu- Total
Capital Premium lated
deficit
£000 £000 £000 £000
As at 1 February 2006 63 170 (38) 195
Shares issued - - - -
Loss after tax for - (3) (72) (75)
the year
________ ________ ________ ________
As at 31 January 2007 63 167 (110) 120
Shares issued 283 3,339 - 3,622
Loss after tax for - - (382) (382)
the period
Equity to be issued - - - -
________ ________ ________ ________
As at 31 December 2007 346 3,506 (492) 3,360
________ ________ ________ ________
Share capital is the amount subscribed for share at nominal value.
Accumulated deficit represents the cumulative losses of the Company attributable
to equity shareholders.
Share premium represents the excess of the amount subscribed for share capital
over the nominal value of those shares net of share issue expenses. Share issue
expenses in the year comprise costs incurred in respect of the issue of new
shares on the London Stock Exchange's AIM market.
Consolidated Balance Sheet
31 December 2007
31 December 31 January
2007 2007
Notes £000 £000
ASSETS
NON-CURRENT ASSETS
Goodwill 7 4,211 -
Intangibles 8 510 -
Property, plant and equipment 76 -
________ ________
4,797 -
CURRENT ASSETS
Trade and other receivables 193 2
Cash and cash equivalents 153 151
________ ________
346 153
LIABILITIES
CURRENT LIABILITIES
Trade and other payables 9 296 33
Tax payable 7 -
________ ________
303 33
________ ________
NET CURRENT ASSETS 43 120
________ ________
NON-CURRENT LIABILTIIES
Financial liabilities - borrowings
Interest bearing loans and 10 1,480 -
borrowings
________ ________
NET ASSETS 3,360 120
======== ========
EQUITY AND RESERVES
Called up share capital 11 346 63
Share premium 12 3,506 167
Retained earnings 12 (492) (110)
________ ________
3,360 120
======== ========
Consolidated Cash Flow Statement
for the period ended 31 December 2007
11 Months to Year ended
31 December 31 January
2007 2007
Notes £000 £000
Cash flows from operating activities
Cash generated/(consumed) by operations 1 123 (46)
Finance costs (32) -
________ ________
Net cash from operating activities 91 (46)
Cash flows from investing activities
Purchase of intangibles (510) -
Purchase of plant and equipment (76) -
Acquisition of subsidiaries (203) -
Interest received 5 4
________ ________
Net cash from investing activities (784) 4
________ ________
Cash flows from financing activities
Issue of new shares 695 (3)
________ ________
Net cash from financing activities 695 (3)
________ ________
Increase/(Decrease) in cash and cash
equivalents 2 (45)
Cash and cash equivalents at beginning of period 151 196
________ ________
Cash and cash equivalents at end of period 153 151
======== ========
Represented by:
Cash at bank 153 151
======== ========
Notes to the Group Cash Flow Statement
for the period ended 31 December 2007
1 RECONCILIATION OF OPERATING PROFIT TO CASH GENERATED FROM
OPERATIONS
11 Months to Year ended
31 December 31 January
2007 2007
£000 £000
Operating loss for the period (348) (76)
________ ________
Operating cash flows before movements in
working capital (348) (76)
Decrease in receivables 246 4
Increase in payables 225 26
________ ________
Cash generated from operations 123 (46)
======== ========
Notes to the Preliminary Financial Information
for the period ended 31 December 2007
GENERAL INFORMATION
Nostra Terra Oil and Gas Company plc is a company incorporated in England
and Wales and quoted on the AIM market of the London Stock Exchange. The
address of the registered office is disclosed on page 1 of the financial
statements. The principal activity of the Group is described on page 5. The
Company changed to its present name on 19 July 2007 upon the successful
acquisition of Nostra Terra (Overseas) Limited.
