Final Results

8 March 2016

EQUINITI GROUP PLC RESULTS FOR THE YEAR ENDED 31 DECEMBER 2015

Equiniti Group plc ("Equiniti" or "the Group"), the specialist technology outsourcer, providing non-discretionary payment and administration services to blue-chip companies, Government and retail investors in the UK, today publishes its full year results for the twelve months to 31 December 2015.

MAIDEN RESULTS: DELIVERING ON OUR COMMITMENTS

Financial Highlights

· Revenue growth of 26%; underpinned by 7% organic4 revenue growth and growth across all divisions

· 12% revenue growth from cross-selling and up-selling to our top 24 accounts

· Strategic acquisitions of Selftrade and TransGlobal Payment Solutions contributed to organic growth in 2015 and, together with the acquisitions of KYCnet and RiskFactor made in Q1 2016, will fuel organic growth going forward

· EBITDA prior to exceptional items growth of 23% with margin of 23.4%, reflecting investment in growth and regulatory costs

· EBIT of £10.2m after the impact of exceptional costs primarily associated with listing on the London Stock Exchange

· Cash flow conversion of 113%; operating cash flow increase of 35% to £97.6m

· Leverage significantly reduced to 2.8x5 following restructuring of the balance sheet, strong working capital management (reduction of £11m) and timing of certain IPO fees paid post year end (£16m)

· Recommended dividend of 0.68p per share, pro-rated full year proforma dividend of 4.08p per share, in line with our stated policy

· Premium listed on the main market of the London Stock Exchange in October 2015

Commenting on the Group's results, Guy Wakeley, Chief Executive, said:

"I am delighted to be presenting a strong set of results that demonstrate continued progress in line with the strategic objectives that we laid out at IPO. In addition to delivering a successful listing, we have secured major client wins and developed and deployed a number of new services and technology capabilities. Strong top line progression is supported by 7% organic growth, with all divisions growing well organically, underpinned by the long-term trends in the markets in which we operate.

"Our broad range of services, mainly non-discretionary in nature, with revenue visibility of >90% for 2016 and >80% for 2017, positions Equiniti as a resilient and disciplined business, well placed to continue to grow, unaffected by uncertainty in the macro-economic environment."

4 Reported revenue growth adjusted for acquisitions, with benefit of 2015 acquisitions reflected in 2014

5 Net debt/EBITDA adjusted for IPO costs paid post year end was 3.0x at 31 December 2015

Analyst and Investor presentation

Equiniti's management will host an analyst and investor presentation at 9.15am UK time today. There will be a conference call and live webcast of the event. This will be broadcast live on Equiniti's website, www.equiniti.com and an archive version of the presentation will be available on the website later that day.

Conference call details:

Please dial into the call in time to allow for registration.

Participant dial-in: +44 (0) 20 3003 2666. Password: Equiniti

For further information please contact: 

Analyst/Investor enquiries:

Equiniti Group plc Guy Wakeley, Chief Executive Officer +44 (0) 207 469 1811 

John Stier, Chief Financial Officer Frances Gibbons, Head of Investor Relations

Media enquiries:

Temple Bar Advisory Alex Child-Villiers + 44 (0) 7795 425580Tom Allison + 44 (0) 7789 998020Will Barker + 44 (0) 7827 960151

Forward-looking statements

This announcement contains forward-looking statements regarding Equiniti. These forward-looking statements are based on current information and expectations, and are subject to risks and uncertainties, including market conditions and other factors outside of Equiniti's control. Readers are cautioned not to place undue reliance on the forward-looking statements contained herein, which speak only as of the date hereof. Equiniti undertakes no obligation to publicly update any forward-looking statement contained in this release, whether as a result of new information, future developments or otherwise, except as may be required by law. 

GROUP RESULTS

Overview

Equiniti made good progress on its strategic objectives during the year; delivering organic growth, achieving a premium listing on the London Stock Exchange, de-gearing the balance sheet, up-selling to strategic clients and progressing its offshore resources in Chennai.

Reported revenue increased by 26.2% to £369.0m (2014: £292.3m) during the year whilst proforma revenue adjusted for acquisitions grew organically by 6.8%, with growth across all divisions. Acquisitions made in the period have all moved forward, contributing to organic growth and, together with the acquisitions made in Q1 2016, will fuel organic growth going forward.

