Preliminary Results

Oxford Catalysts Group PLC 26 March 2007 26th March 2007 OXFORD CATALYSTS GROUP PLC ('Oxford Catalysts' or 'the Company' or 'the Group') Preliminary Results for the Year Ended 31st December 2006 Oxford Catalysts Group PLC, the leading catalyst innovator for clean fuels, announces today its maiden set of preliminary results since its successful flotation on the AIM market in April 2006. Highlights • Listed on AIM on 26th April 2006; raised £14.0 million net of expenses • Close to 4 fold increase in non-disclosure and/or material transfer agreements since IPO • Testing of Fischer-Tropsch ('FT') catalyst with three major oil companies ('oil Majors') • Award of a £118,000 joint grant from the Carbon Trust in partnership with leading UK-based Solid Oxide Fuel Cell company • Prototype development program with Proventec Plc coming to successful fruition • Continuing to meet technical targets; breakthrough in FT performance • Patent filings proceeding as expected • Significant increase in resources and capabilities: completion of state-of-the-art laboratory, along with substantial increase in staff since IPO • Appointment of Jeremy Scudamore as Non-executive Director • Tight financial control; £13.5m in cash and short term deposits Dr Pierre Jungels, CBE, Chairman of Oxford Catalysts, said: 'We continue to make good progress delivering on the milestones we set ourselves at the time of the IPO, whilst maintaining our focus on commercialisation, technology development and the protection and enhancement of our intellectual property. 'We expect that the high level of interest and engagement will continue, and that the foundations and key relationships we have put in place will grow towards successful long-term commercialisation partnerships. The Board looks forward to another successful year of achievement in 2007.' For further information, please contact: Roy Lipski, CEO, Oxford Catalysts Tel: 07789 810 592 Megan MacIntyre, KBC Peel Hunt Tel: 020 7418 8900 Jonathon Brill, Billy Clegg, Financial Dynamics Tel: 020 7831 3113 Notes to Editors Oxford Catalysts designs and develops specialty catalysts for the generation of clean fuels from both conventional fossil fuels and certain renewable sources. The Company has two key platform technologies resulting from almost 20 years of research at the University of Oxford's prestigious Wolfson Catalysis Centre. The first platform is for a novel class of catalysts incorporating metal carbides, which can match or exceed the benefits of traditional precious metal catalysts, at a lower cost, for several key processes used in the petroleum and petrochemical industries. The second relates to a series of unique chemical reactions which can be used to generate either hydrogen gas or steam, instantaneously, starting from room temperature, using a cheap and safe liquid fuel alongside the Company's patented catalysts. Such unprecedented instant hydrogen or steam has exciting potential applications in a broad range of markets, from portable power to cleaning and decontamination. In April 2006 Oxford Catalyts Group PLC listed on London's AIM market (coding symbol OCG). Oxford Catalysts operates a wholly owned subsidiary in the UK (Oxford Catalysts Limited ('OCL')). CHAIRMAN'S STATEMENT Dr Pierre Jungels, CBE It is with great pleasure that I make my first full report as Chairman of Oxford Catalysts Group PLC. The Company has made good progress in 2006, and since its admission to the London Stock Exchange plc's AIM market in April 2006, the management team has been steadily delivering against our plans whilst successfully laying important commercial and technical foundations for the future. Oxford Catalysts' business model is to license its technology for commercial exploitation. The Company aims to enter into a relatively small number of key development partnerships with leading manufacturers, producers or suppliers in three main application areas: petroleum and petrochemical catalysts; hydrogen production for fuel cells and; instant steam production for a variety of markets. I am pleased to report that we continue to experience impressive growth in interest from, and engagement with, potential partners and customers. To date, we have entered into some 40 non-disclosure and/or material transfer agreements, and we are in active discussions with numerous companies over testing, and the potential co-development and licensing of our technology. These include: a significant number of oil Majors; some of the world's largest national oil companies, refiners and oil services companies; many of the world's leading catalyst companies; process gasses multinationals; fuel cell businesses; major electronics manufacturers, and defence contractors. The significant growth in our resources and capabilities has continued, with the completion of our state-of-the-art laboratory and the ongoing recruitment of high quality personnel. We now have 17 employees, including 11 scientists and engineers, and a business development team. I would like to take this opportunity to thank them all for their hard work and dedication, and to congratulate them on the impressive achievements they have helped the Company attain during the course of 2006. Recently, we welcomed Jeremy Scudamore to our Board as a Non-executive Director. The Company is very fortunate to be able to benefit from Jeremy's extensive business and industry experience, including his expertise in licensing IP; (Jeremy was Chief Executive and later Chairman of Avecia Group, and is currently a Non-executive Director of ARM Holdings PLC). Separately, Dr Andy Naylor will be stepping down