The financial information set out in this announcement does not constitute
the company's statutory accounts. Statutory accounts for the year ended 31
December 2007 will be delivered to the registrar of Companies on 30 June
2008. The report of the auditors on the statutory accounts for the year
ended 31 December 2007 was unqualified and did not contain a reference to
any matters which the auditor drew attention by way of emphasis without
qualifying the report and did not contain a statement under section 498 (2)
or section 498 (3) of the Companies Act 2006. Statutory accounts for the year
ended 31 December 2007 will be sent out to shareholders on 30 June 2008 and
will be available on the Company's website (www.ntog.co.uk) from this date.
1. ACCOUNTING POLICIES
Basis of preparation
These financial statements have been prepared in accordance with
International Financial Reporting Standards and IFRIC interpretations issued
by the International Accounting Standards Board (IASB) as adopted by the
European Union and with those parts of the Companies Act 1985 applicable to
companies reporting under IFRS. The financial statements have been prepared
under the historical cost convention.
The Group's ?nancial statements were prepared in accordance with United
Kingdom Generally Accepted Accounting Principles (GAAP) until 31 January
2007. UK GAAP differs in some areas from IFRS. In preparing the Group and
Company ?nancial statements, management has considered certain accounting,
valuation and consolidation methods applied in the UK GAAP ?nancial
statements to comply with IFRS. The comparative ?gures in respect of 2007
were restated to re?ect these adjustments, except as described in the
accounting policies. Reconciliations and descriptions of the effect of the
transition from GAAP to IFRS on the Group's equity and its net income and
cash ?ows are provided in Note 24.
Taxation
The tax expense represents the sum of the tax currently payable and deferred
tax. The tax currently payable is based on the taxable profit for the year.
Taxable profit differed from net profit as reported in the income statement
because it excludes items of income or expense that are taxable or
deductible in other years and it further excludes items that are never
taxable or deductible. The entity's liability for current tax is calculated
using tax rates that have been enacted or substantively enacted by the
balance sheet date.
Deferred tax
Deferred income tax is provided in full, using the liability method, on
temporary differences arising between the tax bases of assets and
liabilities and their carrying amounts in the financial statements. However,
the deferred income tax is not accounted for if it arises from initial
recognition of an asset or liability in a transaction other than a business
combination that at the time of the transaction affects neither accounting
nor taxable profit or loss. Deferred income tax is determined using tax
rates (and laws) that have been enacted or substantially enacted by the
balance sheet date and are expected to apply when the related deferred
income tax asset is realised or the deferred income tax liability is
settled.
Deferred income tax assets are recognised to the extent that it is probable
that future taxable profit will be available against which the temporary
differences can be utilised.
2. SEGMENTAL ANALYSIS
In the opinion of the directors, the operations of the Group comprise one
class of business, being oil and gas exploration, development and
production and the sale of hydrocarbons and related activities; and in only
one geographical area, the Ukraine.
The revenues in 2007 derive from fees charged .
3. EMPLOYEES AND DIRECTORS 11 Months to Year ended
31 December 31 January
2007 2007
£000 £000
Wages and salaries 20 -
Social security costs 117 -
________ ________
137 -
________ ________
The average monthly number of employees (including directors) during the
year was as follows:
Number Number
Directors 5 3
Operations 4 -
________ ________
9 3
£000 £000
Directors' fees 117 -
________ ________
4. OPERATING PROFIT FOR THE PERIOD
The operating profit for the period is stated after charging/(crediting):
11 Months to Year ended
31 December 31 January
2007 2007
£000 £000
Auditors' remuneration 15 6
Non -audit fees - Corporate finance services 80 19
Foreign exchange differences 10 -
======== ========
The analysis of administrative expenses in the consolidated income statement
by nature of expense:
11 Months Year ended
to 31 December 31 January
2007 2007
£000 £000
Employment costs 20 -
Directors fees 117 -
Consultancy fees 14 -
Travelling and entertaining 14 -
Legal and Professional Fees 81 -
Establishment costs 38 64
Other expenses 66 13
________ ________
362 77
======== ========
5. INCOME TAX EXPENSE
The tax charge on the profit for the year was as follows:
11 months to Year ended 31
31 December January
2007 2007
£000 £000
Current tax:
Corporation tax - -
Overseas Corporation tax 7 -
________ ________
Total 7 -
======== ========
Loss before tax (375) (72)
======== ========
Loss on ordinary activities before (112) (22)
taxation multiplied by standard
rate of UK corporation tax of 30%
(2007 - 30%)
Effects of:
Non deductible expenses 30 -
Other tax adjustments 82 22
Foreign tax 7 -
________ ________
119 -
________ ________
Current tax charge 7 -
======== ========
At 31 December 2007 the Group had excess management expenses to carry forward of
£369,500 (31 January 2007 - £111,000) and trading losses of £185,000. The
deferred tax asset on these tax losses of £150,000 (31 January 2007 - £21,000)
has not been recognised due to the uncertainty of recovery.
