Nahl Group Regulatory News (NAH)

22 March 2016

NAHL Group plc

("NAHL" or the "Group")

Final Results

NAHL, the leading UK consumer marketing business focused on the UK legal services market, announces its Final Results for the year ended 31 December 2015.

Financial Highlights

• Revenue from continuing operations(1) up 15.7% to £50.7m (2014: £43.8m)

• Underlying operating profit(2) up 22.9% to £15.6m (2014: £12.7m)

• Underlying operating profit margin increased by 1.8 percentage points to 30.8% (2014: 29.0%)

• Excellent cash conversion at 97.4% (2014: 97.6%)

• Adjusted net debt(3) of £8.3m at period end (net cash of £1.2m at 31 December 2014)

• Basic earnings per share of 25.6p (2014; 20.6p)

• Recommended final dividend of 12.50p, increasing the total dividend for the year by 19% to 18.75p (2014: 15.70p)

Operational Highlights

• Group has invested in and successfully diversified its service offerings in the wider consumer legal services ("CLS") market through a number of acquisitions during the year:

- Fitzalan Partners ("Fitzalan") broadens the Group's operations into the UK Conveyancing services market

- Bush & Company ("Bush") extends the Group's core marketing and panel management expertise into Critical Care segment of the fragmented consumer legal services ("CLS") sector

• Focus within National Accident Helpline ("NAH") on higher quality, lower volume enquiries for Group's Panel Law Firms, driving an increase in gross profit margins

• Post period end acquisition of Searches UK further extends our conveyancing offering to customers

Russell Atkinson, CEO of NAHL, commented:

"2015 was a significant year for the Group which saw us become a broader, more diversified business while delivering a strong financial performance in terms of revenue, profitability and cash generation. The acquisitions of Bush and Fitzalan were in line with our strategic vision of being the UK's leading marketing and services provider in our chosen legal markets. We are very pleased with their integration and strong performance to date.

"Whilst NAH performed well and the strategic focus on higher quality, lower volume enquiries meant the business was able to deliver an increase in gross profit margins, the short term impact of the Government's proposed changes relating to small claims limits is likely to lead to reduced demand levels from panel law firms in the short-term. Therefore NAH anticipates generating reduced volumes of enquiries in 2016 and subsequently, a contraction in its profits. However the continued strong performance of Bush and Fitzalan as well as the strategic focus within NAH on higher quality claims means we expect to deliver earnings growth in the current financial year for the Group overall, albeit marginally below market expectations.

"The Group operates across a number of highly fragmented markets, in which we hold a strong position but retain relatively small market share, giving rise to compelling growth opportunities as these markets develop."

(1) Continuing operations excludes the demerged PPI Claimline division and a legacy ATE insurance product used prior to enactment of the Legal Aid, Sentencing and Punishment of Offenders Act 2012 (LASPO) on 1 April 2013.

(2) Underlying operating profit excludes share based payments, amortisation of intangible assets acquired on business combination and one-off items.

(3) Net adjusted debt comprises cash and cash equivalents, borrowings and other payables relating to a discontinued pre-LASPO product.

Enquiries:

Notes to Editors

NAHL Group

NAHL Group plc is a leading UK consumer marketing business focused on the UK legal services market. The Group comprises three companies: National Accident Helpline (NAH), Fitzalan Partners (Fitzalan) and Bush & Company Rehabilitation (Bush). NAH provides outsourced marketing services in the personal injury market, Fitzalan, which includes Searches UK a leading conveyancing search provider, provides marketing services in the property market and Bush provides a range of specialist services in the catastrophic injury market.

More information is available at www.nahlgroupplc.co.uk and www.national-accident-helpline.co.uk

Chairman's Statement

I am pleased to report the Group's results for the year ended 31 December 2015.

Summary of Financial Performance

NAHL Group plc has performed well during 2015, with revenue up 15.7% to £50.7m (2014: £43.8m), delivering an increase in profit before tax of 15.6% to £14.0m (2014: £12.1m), after share based payments, amortisation of intangible assets acquired on business combination and one-off items of £1.5m (2014: £0.9m). Earnings per share increased 24.3% to 25.6p (2014: 20.6p).

During the year, the Group acquired Fitzalan Partners ("Fitzalan") and Best Value Conveyancing ("BVC"), which provide marketing services in the residential conveyancing sector and Bush & Company ("Bush"), which provides specialist critical care services in the catastrophic and serious injury market. Aggregate consideration for these acquisitions was £28.1m, net of cash acquired, financed by the issue of new shares for £14.3m, net of expenses, and the balance in cash from the Group's cash resources and bank facilities.

These acquisitions contributed £5.6m of revenue in the year and profit before tax of £1.5m.

Balance Sheet and Final Dividend

National Accident Helpline ("NAH"), which provides marketing services to the Personal Injury ("PI") sector, and Fitzalan are both highly cash generative. The cash flow for Bush, which is at a slightly lower cash conversion, did not materially impact our cash generation ratios in the year, with operating cash generation of £15.2m, which represents a 97.4% conversion of operating profit into cash (2014: 97.6%).

Our balance sheet remains strong and at the year-end, we had adjusted net debt of £8.3m (2014: net cash £1.2m).

The Board proposes, subject to approval of shareholders at the Annual General Meeting to be held on 25 May 2016, a final dividend of 12.5p per share payable on 31 May 2016 to ordinary shareholders registered on 22 April 2016. Together with our interim dividend already paid of 6.25p per share, this increases the total proposed distributions for the year by 19.4% to 18.75p per share (2014: 15.7p).

Division Review - Personal Injury

NAH has performed well in 2015, delivering profit before tax of £15.6m from revenue of £45.1m, representing increases of 8.8% and 2.8% respectively. These results reflect a forecast reduction in revenue in the second half, offset by an increase in gross margins. A combination of market factors in the second half led us to tightly manage our volumes to ensure we were able to deliver cost effective, high quality enquiries for our Panel Law Firms ("PLFs"), a strategy which we continue to pursue, as we work with our key, larger PLFs to develop more significant but fewer PLF relationships.