from the Board at the next AGM on 14th May 2007. I would like to thank him for his valuable contribution during his tenure on the Board and wish him well for the future. Outlook We continue to make good progress delivering on the milestones we set ourselves at the time of the IPO, whilst maintaining our focus on commercialisation, technology development, and the protection and enhancement of our intellectual property. We expect that the high level of interest and engagement will continue, and that the foundations and key relationships we have put in place will grow towards successful long-term commercialisation partnerships. The Board looks forward to another successful year of achievement in 2007. CHIEF EXECUTIVES REPORT Roy Lipski Introduction The Company has continued to grow since its admission to AIM on 26th April 2006. With our team of scientists, engineers and business development professionals progressing rapidly towards its full complement, in our new offices and laboratory, we are confident that we have firm foundations from which our commercial relationships will continue to grow and prosper. Market Dynamics Cleaner, more sustainable energy and fuels are currently receiving increasing amounts of attention and support from governments, industry, and the population at large. This ongoing shift in attitudes has translated itself into ever more favourable business climates in the Company's key markets. For example, there is increasing pressure on refiners worldwide to meet low-sulphur requirements, which is leading to a boost in the hydro-desulphurisation ('HDS') catalyst market. This is especially apparent following the US low-sulphur diesel legislation ('ULSD') which came into effect on 1st June 2006. Meanwhile, consumer electronics manufacturers are ever more focused on portable power solutions - especially small fuel cells - that will break out of the confines set by current battery technology, in an environmentally friendly way. There has also been a steady increase in interest in recovery and use of biogas and other waste methane sources to produce useful products, such as synthetic fuels through processes incorporating Fischer-Tropsch synthesis. Finally, there are several current and new applications ideally suited to our instant steam technology, such as steam cleaning that is now receiving recognition for its health and environmental benefits. Commercial Progress We are in active discussions with many of the key industry players in our core markets, including most of the major oil and catalyst companies. This underscores the excellent progress we have made in business development since our IPO. Management is also encouraged by the volume of enquiries now coming in to the Company as a result of our successful endeavours to build the Oxford Catalysts brand in the markets in which we operate. We currently have some 40 non-disclosure and/or material transfer agreements in place, with 10 more pending for completion in the next 1-2 months. This is up from 25 at the time of the interim results, and 11 at the time of the IPO. The increase in engagement with potential partners is also reflected in the rise in requests for catalyst samples, which have now been provided to several organisations in the petroleum, petrochemicals, biogas processing and fuel cell industries. For example, testing of our FT catalyst has progressed well, with two oil Majors having requested repeat samples and one additional Major currently testing our catalyst (all of whom are doing so at their own expense). Further terms for testing are under negotiation with other petroleum industry players and a number of catalyst companies. During the second half of 2006 we announced a prototype development project with Proventec Plc, a provider of specialist steam cleaning equipment, as well as separately a joint grant from the Carbon Trust to develop reforming catalysts and associated technologies with a leading UK-based Solid Oxide Fuel Cell company. Both of these projects are making good progress, with follow-on commercialisation negotiations set to begin with Proventec in the coming months. Finally, we have recently completed a substantial project with a leading UK engineering consultancy to assess feasibility, and prioritise, the multiple possible applications of our instant steam technology. From the results of this study, we will be concentrating on a small number of selected applications starting in the second quarter of 2007. Technical Developments Our technical program is making strong progress according to plan and in line with our expectations at the time of the IPO. The development of a steam generator prototype design for Proventec, which meets their requirements on pressure, temperature, flow and moisture levels is progressing well, and we anticipate agreeing an outline design in the coming months. This device will enable the first truly portable steam cleaning apparatus on the market, with a view to deployment in hospitals and food processing plants, as well as for street cleaning. We have successfully increased the life expectancy of our steam catalyst, and have been able to demonstrate steam generation at elevated pressures. We have also made a significant breakthrough with our FT catalyst technology which has led to improvements in performance, as well as increased understanding of how the mix of reaction products can be catalytically shifted between waxes and lighter hydrocarbons. During 2007, we will be focused on delivering on our current joint development projects, showcasing proof-of-concept demonstrations of several of our key technologies, and continuing