6.EARNINGS PER SHARE
The calculation of earnings per ordinary share is based on earnings after tax
and the weighted average number of ordinary shares in issue during the year.
For diluted earnings per share, the weighted average number of ordinary
shares in issue is adjusted to assume conversion of all dilutive potential
ordinary shares. The Group has two classes of dilutive potential ordinary
shares being those share options granted to employees and suppliers where the
exercise price is less than the average market price of the Group's ordinary
shares during the year and Convertible loans.
Details of the adjusted earnings per share are set out below:
11 Months to Year ended
31 December 31 January
2007 2007
£000 £000
Basic EPS
Earnings attributable to ordinary
shareholders (£) (382) (72)
Weighted average number of shares 191,848,170 62,750,000
Weighted average number of shares
on diluted basis 146,379,299 110,893,607
________ ________
Basic and diluted EPS (pence) 0.20 0.12
======== ========
7. GOODWILL
Group
£000
COST
Additions 4,211
________
At 31 December 2007 4,211
________
CARRYING AMOUNT
At 31 December 2007 4,211
========
At 31 January 2007 -
========
Goodwill additions in 2007 arose on the acquisition of Nostra Terra
(Overseas) Limited.
The Group assesses at each reporting date whether there is an indication that
the goodwill may be impaired, by considering the net present value of
discounted cash flows forecasts. If an indication exists an impairment review
is carried out. At the year end, there was no indication of impairment of
the value of goodwill.
The fair value of consideration and net assets acquired for Nostra Terra
(Overseas) Limited is as follows:
£000
Investments
Consideration -Loan notes 1,279
Consideration - shares 2,927
Legal and professional fees 203
________
4,409
========
Fair value of net assets acquired
Receivables 437
Payables (239)
________
Net liabilities 198
________
Goodwill 4,211
========
8. INTANGIBLES
Group
Totals
£000
COST
Additions 510
________
At 31 December 2007 510
________
AMORTISATION
Amortisation for the period -
________
At 31 December 2007 -
________
CARRYING VALUE
At 31 December 2007 510
========
At 31 January 2007 -
========
Exploration and evaluation assets are assessed for impairment when
circumstances suggest that the carrying value may exceed its recoverable
value.
The intangible asset above represents the purchase of 25% interest in the
Oktyabroske field Licence for US1,012,500 from Anglo Crimean Oil Company, the
vendor of Nostra Terra (Overseas) Limited.
Oktyabroske field Licence
An agreement between the State Geological Enterprise Krymgeologia" and the
Nostra Terra (Overseas) Limited representation dated 27 January 2001, as
amended pursuant to which the parties agreed jointly to explore and exploit
the hydrocarbon fields included in the Tatyanovskoe Licence, Oktyabrskoe
Licence and Kovylnenskaya Licence (together the "Licences") including
drilling of new wells as well as completion of wells, along with production,
transportation and sale by both parties. The Joint activity arrangement is
managed by a management committee, which approves the work programme and
budgets. Fulfilment of the programme is to be subcontracted to Krymgeologia
and the financing provided by the representation.