Investment Solutions delivered growth both organically through corporate actions and project work with existing customers along with acquisitive growth with the purchases of Selftrade and TransGlobal Payment Solutions ("TransGlobal"). Intelligent Solutions also delivered growth, benefitting from prior year acquisitions of Pancredit and Invigia, along with increased software sales for our complaints management and credit solutions. Pension Solutions delivered growth through an increase in project work and the full year impact of the acquisition of a controlling interest in MyCSP. Revenue from interest was 43.1% higher than the prior year due to higher average client cash balances of £1,296m (2014: £835m) and includes the benefit that the Group has secured through entering into three year interest rate swaps at a blended rate of 1.03% relating to £650.0m of cash balances which expire in July and August 2018.

EBITDA prior to exceptional items increased by 23.1% to £86.2m (2014: £70.0m) reflecting the impact of acquisitions made in the current and prior year and the profit element of the organic growth at an improved margin.

Central costs in the period were higher as we transitioned to a plc, invested in growth, particularly our sales function, and strengthened our compliance and risk functions.

Operating free cash flow prior to exceptional items was £97.6m (2014: £72.5m), resulting in a cash flow conversion of 113% (2014: 104%) before capital expenditure. We have continued to focus on working capital management which, along with primary proceeds from the IPO, has helped our net debt reduce to £246.0m (2014: £458.2m). This now represents a ratio of 2.8x net debt/EBITDA (2014: 6.5x). Our net debt/EBITDA ratio was helped by the timing of IPO fees around our year end. Adjusting for these, net debt/EBITDA was 3.0x at 31 December 2015.

The Board has proposed a dividend, subject to shareholder approval, of 0.68p per share for the period from admission on 30 October 2015 to the year end. This will be paid on 10 May 2016 to shareholders on the register on 1 April 2016. This represents an equivalent full year dividend of 4.08p per share. Going forward, we intend to adopt a progressive dividend policy, which will see us distribute around 30% of our normalised profit attributable to ordinary shareholders each year.

OPERATIONAL REVIEW

We serve our clients through three divisions:- Investment Solutions, Intelligent Solutions and Pension Solutions. The integrated nature of our client base and strong client relationships results in shared clients across the Group. This enables us to continually enhance our performance through cross-selling and up-selling to existing clients. Our entry point is often providing share registration services, with clients taking further services from us over time.

In addition to our three divisions, we earn interest income on balances we administer on our clients' behalf.

Investment Solutions

Investment Solutions encompasses our Registration Services, Investment Services and Employee Services businesses and offers a broad range of business to business and retail services including share registration for around half the FTSE 100, company secretarial services, investor analytics, SAYE scheme administration and share incentive plan administration for 1.1 million employees. The division also offers bereavement services and is powered by technologies for retail investment and payments. Investment Services also provides share dealing, wealth management and international payments to corporate clients, their employees and direct to around 350,000 retail customers.

Revenue in Investment Solutions increased by 24.7% to £118.3m (2014: £94.9m), benefitting from organic growth of 9.8%, a full year of the JP Morgan Corporate Dealing Service, acquired on 1 September 2014, along with the acquisition of Selftrade, completed on 23 January 2015, and TransGlobal, completed on 3 September 2015.

EBITDA prior to exceptional items grew by 21.2% driven by the increase in revenue but at a slightly lower margin due to the change in the product mix including the acquisition of Selftrade, plus ongoing investment to support further growth and to meet our regulatory obligations.

Registration Services

Revenue in Registration Services increased by 16.5% to £47.4m (2014: £40.7m). The division had a good year, retaining all of its FTSE 350 share registration clients and winning a number of mandates from newly listed companies, including Virgin Money, Shawbrook, Aldermore and Worldpay. As a result, Registration Services ended the year with a 50% share of the FTSE 100 share registration market.

Investment Services

Revenue in Investment Services increased by 52.5% to £40.1m (2014: £26.3m).  The division added a number of new corporate accounts in the year, including white label share dealing services for Saga and the migration of Santander's share dealing service. The business also increased its presence in the IPO market, completing the retail offering for more than ten IPOs, including Equiniti and Worldpay.

The growth in Investment Services' client numbers required investment in governance and controls, to ensure we met regulatory requirements, which impacted margin in 2015. We also invested in our technology platforms, including relaunching the D2C website and introducing our first share dealing app, to support our growth ambitions.

Employee Services

Revenue in Employee Services increased organically by 10.4% to £30.8m (2014: £27.9m). Employee Services delivered good growth, benefitting from the doubling of the amount employees can pay into SAYE schemes, as well as a number of one-off projects in corporate actions and flexible benefits. However, the low interest rate environment continued to weigh on sharesave fees and difficult equity markets reduced share trading activity in the second half.

Major wins included share plans for Worldpay, which utilised Employee Services' new global nominee product. Other new clients included Virgin Money, Shawbrook and Metro Bank, as the business benefitted from cross-selling with Registration Services. Employee Services also undertook international sharesave roll-outs for clients including BT, Pearson and Smith & Nephew.