In November 2015, the Chancellor, in his Autumn Statement, announced, inter alia, proposals to restrict consumers' eligibility for compensation for low value whiplash injury, along with plans to consult on transferring PI claims of up to £5,000 to the small claims court. The proposals will be subject to a detailed period of consultation and we anticipate there will be some short-term market volatility whilst the regulatory position is clarified. We have seen a number of law firms decide to withdraw from the PI market as a consequence.

We do not expect the consumers requirement, to be able to access justice, to alter significantly, although we do anticipate that marketing expenditure, both TV and digital, will reduce in the sector, which is likely to result in some reduction in overall case volumes in 2016.

The division's results in 2015 reflect a strong trading performance, with enquiry quality rather than volume taking precedence, with a consequential reduction in product income. This in turn has helped to drive an increase in gross profit margins and we continue to deliver a rich mix of enquiries focused on higher value categories to our PLFs.

Division Review - Conveyancing

Since the acquisition of Fitzalan in February 2015, our conveyancing lead generation division has performed well. It has achieved our profit expectations, contributing profit before tax of £0.8m from revenue of £3.5m in the year. During the year we added a small bolt on acquisition, Best Value Conveyancing, and in January 2016 completed the acquisition of Searches UK for a cash consideration of up to £2.1m.

The establishment of our residential conveyancing division fits well with our existing strategy of applying marketing, digital and call handling expertise to complementary markets within the broader consumer legal services ("CLS") sector.

Division Review - Critical Care

Acquired in October 2015, Bush is one of the UK's leading providers of expert witness, immediate needs assessment and case management services, providing services to injured people, solicitors and insurance companies. Bush specialises in catastrophic and serious injury cases and provides the Group with access to another aligned CLS market.

Since the acquisition, Bush has continued to perform well and in 2015 delivered £0.6m profit before tax on revenue of £2.1m.

Looking Ahead

PI continues to account for the largest part of our business, by revenue and profit, and is well placed to respond to changing market conditions. Our strong brand recognition and digital expertise help reinforce our position as market leader.

The forthcoming consultation on small claims following the Chancellor's Autumn Statement of November 2015 is leading to some market uncertainty, which will manifest itself in reduced demand levels from PLFs for PI cases in the short-term. We are cautious about the short-term prospects at NAH and plan to generate reduced volumes of enquiries in 2016 compared with 2015. We expect this will lead to a contraction in NAH profits in 2016.

Looking to 2017, we believe that some regulatory change in PI is inevitable and we expect to see a restructuring of how smaller claims are handled. This will create new business opportunities for NAH.

During 2015, we have invested in and successfully diversified our service offerings in the wider CLS market, and our Conveyancing and Critical Care divisions have performed well and provide exciting growth opportunities.

The anticipated continued strong performance of Fitzalan and Bush combined with the expected performance in our core NAH business should deliver earnings growth in the current financial year for the Group overall, albeit marginally below market expectations.

The business has seen considerable change during 2015 and delivered excellent results. I would like to thank our employees for their continued support and contribution to our success.

We look forward to the challenges and opportunities ahead.

Steve Halbert

Chairman

21 March 2016

Chief Executive's Review

Overview

2015 saw continued growth from NAHL Group plc and we are pleased to report a strong set of results. The Group's performance has been achieved through both organic growth within our core PI division and the positive contributions from our earnings-enhancing acquisitions.

The period under review saw the Group develop into a broader, more diversified business through the acquisitions of Fitzalan, a specialist in Conveyancing services, and Bush, one of the UK's leading Critical Care businesses providing specialist services to the catastrophic and serious injury market. These acquisitions are in line with our strategic vision of being the UK's leading marketing and services provider in our chosen legal markets.

Our continued commitment to providing consumers with access to the very best in legal and support services remains at the heart of our business and our continuous focus on highly ethical marketing practices supports our market leadership position.

Results

The Group traded well during 2015 and we are pleased to have delivered continuing underlying operating profit growth of 22.9% from turnover of £50.7m, up 15.7%.

NAH, the Group's marketing services provider to the personal injury market, adapted to market conditions by focusing on higher quality, lower volume enquiries during the second half of the year. Whilst, as expected, this reduced the division's second half revenue this was offset by an increase in gross profit margins.

Fitzalan, the Group's Conveyancing division, has integrated well since its acquisition in February 2015 and continues to make good progress. Bush, acquired in October 2015, has made a solid start in its first 10 weeks of trading as part of the Group and performed in line with plan. Since the period end the Group announced the acquisition of Searches UK, a leading search provider, which forms part of our Conveyancing segment and provides opportunities for further growth through an enhanced service offering.

The Group continued to be highly cash generative during the year and the Board remains committed to a progressive dividend policy.

Market Overview

The Group operates in the large and highly fragmented CLS market and focuses on the largest of the CLS segments, PI, along with Critical Care and Conveyancing. In each of the sectors we operate in, all of which are highly fragmented markets, we hold a strong position but retain relatively small market shares.

The PI market has approximately one million claims per annum and remains relatively static in terms of market size. The largest proportion of claims, over 76%, remain in the area of road traffic accidents ("RTA") (25% of enquiries), but NAH has continued its strategy of growing share across all claim types and retaining strong market shares in the higher value non-RTA areas.

The Chancellor's Autumn Statement contained a number of proposed changes impacting PI claims, which will be subject to a period of consultation and review. We expect there to be a period of uncertainty as the Government's plans are clarified. This will lead to some law firms reviewing their investments in the PI sector and it is likely that some demand reduction will result. NAH will be more cautious in its approach to enquiry generation. In the longer term, there will continue to be a large number of people in the UK who require access to justice and will require the services of a company such as NAH to assist them.

As the market leader today with a predominant focus away from lower value RTA claims, NAH is well positioned to remain at the forefront of the market change. We intend to continue to work with stronger, more process focused PLFs on higher values cases. For lower value cases, we will explore with vigour the new business opportunities that will emerge, once we have more certainty on the regulatory backdrop.

Turning to Bush and the catastrophic injury market, we estimate that this is valued at approximately £85m (2014/15), and growing. We have a 10% market share and are actively pursuing a number of growth initiatives.