the scaling up of our petroleum/petrochemical catalysts. Intellectual Property We have established strong foundations from which to continue protecting and enhancing our intellectual property. The first of the patents licensed exclusively from Isis Innovation Ltd (on carbide technology) was granted in Europe during the first quarter of 2006, and has now passed the significant nine month open period without challenge. We have also recently received a letter of allowance in the US for this patent, and thus expect the formal grant to follow. The second patent, also related to carbide-based technology, was granted in South Africa and has progressed to examination in Japan, China, and recently the USA. The third patent, on instant hydrogen and steam technologies, is awaiting examination in a number of key territories around the world. The fourth and fifth patents, which concern extensions of the third patent, have been consolidated into a single patent filing which has now progressed to the International phase and was recently published. We will continue to protect and enhance our IP portfolio in 2007, through the careful management of our existing portfolio of patents, and through the developing of new intellectual property and the filing of new patents. People & Premises We are now fully installed in bespoke high-specification facilities at Milton Park, one of Europe's largest multi-use business parks and host to the highest concentration of science and biotechnology companies in Oxfordshire. Our laboratories are fully equipped for the development, preparation, characterisation, and testing of catalysts and small scale devices incorporating our catalyst technologies, whilst providing an impressive environment for client meetings. The Company's headcount has grown significantly since the IPO with the addition of scientific, engineering and business development personnel. We currently number 17, from 7 different nationalities, including 11 research scientists and chemical engineers, and a business development team. We continue to be delighted by the high calibre of professionals we have been able to recruit, and are confident of having put in place the foundations of a world-class team, and of achieving our staffing target of 25 by 4Q07. In addition, we have established consultancy arrangements for business development across Europe and the USA with 3 well-known industry experts. Financial Review The Group's adjusted loss before tax (adjusted for the cost of share options (FRS20)) for the period ended 31 December 2006 was £0.41m (2005: £0.15m - Oxford Catalysts Limited ('OCL')). In accordance with accounting standards, the Group is required to recognise a fair value charge for employee share options (FRS20). This charge, however, has no effect on the Group's net assets or cash as at 31 December 2006. The total employee share options charge to the profit and loss account for the period is £0.56m. The Group's loss before tax, after employee share option charges, amounted to £0.97m (2005: £0.15m - OCL). Group Turnover amounted to £0.06m (2005: £0.0m - OCL), which includes revenues from the Group's first commercial development agreement with Proventec Plc. The Group also benefited from net interest of £0.44m. We enter the coming financial year with better cash reserves than we had anticipated, which puts us in a good position from which to achieve our goals. At 31 December 2006 cash and short term deposits totalled £13.53m (2005: £0.49m - OCL). During the first few months of 2007, the Group has continued to prudently husband cash resources against tightly managed budgets. CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31 DECEMBER 2006 Notes 2006 2005 £ £ Turnover 63,712 - Administrative expenses - operational (916,160) (147,455) Administrative expenses - share based payments (FRS20) (557,745) - Total administrative expenses (1,473,905) (147,455) Loss on ordinary activities before interest receivable and similar (1,410,193) (147,455) income Interest receivable and similar income 438,466 - Loss on ordinary activities before taxation (971,727) (147,455) Tax on loss on ordinary activities 3 - - Loss for the financial year (971,727) (147,455) Loss per share Basic and diluted 2 (2.82)p (0.51)p There are no recognised gains or losses in either period other than the losses shown above. CONSOLIDATED BALANCE SHEET AT 31 DECEMBER 2006 Notes 2006 2005 £ £ Fixed assets Intangible assets 179,604 51,020 Tangible assets 525,458 - 705,062 51,020 Current assets Debtors 255,886 51,603 Short term investments - cash held on deposit 13,526,874 - Cash at bank and in hand 5 2,000 485,736 13,784,760 537,339 Creditors: amounts falling due within one year (310,343) (110,436) Net current assets 13,474,417 426,903 Total assets less current liabilities 14,179,479 477,923 Creditors: amounts falling due after more than one year (101,257) - Net assets 14,078,222 477,923 Capital and reserves Called up share capital 6 373,412 287,205 Share premium account 6 13,897,132 - Merger reserve 6 369,115 338,173 Profit and loss account 6 (561,437) (147,455) Shareholders' funds 14,078,222 477,923 CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31 DECEMBER 2006 Notes 2006 2005 £ £ Net cash outflow from operating activities 4 (823,988) (88,409) Returns on investments and servicing of finance Interest received 438,466 - Capital expenditure and financial investments Purchase of intangible fixed assets (30,657) (51,233) Purchase of tangible fixed assets (554,965) - Cash outflow before management of liquid resources and financing (971,144) (139,642) Management of liquid resources Investments - cash