Intelligent Solutions 

Intelligent Solutions provides technology and specialist outsourcing solutions targeting complex or regulated activities. Capability is focussed in three key areas: Enterprise workflow solutions designed to automate and optimise business processes such as case, complaints, document and people management; Credit Services which includes credit origination and loan administration managing a combined loan book in excess of £10 billion as well as a product set for data analytics; and Specialist Resource providing rectification and remediation and company secretarial support.

Revenue in Intelligent Solutions increased by 10.4% to £98.9m (2014: £89.6m). This was the result of organic growth of 1.3%, driven by strong demand for our software solutions in complaints management and credit solutions, offset by the rest of the division seeing a slight decline. The full year impact of Pancredit Systems and Invigia, which were acquired on 18 March 2014 and 1 September 2014 respectively, increased reported growth.

EBITDA prior to exceptional items increased by 39.3% through strong revenue growth, an increasing proportion of sales coming from software licences and the benefit of focusing on our cost base driving efficiency across the division.

Intelligent Solutions won a broad range of work with different types of clients during the year, including a PPI rework project for a major bank; the provision of software to help police forces manage their highly sensitive, confidential information; the provision of a hosted software lending platform for Telefonica; and a deal with ATOS to support the extension of its service to National Savings and Investments.

Pension Solutions

Pension Solutions offers administration and payment services for pension schemes, pension software, data solutions and life and pensions administration to UK Government and corporate clients. The division operates some of the largest pension schemes in the UK including the National Health Service with more than 2.6 million members, and the Armed Forces Veterans which we have continuously served since 1836.

Revenue in Pension Solutions increased by 40.7% to £142.5m (2014: £101.3m). This was the result of organic growth of 8.0% and the full year effect of consolidating MyCSP, following the acquisition of a further 11% holding on 30 September 2014, increasing our shareholding from 40% to 51%.

EBITDA prior to exceptional items increased by 23.5% to £26.8m as a result of revenue growth. Margins declined due to a higher proportion of revenue coming from our MyCSP joint venture which is lower margin than the rest of our pension operations, coupled with continued investment in MyCSP intellectual property.

Pension Solutions saw strong growth in clients taking reconciliation services, as a result of the cessation of contracting out at the end of 2016. It also successfully retained a number of clients who renewed contracts during the year, and generally did so on improved terms.

Key achievements in 2015 included successfully delivering major transformation projects for public sector clients. Pension Solutions simultaneously implemented a new pension's administration platform for the NHS and supported the introduction of the Hutton reforms, which base members' pensions on a career average rather than final salary. The NHS pension scheme is the largest in Europe, with more than 2.6 million members, making this a significant and complex task. Pension Solutions also helped MyCSP to deliver the Alpha scheme, which is the equivalent to the Hutton reforms for civil service pensions.

OUTLOOK

2016 will be our first full year as a public company and we will continue to implement our well defined strategy. We will remain focused on our core markets in the UK, providing specialist technology and services for clients facing the challenges of tightening compliance and regulation, and the need to find new service models to manage their customers in a digital age. We maintain our guidance set out at the time of the IPO. We aim to achieve annual organic revenue growth of 5%, supplemented by further acquisitions, while expanding our margins through our efficiency programme and de-leveraging the Group.

FINANCIAL REVIEW

Group Income Statement

Proforma results adjusted for IPO related exceptional costs, and to normalise finance costs to reflect our ongoing funding structure, are detailed in the table below.

*Unaudited

1Proforma net finance costs have been presented to better reflect the cost that would have been incurred had the Group's current debt structure been in place throughout the current and prior year.

2Proforma taxation has been presented to better reflect the tax charge that would have been incurred had the Group's current debt structure been in place throughout the current and prior year at an estimated effective tax rate for the Group of 15%.

Revenue

Reported revenue increased by 26.2% to £369.0m (2014: £292.3m) during the year whilst proforma revenue adjusted for acquisitions grew organically by 6.8%, with growth across all segments of the business.

EBITDA prior to exceptional items

EBITDA prior to exceptional items increased by 23.1% to £86.2m (2014: £70.0m) reflecting the impact of acquisitions made in the current and prior year and the profit element of the organic growth at an improved margin.

EBIT

EBIT remains an important measure of the Group's performance, reflecting profit before finance costs and taxation. In 2015, reported EBIT prior to IPO related exceptional costs increased 50.7% to £32.7m (2014: £21.7m).