In Conveyancing, there are approximately 2.0m residential conveyancing transactions in the UK annually. Fitzalan has taken a leading position in the small but growing online marketing led conveyancing area, which is estimated to constitute less than 6% of the total market.

Brand

The Group's brands are a core asset of the business. NAH remains the leading brand in PI and continues to have market leading metrics for trust, search and click through rates. In addition we have become more active on social media and have continued to progress our Ethical Marketing Charter with over 37 firms, including some of our direct competitors, signing up to this important initiative.

At Fitzalan, our main internet brands, Homeward Legal, Fridays Move, In-Deed and Surveyor Local have been supplemented by the purchase of Best Value Conveyancing, adding incremental volume to the business.

The Bush brand has, for over 30 years, been recognised for clinical independence and quality and we will continue to reinforce this reputation.

These brands and internet properties remain a core aspect of what we do and how we attract consumers so we retain a sharp focus on ensuring that they mature and develop.

Customers

The Group now serves a broader market of law firms. Historically we have been focused on the claimant PI sector but, as a result of our acquisition activity, we now serve firms on both the claimant and defendant sides as well as a range of conveyancers and surveyors. This expansion and diversification of our customer base opens further opportunities to support our markets with a wider product range.

The NAH panel has continued to evolve during the year as we continue to focus on strategic relationships with key volume players in PI. This evolution is expected to continue as PLFs adapt to the current uncertainties of anticipated regulatory changes.

Bush is recognised for its clinical independence and will continue to serve both claimant and defendant solicitors with high quality services designed around the needs of the individual. With a customer base of over 650 solicitors, the company has the opportunity for further growth driven by a more focused approach to business development.

Fitzalan has over 150 PLFs and over 80 surveyors enabling us to ensure unrivalled national coverage for our consumers.

Products

Within NAH, medical product revenues were impacted by the introduction of the Medco process in April 2015. However we were able to introduce a new After the Event ("ATE") product, which was well received and resulted in growth on the previous year in this category. Product usage is an area that we continue to focus on and recognise that reduced enquiry volumes will have an impact.

Within Fitzalan we have been developing a number of initiatives including the Solicitors Pre Auction Report ("SPAR") and lease extensions. Such products broaden our appeal and support growth. The addition of Searches UK in January 2016 also adds an important product set that complements and enhances the offering that Fitzalan can make to its partners.

Bush already offers a mature and market leading service proposition and we will continue to review opportunities to develop these services by expanding into adjacent markets and lower value cases. Our focus on supporting the team with enhanced business development and clinical resource will enable Bush to continue to grow.

Operations

The Group now has four offices across the UK including two contact centres from our sites in Kettering and London.

The focus at NAH continues to be ensuring that we pass on only cases with real merit and that the quality of those cases remains of the highest order. During the second half of 2015 we have been focusing on a smaller number of higher quality enquiries to enhance our profitability.

Following the acquisition of Fitzalan we invested in new offices in Chancery Lane, London, to ensure that we have capacity for growth and an excellent working environment. The acquisition of Searches UK means we now have an operating hub in Sussex covering all activity in support of our searches business.

Our Daventry office is the operational centre of Bush and is staffed by experienced personnel who support our customers and field based consultants and experts.

People

Our people are what make us who we are and form the cornerstone of our success as a business. During the course of the year we have grown employee numbers, as a result of our acquisitions. This expansion enables us to offer better career progression to employees within our teams. I am delighted that we have already been able to make two important appointments within the Group from existing teams.

In early 2015 we also were awarded the Investors in People (IiP) standard and have continued our Employee Development Programme, seeing a number of participants move into broader roles as a result of this initiative.

We have also adopted the Paul Bush Foundation as our chosen charity for 2016 which enhances understanding across the Group of the great work we do for seriously injured individuals.

Outlook

The Group has developed considerably through acquisitions during the last 12 months.

Whilst our PI division represents the largest proportion of our revenue and profit, we have been able to make four acquisitions that enhance our offering and move us into different segments of the CLS market that we serve; giving us firmer foundations and a broader range of opportunities as we build earnings in aligned business areas.

We will continue, as a result of our excellent cash generation, to review strategic growth opportunities as they arise.

NAH has performed well. 2016 will be a year of consolidation until the exact nature of the regulatory changes are clarified. However, with our marketing expertise and market leading brand strength, we remain optimistic about the medium term opportunities that will undoubtedly arise.

Fitzalan is well positioned to take a greater share of a market that is ready for new players with innovative ideas and we anticipate an exciting year ahead for this business.

Bush has an established leadership position and has significant ability to develop its market share and also expand into adjacent markets with a simplified service offering.

As a more diverse Group, I look forward to meeting the challenges and opportunities that 2016 will provide.

Russell Atkinson

Chief Executive Officer21 March 2016

Strategic Report

Business Model

NAHL Group plc generates its revenues from services provided primarily to the legal profession. These services can be divided into three main categories:

Marketing Services

Both NAH and Fitzalan act on behalf of solicitors and surveyors by attracting consumers, discussing and assessing their needs and forwarding them to a suitably qualified firm based on geography, capability or a combination of both. The law firms pay for these services either via a proportional share of the overall costs (personal injury) or a fee per finalised instruction (conveyancing).

Product Provision

Due to their scale and reputation, our divisions are able to negotiate competitive deals and service levels for a range of products that are needed to support the claim or transaction. These include medicals and After The Event (ATE) insurance. We then receive a commission from the supplier for each of the products used.

Services Provision

Some services are provided directly to the consumer on behalf of our legal customers. These include expert witness, immediate needs assessment and case management services provided by Bush and recently the addition of searches through Searches UK. In these instances revenue is earned once the service has been provided and we are instructed by the solicitor.

This broadening of our business model in the last year is a direct result of our strategic focus and enables us to build a broader offering to a large customer population. The combination of some of these services will also enable us to target new markets and B2B relationships with a comprehensive range of solutions.

Strategy for Growth

Although our customer base is primarily the legal profession, our ability to offer them the quality of service that we do is down to our understanding of the needs of the consumer. In each of our divisions, we provide excellence in support of the consumer's claim, case or transaction. This has been a consistent theme for many years and is the foundation of our growth, based on the following four strategic pillars:

Market share growth

We have grown our market share in each of the key segments in which we operate and, despite our leadership position, we have further opportunity to grow our share in what are large and fragmented markets.