The parties have the right to obtain their share of the production either in
natural or in monetary form. Earnings derived from the hydrocarbons extracted
under the license(s), after payment of taxes and all other fees, are to be
used sixty per cent. to recover the capital expenses of the Representative
and Krymgeologia in proportion to their investment; and the remaining forty
per cent. to be distributed before recovery of capital expenses as seventy
per cent. to the Representative and thirty per cent. to Krymgeologia and
after recovery sixty per cent. to the Representative and forty per cent. to
Krymgeologia.
The JAA is for the term of 25 years from the date of execution on 27 January
2001.
9. TRADE AND OTHER PAYABLES
Group Company
31 December 31 January 31 December 31 January
2007 2007 2007 2007
£000 £000 £000 £000
Current:
Trade payables 175 - 175 -
Social security and other
taxes 7 - - -
Accruals and deferred income 115 33 107 33
Other payables 6 - 6 -
_____________________________________
303 33 288 33
_____________________________________
Trade payables and accruals principally comprise amounts outstanding for
trade purchases and ongoing expenses.
The directors consider that the carrying amount of trade and other
payables approximates their fair value.
10. FINANCIAL LIABILITIES - BORROWINGS
Maturity of the borrowings is as follows:
Group Company
31 31 31 31
December January December January
2007 2007 2007 2007
£000 £000 £000 £000
Repayable within one year
on demand - - - -
___________________________________
- - - -
Repayable between one and
five years:
Loan notes 1,480 - 1,204 -
___________________________________
1,480 - 1,204 -
===================================
On 25 June 2007 the Company issued pursuant to the Share Purchase Agreement
a promissory note in the sum of US$1,838,928 to be issued to the Vendors of
Nostra Terra (Overseas) Limited.
The Company will be obliged to repay the sums due under the terms of the
promissory note quarterly in arrears based on the group's cashflow from
all of its Wells which have been producing for at least 30 days for the
most recently completed quarter. No repayments shall be made until the net
income from such Wells exceeds US$225,000 for the relevant quarter.
On 25 June 2007 the Company issued £327,679.38 of zero coupon Creditors
Convertible Loan Stock 2008 to the Nostra Terra (Overseas) Limited Vendors.
The principal amount of the Creditors Convertible Loan Stock is convertible
at the rate of one Ordinary Share for each 2p of the principal amount of
the Stock in the period to 25 June 2008. The stock is to be repaid on or
before 31 December 2008. The Company may give notice at any time to convert
any stock at 120 per cent. of its nominal value.
On 25 June 2007 the Company issued £88,483 of zero coupon Creditors Non-
convertible Loan Stock 2008, to be issued to the Vendor under the
Acquisition Agreement. The Redeemable Loan Stock may be redeemed at any
time by the Company and is repayable on or before 31 December 2008.
Loan notes issued by Nostra Terra (Overseas) Limited
On 25 May 2007 a promissory note was issued in the sum of US$436,460 which
bears interest at 4.9% per annum.
Repayment of the sums due under the terms of this promissory note is to be
quarterly in arrears based on cashflow from the group's Wells which have
been producing for at least 30 days for the most recently completed
quarter. No repayments shall be made until the net income from such Wells
exceeds US$225,000 for the relevant quarter.
On 10 May 2006 a promissory note in the sum of US$159,744.50 was issued.
11. CALLED UP SHARE CAPITAL
Authorised:
Number: Class: Nominal 31 December 31 January
2007 2007
value: £000 £000
1,500 million /1,000 million Ordinary 0.1p 1,500 1,000
Allotted, called up and fully paid:
Number: Class: Nominal
31 December 31 January
2007 2007
value: £000 £000
346,424,522/62,750,000 Ordinary 0.1p 346 63
___ __
On 19 July 2007, the Company increased its authorised share capital to
£1.5 million by the creation of 500 million ordinary shares of 0.1p each
The share issues in the period and after the period are noted below.