held on deposit (13,526,874) - Financing Issue of ordinary share capital 373,412 374 Share premium received on share issues (net of expenses) 13,640,870 625,004 Cash inflow from financing 14,014,282 625,378 (Decrease)/increase in cash in the year 5 (483,736) 485,736 NOTES TO THE PRELIMINARY RESULTS FOR THE YEAR ENDED 31 DECEMBER 2006 1. PRINCIPAL ACCOUNTING POLICIES Basis of Preparation The financial information set out above does not constitute the company's statutory accounts for the years ended 31 December 2006 or 2005, but is derived from those accounts. Statutory accounts for 2006 will be delivered to the Registrar of Companies following the company's annual general meeting. The Auditors have reported on these financial statements - their reports are unqualified and did not contain a statement under S237 (2) or (3) of the Companies Act 1985. This announcement is prepared on the basis of the accounting policies as stated below. They have all been applied consistently throughout the year. Basis of Accounting The financial statements have been prepared under the historical cost convention and in accordance with applicable United Kingdom accounting standards. Basis of Consolidation The consolidated accounts incorporate the financial statements of the Company and its subsidiary. In order to enable the successful flotation of the Group, it was necessary to undertake a restructuring of the Group. As part of the Group reconstruction, on 12 April 2006 Oxford Catalysts Group PLC acquired, in return for the issue of new ordinary share capital, the entire share capital of Oxford Catalysts Limited. This acquisition has been accounted for as a merger in line with the reporting requirements of Financial Reporting Standard ('FRS') 6 ' Acquisitions and Mergers'. Therefore the Group financial statements have been prepared as if the Group was in existence for the whole of the current and prior years. Turnover Turnover represents amounts receivable for goods and services provided in the normal course of business, net of trade discounts, VAT and other sales related taxes. Intangible Assets Licences Licences are capitalised at the present value of the minimum licence payments. Amortisation will commence at the earlier of when related revenue is being earned or the minimum license payments commence, and it will be charged in equal annual instalments over the life of the patents to which the licences relate. Provision is made for any impairment. Patents Patents and trademarks are included at cost and depreciated in equal annual instalments over a period of 20 years, which is their estimated useful economic life. Provision is made for any impairment. Tangible Fixed Assets Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line basis over its expected useful life, as follows: Plant and machinery, 3-5 years. Residual value is calculated on prices prevailing at the date of acquisition. 2. LOSS PER SHARE 2006 2005 £ £ Basic and diluted loss per share has been calculated on the loss of (971,727) (147,455) The weighted average number of shares in issue was 34,412,521 28,720,493 Under merger accounting principles set out under the reporting requirements of Financial Reporting Standard ('FRS') 6 'Acquisitions and Mergers', the number of shares in issue at 31 December 2005, is, for the purpose of calculating loss per share, based on the number on shares the Oxford Catalysts Group PLC issued to acquire Oxford Catalysts Limited on 12 April 2006. 3. TAX ON LOSS ON ORDINARY ACTIVITIES Current Tax Due to the availability of losses incurred in the year, there is no charge to corporation tax. Deferred Tax At 31 December 2006 the Group has a net unprovided deferred tax asset of £366,743 (2005: £56,376) arising from trading losses from incorporation. No provision for the net deferred tax asset has been made at 31 December 2006 on the grounds of uncertainty over its recoverability in light of the Company's nascent revenue streams and commitment to continued investment in research and development. 4. RECONCILIATION OF OPERATING LOSS TO OPERATING CASH FLOWS 2006 2005 £ £ Operating loss (1,410,193) (147,455) Depreciation and amortisation 32,837 213 Increase in debtors (204,283) (51,603) Increase in creditors 199,906 110,436 Non-cash share-based payments (FRS20) 557,745 - Net cash outflow from operating activities (823,988) (88,409) 5. ANALYSIS AND RECONCILIATION OF NET FUNDS 2006 2005 £ £ (Decrease)/increase in cash in the year (483,736) 485,736 Net funds at 1 January 485,736 - Net funds at 31 December 2,000 485,736 6. CHANGES IN SHARE CAPITAL AND RESERVES Called Up Share Premium Merger Profit & Loss Total Share Capital Reserve Account £ £ £ £ £ At 31 December 2005 (OCL only) 374 625,004 - (147,455) 477,923 Arising on acquisition of OCL by 286,831 (625,004) 338,173 - - merger accounting At 31 December 2005 287,205 - 338,173 (147,455) 477,923 Share issues (by OCL prior to merger) - - 30,942 - 30,942 Share issues (cash) 86,207 13,897,132 - - 13,983,339 Loss for the financial year - - - (971,727) (971,727) Employee share based payments (FRS20) - - - 557,745 557,745 At 31 December 2006 373,412 13,897,132 369,115 (561,437) 14,078,222 7. STATUTORY INFORMATION Copies of the 2006 Annual Report will be posted to shareholders in April 2007, and may be obtained from the date of posting for one month free of charge from the registered office of the Company, 115e Milton Park, Oxford, OX14 4RZ, as well as from the Company's web site www.oxfordcatalysts.com. This information is provided by RNS The company news service from the London Stock Exchange

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