In Conveyancing we can increase our business as more people become familiar with getting quotes and transacting online. In Critical Care, we can move into adjacent higher volume markets through the provision of fixed cost reports whilst in PI, we have the opportunity, depending on how the new regulatory framework settles, to take a leading position in supporting consumers to make small claims.

Partnership Development

We now have a much broader customer base and can continue to develop our partnerships with law firms, insurance companies and other B2B partners to offer our services to consumers. These partnerships are important to our success and each of our divisions have specific skilled business development teams focused on developing mutually beneficial relationships with our partners.

Product and service development

Products and services are an important profit generator for the Group.

In PI we have already introduced new and innovative ATE products and have prepared, tested and launched a new type of medical negligence screening service that will enable us to take advantage of the opportunity provided by any new fixed fee regime in this area.

In Conveyancing, new initiatives such as pre auction reports and commercial conveyancing, offer us our first toehold in new territories within a very large market and specialist services such as lease extensions, make us relevant to this particular sub category.

In our Critical Care division we are actively looking to expand into slightly lower value cases through the provision of a new type of fixed cost expert report.

Such new initiatives will be a continual part of our growth strategy across the Group as we look to capitalise on the opportunities provided.

Targeted Acquisitions

Having made four acquisitions since flotation we continue to review the opportunities provided to utilise the cash generated by the business, to target right sized income generative acquisitions. Such acquisitions are likely to be small in number but will be focused on adding further value to our core divisions.

Russell Atkinson

Chief Executive Officer

21 March 2016

Chief Financial Officer's Report

Trading results

Underlying operating profit before share based payments, amortisation of intangible assets acquired on business combination and one-off items increased by 22.9% to £15.6m. This was largely driven by a £1.2m increase from National Accident Helpline (NAH) along with a contribution of £0.8m from Fitzalan Partners (Fitzalan) and £0.6m from Bush & Company (Bush), both of which were acquired during the year.

Our gross margin percentage increased by 3.6 percentage points to 49.2% and with ongoing control of costs we have seen an improvement in our return on sales to 30.8% (up from 29.0% in 2014). Having now achieved our initial target of 30%, we will look to maintain our return on sales percentage in excess of 30% going forward.

After allowing for share based payments, amortisation of intangible assets acquired on business combination, one-off costs and financial income and expense, the Group returned a profit before tax of £14.0m, a 15.6% increase on 2014.

Taxation

The Group's tax charge of £3.2m (2014: £2.6m) represents an effective tax rate (ETR) of 22.8% (2014: 21.5%). The increase of 1.3 percentage points is due to an increase in non-deductible expenses relating to the acquisition of subsidiary undertakings as well as income disallowable for tax purposes in the prior year.

Earnings per share (EPS) and dividend

Basic EPS is calculated on the total profit of the Group and most closely relates to the ongoing cash which will be attributable to shareholders and in turn the Group's ability to fund its dividend programme. The Group also has a number of share options outstanding (see note 16 of the financial statements) which results in a Diluted EPS.

Basic EPS for the year was 25.6p (2014: 20.6p) and Diluted EPS was 25.0p (2014: 20.2p).

The Board have proposed a final dividend of 12.5p (2014: 10.7p) which, along with the interim dividend of 6.25p (2014: 5.0p), gives a final dividend of 18.75p which is an increase of 19.4% on 2014. The Directors remain committed to the Group's stated policy of paying out two thirds of its retained earnings.

Operating cash generation

The Group has continued to enjoy excellent operating cash generation in the year and we have maintained our performance in excess of our 90% target. Whilst our new acquisitions collect their cash using more traditional collection methods (rather than direct debit in the month of income method mainly used by NAH) and offer some extended payment terms, we believe the Group will continue to show good levels of operating cash generation going forward.

Balance sheet

The Group's net assets at 31 December 2015 increased by £18.9m to £55.1m (2014: £36.2m) which reflects the earnings for the financial year, partially offset by dividends paid, and the issuing of new Ordinary Shares of £14.3m for the Bush acquisition.

The significant balance sheet items are goodwill and intangible assets, adjusted net debt/cash and other net liabilities.

Goodwill and intangible assets

The Group's goodwill and intangible assets of £67.7m (2014: £39.9m) arises from the various business acquisitions undertaken by the Group. Each year the Board reviews the goodwill value for impairment and as at 31 December 2015, the Board believes there are no indications of impairment. Within the total is £8.5m of intangible assets (2014: £nil) and this relates largely to intangible assets identified on business combination for items such as customer contracts, brands and IT related assets.

Adjusted net debt/cash

The Group considers that its adjusted net debt/cash comprises cash and cash equivalents, borrowings and other payables relating to a discontinued pre-LASPO ATE product. At 31 December 2015, adjusted net debt was £8.3m (2014: adjusted net cash £1.2m). The main movement relates to the acquisitions of Fitzalan and Bush; details of which are included in Note 10 of the financial statements.

Cash and cash equivalents

At 31 December 2015 the Group had £10.1m of cash and cash equivalents (2014: £13.6m). Since the year end, the Group has utilised £1.7m of this to fund the initial consideration for the acquisition of Searches UK Limited (with a further consideration of up to £0.4m to be paid by 30 June 2016) but still retains a good level of cash to fund further activities. All of the Group's cash is held in its trading entities and the Group takes advantage of both short and medium term deposit rates in maximising its interest returns.

Borrowings

At 31 December 2015 the Group had £14.8m of other interest-bearing loans and borrowings (2014: £5.9m). The Group increased its borrowings during the year to help fund the acquisition of Bush. The current level of borrowings is due for repayment as follows:

The reported total of £14.8m is net of £0.2m of prepaid bank arrangement fees that are to be expensed over the term of the loan.

The current rate of interest payable on these borrowings is 1.65% above LIBOR.

In addition, the Group has an additional undrawn facility of £5.0m (2014: £nil) which can be utilised for working capital or for acquisitions. The current rate of interest payable on this undrawn facility is 0.66%. Once drawn, the interest payable would be 1.65% above LIBOR.