Date Number of Issue Purpose
ordinary price
shares of pence
0.1p
19 July 2007 149,126,472 2.0 Acquisition of subsidiary
19 July 2007 70,000,000 0.5 Placing
19 July 2007 20,000,000 0.1 Fee for convertible loan
facility
23 August 2007 1,673,050 2.0 Debt settlement
11 September 2007 20,000,000 0.5 Draw down on
convertible facility
24 September 2007 2,875,000 2.0 Debt settlement
28 November 2007 20,000,000 0.5 Draw down on
convertible facility
29 January 2008 20,000,000 0.5 Draw down on
convertible facility
22 February 2008 20,000,000 0.1 Exercise of warrants
13 May 2008 53,333,332 0.75 Placing
12. RESERVES
Group Retained Share
earnings premium Totals
£000 £000 £000
At 1 February 2007 (110) 167 57
Shares issued in the period - 3,339 3,339
Loss for the period (382) - (382)
________ ________ ________
At 31 December 2007 (492) 3,506 3,014
________ ________ ________
Company Retained Share
earnings premium Totals
£000 £000 £000
At 1 February 2007 (110) 167 57
Shares issued in the
period - 3,339 3,339
Loss for the period (260) - (260)
________ ________ ________
At 31 December 2007 (370) 3,506 3,014
________ ________ ________
13. RELATED PARTY TRANSACTIONS
The Group had at 31 December 2007 advanced a loan of £106,000 to the JAA (
see note 10) and charged management fees of £76,000.
L E V Knifton and S V Oakes had guaranteed a convertible loan facility of
#300,000 during the year.
The Company had advanced its subsidiary an amount of £430,000 which was
still outstanding at the year end.
14. SHARE-BASED PAYMENTS
There is no charge for share-based payments as the fair values at the
date of grant were below the exercise prices:
The details of the warrants are as follows:
Issue Date end date Exercise No of No of
price warrants Warrants
'A' Warrants
Falcon Securities 02/02/2005 23/02/2012 2p 2,500,000 2,500,000
Founders Warrants
Karin Haugen 02/02/2005 01/02/2008 0.1p 500,000 500,000
GCIT Foundation 02/02/2005 01/02/2008 0.1p 500,000 500,000
Leo Knifton 02/02/2005 01/02/2008 0.1p 333,334 333,334
Stephen Oakes 02/02/2005 01/02/2008 0.1p 333,333 333,333
Nigel Weller 02/02/2005 01/02/2008 0.1p 333,333 333,333
2,000,000
'B' Warrants
Cairns Investment
Holdings Ltd 25/06/2008 19/07/2007 1.5p 400,000
________
Kerry Knoll 25/06/2007 19/07/2008 1.5p 160,000
560,000
'C' Warrants
Blomfield
Corporate 25/06/2007 30/04/2012 2p 4,000,000
Finance ________
Falcon 25/06/2007 30/04/2012 2p 5,000,000
Securities 9,000,000
Limited
14,060,000 4,500,000
________ ________
Issue Date end date Exercise No of No of
price warrants Warrants
________
'A' Warrants
Falcon Securities 02/02/2005 23/02/2012 2p 2,500,000 2,500,000
Founders
Warrants
The fair values of the options granted have been calculated using Black-Scholes
model assuming the inputs shown below:
Share price at grant date 1.5p
Exercise price As above
Option life in years As above
Risk free rate 4.4%
Expected volatility 10%
Expected dividend yield 0%
Fair value of option 0p
========
15. EXPLANATION OF TRANSITION TO IFRS
There have been no adjustments or restatements to the reported financial
position, financial performance and cash flows of the group and the Company
resulting from the transition to IFRS from UK GAAP with effect from 1
February 2007.
-END-
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