Other payables relating to a discontinued pre-LASPO ATE product

At 31 December 2015, the Group had £3.6m of other payables relating to a legacy pre-LASPO ATE product (2014: £6.5m). This amount is payable to Allianz for previously received commissions when certain policies either fail or are abandoned. The provision is calculated using actuarial rates and is likely to be materially repaid by the end of 2016.

Risks

The Board has ultimate responsibility for setting the Group's risk appetite and for effective management of risk. An annual assessment of key risks is performed by the Executive Directors and presented to the Board. A risk register is maintained and regularly reviewed by the Executive Directors. All risks take into consideration the likelihood of the event occurring and the impact of that event. Once the risks have been assessed appropriate mitigation actions are determined for each key risk identified. The principal risks identified are as follows:

Equity restructure

As outlined in last year's report, the Group received shareholder approval at its AGM on 27th May 2015 and restructured its merger reserve and share premium accounts. The Group now has maximum flexibility to access its reserves to support its ongoing dividend policy of paying out two thirds of retained earnings.

Steve Dolton

Chief Financial Officer

21 March 2016

Consolidated statement of comprehensive income

for the year ended 31 December 2015

Discontinued earnings per share are shown in note 16.

Consolidated statement of financial position

At 31 December 2015

These financial statements were approved by the Board of Directors on 21 March 2016 and were signed on its behalf by:

JR Atkinson

Director Company registered number: 08996352

Consolidated statement of changes in equity

for the year ended 31 December 2015

Consolidated cash flow statement

for the year ended 31 December 2015

Notes

(forming part of the financial statements)

1 Accounting policies

Basis of preparation

Consolidated financial statements

This preliminary financial information does not constitute statutory accounts for the Group for the financial periods ended 31 December 2015 and 31 December 2014, but has been derived from those accounts. Statutory accounts for the financial period ended 31 December 2015 will be delivered following the Company's annual general meeting. The auditors have reported on those accounts and their reports were unqualified and did not contain statements under section 498(2) or (3) of the Companies Act 2006.

The Consolidated Financial Statements for the year ended 31 December 2015 have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union ("IFRS") and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS.

The consolidated financial information has been prepared on a going concern basis and under the historical cost convention.

The Directors have prepared cash flow forecasts for the period until 31 December 2016. Based on these, the Directors confirm that there are sufficient cash reserves to fund the business for the period under review, and believe that the Group is well placed to manage its business risk successfully. For this reason they continue to adopt the going concern basis in preparing the financial statements.

Basis of consolidation

The financial statements represent a consolidation of the Company and its subsidiary undertakings as at the Statement of Financial Position date and for the year then ended. In accordance with IFRS 10 the definition of control is such that an investor has control over an investee when a) it has power over the investee, b) it is exposed, or has the rights, to variable returns from its involvement with the investee and c) has the ability to use its power to affect its returns. All three of these criteria must be met for an investor to have control over an investee. All subsidiary undertakings in which the Group has a greater than 50 percent shareholding have been consolidated in the Group's results.

The consolidated financial information incorporates the results of business combinations using the purchase method. In the Group statement of financial position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Group statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date on which control ceases. Acquisition costs are expensed as incurred. This policy does not apply on the acquisition of Consumer Champion Group Limited for which reverse acquisition accounting has been applied.

Use of judgements and estimates

The preparation of financial statements in conformity with IFRSs requires management to make judgements and estimates 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 year in which the estimates are revised and in any future years affected.

Revenue, other than pre-LASPO ATE income, is not considered to be a key judgement or estimate as the revenue recognised is equal to the cash received with no further clawback or commitments.

Judgements

In applying the Group's accounting policies, management has applied judgement in the following area that has a significant impact on the amounts recognised in the financial statements.

Intangible assets

When the Group makes an acquisition, management determines whether any intangible assets should be recognised separately from goodwill.

Estimates

Discussed below are key assumptions concerning the future, and other key sources of estimation at the reporting date, that have a risk of causing a material adjustment to the carrying amount of assets and liabilities within the next financial year.

Impairment of goodwill

The Group determines on an annual basis whether goodwill is impaired. This requires an estimation of the future cash flows of the cash generating units to which the goodwill is allocated; see note 11.

Contingent consideration

When the Group acquires businesses, total consideration may consist of additional amounts payable on agreed post-completion dates. These further amounts are contingent on the acquired business meeting agreed performance targets. At the date of acquisition, the Group reviews the profit and cash forecasts for the acquired business and estimates the amount of contingent consideration that is likely to be due.

Recoverability of trade receivables

Trade receivables are reflected net of an estimated provision for impairment losses. This provision considers the past payment history and the length of time that the debt has remained unpaid.

Deferred tax

Deferred tax assets and liabilities require management judgement in determining the amounts to be recognised, with consideration given to the timing and level of future taxable income; see note 8 and 9.

New standards, interpretations and amendments not yet effective

The Group has not applied the following new and revised IFRSs that have been issued but are not yet effective:

• IFRS 16: Leases - Effective for annual reporting periods beginning on or after 1 January 2019.

• IFRS 9: Financial Instruments - Effective for annual reporting periods beginning on or after 1 January 2018, with early application permitted.

• IFRS 15: Revenue from Contracts with Customers - Effective for annual reporting periods beginning on or after 1 January 2017, with early application permitted.

• Amendments to IAS 16 and IAS 38: Clarification of Acceptable Methods of Depreciation and Amortisation - Effective for annual reporting periods beginning on or after 1 January 2016, with early application permitted.

• IAS 12: Recognition of deferred tax assets for unrealised losses - Effective for annual reporting periods beginning on or after 1 January 2017.

• Amendments to IAS 1: Disclosure Initiative - Effective for annual reporting periods beginning on or after 1 January 2016, with early application permitted.

• Amendments to IAS 27: Equity Method in Separate Financial Statements - Effective for annual reporting periods beginning on or after 1 January 2016, with early application permitted.

• Amendments to IFRSs: Annual Improvements to IFRSs 2012-2012 Cycle - Effective for annual reporting periods beginning on or after 1 January 2016, with early application permitted.

• Amendments to IFRS 10, IFRS 12 and IAS 28: Investment Entities: Applying the Consolidation Exception - Effective for annual reporting periods beginning on or after 1 January 2016, with early application permitted.

The Group has considered the impact of the above standards and revisions and has concluded that they will not have a material impact on the Group's financial statements. A review of IFRS 16 Leases will be conducted to determine its impact on the Group.

Use of non-GAAP measures

The Directors believe that underlying operating profit provides additional useful information for shareholders on underlying trends and performance. This measure is used for performance analysis. Underlying operating profit is not defined by IFRS and therefore may not be directly comparable with other companies' adjusted profit measures. It is not intended to be a substitute for, or superior to, IFRS measurements of operating profit.

The adjustments made to reported operating profit are:

IFRS 2 Share Based Payments - non-cash Group Income Statement charge for share based payments. IFRS 2 requires the fair value of equity instruments measured at grant date to be spread over the period during which the employees become unconditionally entitled to the options. This is a non-cash charge and has been excluded from underlying operating profit as it does not reflect the underlying performance of the Group.

IFRS 3 (Revised) Business Combinations - intangible asset amortisation charges and costs arising from acquisitions. Under IFRS 3 intangible assets are required to be amortised on a straight-line basis over their useful economic life and as such is a non-cash charge that does not reflect the underlying performance of the business acquired. Similarly, the standard requires all acquisition costs to be expensed in the Group Income Statement. Due to their nature, these costs have been excluded from underlying operating profit as they do not reflect the underlying performance of the Group.

Other one-off costs - these relate to certain one-off costs associated with the Group's acquisition activities including any costs is relation to aborted acquisitions. These have been excluded from underlying operating profit as they do not reflect the underlying performance of the Group.

Going concern

The Group had cash balances of £10,056,000 (2014: £13,637,000), net assets of £55,071,000 (2014: £36,174,000) and net current liabilities of £1,857,000 (2014: £1,035,000) as at each year end.

After making enquiries, the Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. As a consequence, the Directors believe that the Group is well placed to manage its business risks successfully. As part of the normal management process, detailed projections of future trading are prepared, which includes the impact for possible changes in market or regulatory conditions. Based on these projections the Board remains positive about the Group's short and medium term prospects. 

Accordingly, the Directors continue to adopt the going concern basis in preparing the Strategic report, Directors' report and financial statements.

Revenue

Personal Injury - Revenue from the provision of enquiries to the panel law firms, based on a cost plus margin model, plus commissions received from providers for the sale of additional products by them to the panel law firms. Revenue recognised is equal to the cash received with no further clawback or commitments, commissions received are recognised as revenue in the period in which the product is used.

Pre-LASPO ATE - Revenue from commissions received from the insurance provider for the use of 'after the event' policies by panel law firms. From 1 April 2013, this product was no longer available as a result of LASPO regulatory changes.

Conveyancing - Revenue from the provision of online marketing services to target home buyers and sellers in England and Wales and offering lead generation services to panel law firms and surveyors in the conveyancing sector. Revenue is recognised on the transfer of instruction to panel law firms. Search revenue is recognised as revenue in the period in which the search is contracted.

Critical Care - Revenue from the provision of expert witness reports and case management support within the medico-legal framework for multi-track cases. Revenue is recognised on the completion and delivery of reports and provision of case management services.

All revenue is stated net of Value Added Tax. The entire revenue arose in the United Kingdom.

Goodwill

Goodwill represents the excess of the fair value of the consideration given over the fair value of the Group's share of the net identifiable assets of the acquired subsidiary at the date of acquisition. Goodwill is not amortised but is tested for impairment annually and again whenever indicators of impairment are detected and is carried at cost less any provision for impairment. Any impairment is recognised in the income statement.

Other intangible assets

Other intangible assets that are acquired by the Group and have finite useful lives are measured at cost less accumulated amortisation and any accumulated impairment losses.

Amortisation

Intangible assets are amortised on a straight-line basis over their estimated useful lives as follows:

No amortisation is charged on assets under construction as these are not yet in use.

Depreciation

Depreciation is calculated to write off the cost, less estimated residual value, of property, plant and equipment by equal instalments over their estimated useful economic lives as follows:

Operating leases

Operating lease rentals are charged to the income statement on a straight line basis over the period of the lease.

Cash and cash equivalents

Cash and cash equivalents comprise cash balances and call deposits. Bank overdrafts that are repayable on demand and form an integral part of the Group's cash management are included as a component of cash and cash equivalents for the purpose only of the cash flow statement.

Taxation

Tax on the income statement for the year comprises current and deferred tax. Tax is recognised in the statement of comprehensive income except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity. Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.

Deferred tax is provided on temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The following temporary differences are not provided for: the initial recognition of goodwill; the initial recognition of assets or liabilities that affect neither accounting nor taxable profit other than in a business combination, and differences relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date. A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the temporary difference can be utilised.

Interest bearing borrowings

Interest-bearing borrowings are recognised initially at fair value less attributable transaction costs. Subsequent to initial recognition, interest-bearing borrowings are stated at amortised cost using the effective interest method, less any impairment losses.

Classification of financial instruments issued by the Group

Financial instruments issued by the Group are treated as equity (i.e. forming part of equity) only to the extent that they meet the following two conditions:

a) they include no contractual obligations upon the Company (or Group as the case may be) to deliver cash or other financial assets or to exchange financial assets or financial liabilities with another party under conditions that are potentially unfavourable to the Company (or Group); and

b) where the instrument will or may be settled in the Company's own equity instruments, it is either a non-derivative that includes no obligation to deliver a variable number of the Company's own equity instruments or is a derivative that will be settled by the Company's exchanging a fixed amount of cash or other financial assets for a fixed number of its own equity instruments.

To the extent that this definition is not met, the proceeds of issue are classified as a financial liability. Where the instrument so classified takes the legal form of the Company's own shares, the amounts presented in these financial statements for called up share capital and share premium account exclude amounts in relation to those shares.

Finance payments associated with financial liabilities are dealt with as part of interest payable and similar charges. Finance payments associated with financial instruments that are classified as part of shareholders' funds, are dealt with as appropriations in the reconciliation of movements in equity.

Employee share schemes

The share option plans allow employees of the Group to acquire shares of the Company. The fair value of options granted is recognised as an employee expense with a corresponding increase in equity. The fair value is measured at grant date and spread over the period during which the employees become unconditionally entitled to the options. The fair value of the options granted is measured using an option pricing model, taking into account the terms and conditions upon which the options were granted. The amount recognised as an expense is adjusted to reflect the actual number of share options that vest except where forfeiture is only due to share prices not achieving the threshold for vesting.

Impairment

The carrying amounts of the Group's non-financial assets, other than deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset's recoverable amount is estimated. For goodwill, and intangible assets that have indefinite useful lives or that are not yet available for use, the recoverable amount is estimated each year at the same time.

The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For the purpose of impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the "cash-generating unit"). The goodwill acquired in a business combination, for the purpose of impairment testing, is allocated to cash-generating units, or ("CGU"). Subject to an operating segment ceiling test, for the purposes of goodwill impairment testing, CGUs to which goodwill has been allocated are aggregated so that the level at which impairment is tested reflects the lowest level at which goodwill is monitored for internal reporting purposes. Goodwill acquired in a business combination is allocated to groups of CGUs that are expected to benefit from the synergies of the combination.

An impairment loss is recognised if the carrying amount of an asset or its CGU exceeds its estimated recoverable amount. Impairment losses are recognised in the income statement. Impairment losses recognised in respect of CGUs are allocated first to reduce the carrying amount of any goodwill allocated to the units, and then to reduce the carrying amounts of the other assets in the unit (group of units) on a pro rata basis.

An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.

Non-current assets held for sale and Discontinued operations

A non-current asset or a group of assets containing a non-current asset (a disposal group) is classified as held for sale if its carrying amount will be recovered principally through sale rather than through continuing use, it is available for immediate sale and sale is highly probable within one year.

On initial classification as held for sale, non-current assets and disposal groups are measured at the lower of previous carrying amount and fair value less costs to sell with any adjustments taken to profit or loss. The same applies to gains and losses on subsequent re-measurement, although gains are not recognised in excess of any cumulative impairment loss. Any impairment loss on a disposal group first is allocated to goodwill, and then to remaining assets and liabilities on pro rata basis, except that no loss is allocated to inventories, financial assets, deferred tax assets, employee benefit assets and investment property, where applicable, which continue to be measured in accordance with the Group's accounting policies. Intangible assets and property, plant and equipment once classified as held for sale or distribution are not amortised or depreciated.

A discontinued operation is a component of the Group's business that represents a separate major line of business or geographical area of operations that has been disposed of or is held for sale, or is a subsidiary acquired exclusively with a view to resale. Classification as a discontinued operation occurs upon disposal or when the operation meets the criteria to be classified as held for sale, if earlier. When an operation is classified as a discontinued operation, the comparative income statement is restated as if the operation has been discontinued from the start of the comparative period. 

2 Operating segments

Geographic information

All revenue and assets of the Group are based in the UK.

Operating segments

The expansion of the Group has resulted in a change to the way the segments are reviewed by the entity's Chief Operating Decision Maker (CODM), being the Board, for performance assessment and resource allocation decisions. The segments used in reporting by the CODM, and considered relevant to the business are segmented on a product basis. These segments are:

Personal Injury - Revenue from the provision of enquiries to the panel law firms, based on a cost plus margin model, plus commissions received from providers for the sale of additional products by them to the panel law firms.

Pre-LASPO ATE - Revenue is commissions received from the insurance provider for the use of 'after the event' policies by panel law firms. From 1 April 2013, this product was no longer available as a result of LASPO regulatory changes. Included in the balance sheet is a liability that has been separately identified due to its material value. This balance is commissions received in advance that are due to be paid back to the insurance provider. No interest is due on this liability.

Conveyancing - Revenue from the provision of online marketing services to target home buyers and sellers in England and Wales, offering lead generation services to panel law firms and surveyors in the conveyancing sector and the provision of conveyancing searches for solicitors and licensed conveyancers.

Critical Care - Revenue from the provision of expert witness reports and case management support within the medico-legal framework for multi-track cases.

Other segments - Costs that are incurred in managing Group activities or not specifically related to a product and including share based payments.

One-off items - Costs for the payment of employee bonuses relating to admission of the Company to AIM, costs associated with the acquisition of subsidiary undertakings, share based payments and amortisation charges on intangible assets recognised as part of business combination.

PPI Claimline (discontinued) - Provision of claims management services focused on recovery of mis-sold payment protection insurance. This business was sold on 15 May 2014.

Cash flows from operating activities

A reconciliation of operating profit to cash generation from operations for Continuing operations has been presented below separately identifying net cash flows relating to Continuing operations (comprising cash flows associated with Personal Injury, Conveyancing, Critical Care and other segments), the Pre- LASPO ATE product segment and one off items

Reconciliation of operating profit to net cash flows from operating activities

3 Administrative expenses and auditor's remuneration

Included in consolidated statement of comprehensive income are the following:

4 One off items

One off items included in the income statement are summarised below

1. As a result of the admission to AIM, income was realised on the crystallisation of an asset that was contingent on an exit event. This contingent asset arose as a result of the award of shares to employees by the Employee Benefit Trust ('EBT') under the EMI scheme creating loans repayable on exit. This income totalled £480,000. Under the trust rules this cash and any previously recognised cash in the EBT is required to be used for the benefit of employees. As a result, companywide bonuses were paid in recognition of the successful completion of the IPO. The costs of these bonuses have been included in the consolidated statement of comprehensive income as one-off items totalling £652,000. The £480,000 income received for the contingent asset has been detailed in note 5. Previously recognised accruals in respect of the IPO of £183,000 were released in the year.

2. Legal and professional fees paid in relation to the acquisitions of Fitzalan, BVC and Bush, including due diligence costs and stamp duty.

3. Fees paid to former senior management of Fitzalan for consultancy services provided in the business post acquisition.

5 Financial income

6 Financial expense

7 Taxation

The Group believes that its accruals for tax liabilities are adequate for all open tax years based on its assessment of many factors, including interpretation of tax law and prior experience.

Changes in tax rates and factors affecting the future tax charge

Reductions in the UK corporation tax rate from 21% to 20% (effective from 1 April 2015) were substantively enacted on 2 July 2013.

8 Deferred tax asset

The asset for deferred taxation consists of the tax effect of temporary differences in respect of:

9 Deferred tax liability

10 Acquisitions

Acquisition of Fitzalan Partners Limited

On 17 February 2015 the Group acquired the entire share capital of Fitzalan Partners Limited (Fitzalan). The company is an online marketing specialist servicing home buyers and sellers in England and Wales. The acquisition of Fitzalan represents the Group's first move into an adjacent consumer legal services market.

Acquisition of Best Value Conveyancing

On 30 June 2015, Fitzalan acquired the trading assets of Best Value Conveyancing (BVC). BVC provides lead generation services to law firms in the conveyancing sector.

Acquisition of Bush & Company Rehabilitation Limited

On 14 October 2015 the Group acquired the entire share capital of Bush & Company Rehabilitation Limited (Bush). The company provides expert witness reports and case management support within the medico-legal framework for multi-track cases.

Fair values

The acquisitions had the following effect on the Group's assets and liabilities:

As at 31 December 2015, £36,000 of deferred consideration was still outstanding in respect of the BVC acquisition, therefore the total cash paid for the above acquisitions as at 31 December 2015 was £33,681,000.

The Group incurred acquisition related costs of £570,000 related to professional fees paid for due diligence, general professional fees and legal related costs. These costs have been included as one off items in the Group's consolidated income statement. Goodwill in BVC has been combined with the Fitzalan goodwill and are considered to be a single cash generating unit (CGU).

For all acquisitions made in the year, fair values remain provisional, but will be finalised within 12 months of acquisition.

11 Goodwill

Where goodwill arose as part of a business acquisition, it forms part of cash generating units ("CGU") asset carrying value which is tested for impairment annually. The Group has reassessed the CGU's in light of the expansion to the Group and the changes to operating segments and has determined that for the purposes of impairment testing each segment, i.e. Personal Injury, Conveyancing and Critical Care, is the appropriate level at which to test. Due to the discontinued nature of the pre-LASPO ATE product, no goodwill has been allocated to it.

The recoverable amounts for the CGUs are predominantly based on value in use which is calculated on the cash flows expected to be generated by the division using the latest budget data for the coming year, extrapolated at an annual growth rate for four years and no growth into perpetuity, discounted at a post-tax WACC of 8.6% (2014: 8.0%). The key assumptions in the value in use calculation are the discount rate and growth rate. The discount rate is based on the Group's post-tax cost of capital and estimated cost of equity, which the directors consider equated to market participants rate. The movement in discount rate compared to prior year is the result of the increased level of borrowing. In preparing the formal budget for the next financial period, expected EBITDA is based on past experience of the performance of the CGUs adjusted for known changes.

The Chancellor announced in his Autumn Statement on 25 November 2015 the possible intention to increase the small claims limit to £5000 for personal injury claims. At this stage no legislation has been put in place and there is no certainty that any changes will be made. Whilst it is believed that some increase is likely in the small claims limit, there is as much opportunity as there is risk as to the impact this could have on the profitability of the Personal Injury CGU. It is therefore believed that a zero growth rate is appropriate until such clarity is received.

Based on the operating performance of the CGUs, no impairment loss was identified at any of the two years under review, and there is sufficient headroom to indicate that no reasonable change to key assumptions would result in an impairment of this goodwill. The key growth assumptions were as follows:

The following table shows the percentage to which the discounted WAAC rate would need to increase and the percentage to which the budgeted operating cash flows growth rates would need to decrease to in order for the estimated recoverable amount of the CGUs to be equal to the carrying amount:

12 Intangibles assets

The intangibles assets recognised on business combination were acquired as part of the acquisitions of Fitzalan, BVC and Bush.

13 Other interest-bearing loans and borrowings

This note provides information about the contractual terms of the Group's other interest-bearing loans and borrowings, which are measured at amortised cost.

Terms and debt repayment schedule

1. The loan of £15,000,000 replaced the existing loan of £5,901,000 and is repayable over eight instalments of £1,875,000 every 6 months starting on 30 June 2016. Interest is payable at 1.65% above LIBOR.

14 Share Capital

15 Share based payments

The Group operates 3 employee share plans as follows:

SAYE plan

The SAYE plan is available to all employees. Options may be satisfied by newly issued Ordinary Shares, Ordinary Shares purchased in the market by an employees' trust or by the transfer of Ordinary Shares held in treasury.

EMI Scheme

The EMI Plan provides for the grant, to selected employees of the Group, of rights to acquire (whether by subscription or market purchase) Ordinary Shares in the Company (''Options''). Options may be granted as tax-favoured enterprise management incentive options (''EMI Options'') or non-tax favoured Options.

LTIP

The LTIP will enable selected employees (including Executive Directors) to be granted awards in respect of Ordinary Shares. Awards may be granted in the form of nil or nominal cost options to acquire Ordinary Shares; or contingent rights to receive Ordinary Shares. Awards may be satisfied by newly issued Ordinary Shares, Ordinary Shares purchased in the market by an employees' trust or by the transfer of Ordinary Shares held in treasury.

The terms and conditions of grants of share options to employees of the Group, in the shares of NAHL Group plc are as follows:

The number and weighted average exercise prices of share options are as follows:

A charge of £833,000 (2014: £288,000) has been made through profit and loss in the current year.

The fair value of each employee share option has been measured using the Black-Scholes formula where an expected volatility of 65.0% (2014: 65.0%) has been used as well as a risk-free interest rate (based on government bonds) of 1.0% (2014: 1.0%). Service and non-market performance conditions attached to the arrangements were not taken into account in measuring fair value.

Expected volatility has been based on evaluation of historical volatility of the Company's share price, particularly over the historical period commensurate with the expected term. The expected term of the instruments has been based on historical experience and general option holder behaviour.

16 Earnings per share

Profit attributable to ordinary shareholders (basic)

Weighted average number of ordinary shares (basic)

Basic Earnings per share (p)