Exceptional items

Exceptional operating costs of £32.8m (2014: £12.6m) include £22.5m of legal, advisory and banking costs incurred in respect of the change of control of the Group that resulted in our listing on the London Stock Exchange. In addition, exceptional costs include costs of driving our offshore and efficiency programme and £2m to integrate Selftrade. 

Exceptional finance costs of £21.2m (2014: £0m) include the write down of the remaining unamortised fees that were capitalised following the arrangement of the Group's finance facilities in 2013 and other financing fees incurred to redeem our traded bonds.

Net finance costs

Group net finance costs before exceptional items fell by £11.1m to £60.7m (2014: £71.8m) reflecting the benefits of the Group's new capital structure and loan agreements from October 2015. On a proforma basis, which adjusts for interest on a like-for-like basis under the new loan arrangements, net finance costs fell to £13.0m (2014: £14.9m).

Loss before tax

The Group made a loss for the year from continuing operations of £71.7m compared to £38.6m in 2014, driven by IPO related costs and our previous capital structure. On a proforma basis, profit before tax was £19.7m (2014: £18.3m).

Normalised results (Unaudited)

Normalised profit excludes exceptional items and amortisation of acquisition related intangible assets and includes finance costs on a proforma basis. Tax is deducted at 15% to reflect the Group's estimated effective tax rate. This better allows the assessment of operational performance, the analysis of trends over time, the comparison of different businesses and the projection of future economic performance.

Normalised earnings per share was 13.5p compared to the prior year 10.7p per share, based on the number of shares in issue at 31 December 2015.

Earnings per share 

The Group made a basic loss per share of £0.93 (2014: £7.80) which is based on weighted average shares of 54.3m (2014: 5.0m).

Dividend per share

The Board has proposed a dividend, subject to shareholder approval, of 0.68p per share for the period from admission on 30 October 2015 to the year end. This will be paid on 10 May 2016 to shareholders on the register on 1 April 2016. This represents an equivalent full year dividend of 4.08p per share. Going forward, we intend to adopt a progressive dividend policy, which will see us distribute around 30% of our normalised profit attributable to ordinary shareholders each year.

Capital structure

The Group's Consolidated Balance Sheet at 31 December 2015 is summarised as follows:

Cash flow

The Group generated a free cash flow before capital expenditure of £97.6m (2014: £72.5m) representing a conversion of EBITDA to free cash flow of 113% (2014: 104%). The main movements in cash flow are summarised below.

Free cash flow

The movement in working capital of £11.4m excludes cash flows relating to exceptional items and is indicative of the Group's commitment to improve the working capital position through automating invoice generation and improving payment terms.

Capital expenditure

Net expenditure on tangible and intangible assets was £18.4m (2014: £20.8m). This represents 5.0% of revenue (2014: 7.1%) demonstrating the Group's commitment to develop industry leading software. 75% of this sum is investment in our technology.

Net interest costs

Net interest costs in the period was £29.4m (2014: £31.0m). Total interest bearing loans decreased from £485.5m to £320.0m at a lower rate of interest.

Net increase in borrowings

The Group raised £250.0m by way of a new bank loan and increased its revolving credit facility by £24.5m to £150m, of which £70m has been drawn down at the year end.

Net refinancing cash flows

On listing on the London Stock Exchange, the Group repaid its bond loan notes, payment in kind loans, preference shares and other loans to related parties.

Investment in current year acquisitions

Net cash outflow on current year acquisitions was £19.9m (2014: £30.3m). A further £3.9m was spent on deferred consideration for prior year acquisitions.

Tax paid

Taxes paid relate to tax payable by MyCSP Limited and our business in India. Equiniti has the following tax assets to utilise:

- Schedule D1 trading losses of £224m (2014: £194m)

- Intangible and tangible tax assets of £400m (2014: £395m)

- Other tax assets of £33m (2014: £44m)

This will allow the Group to benefit from having an effective tax rate that is lower than the UK corporation tax rate for the foreseeable future, which is estimated at approximately 15% of pre-tax profit.

Bank borrowings and financial covenants

At the end of December 2015, net debt was £246.0m (2014: £458.2m).

Debt reduced in the year by £212.2m to £246.0m through strong cash flow and a refinancing which took place when the Group listed on the London Stock Exchange in October 2015. This has reduced our average cost of debt to 3.1% going forwards (2014: 7.6%). The ongoing cost of our debt is fixed at c3% under this new funding agreement until 2018 when our current interest rate swaps expire.

The term debt facility does not include scheduled debt repayments and together with the revolving credit facility is available for a five year term to October 2020. The majority of the £150m revolving credit facility was not drawn at year end. The Group has substantial liquidity to support its growth ambitions and ongoing working capital requirements.

Acquisitions 

During the year the Group completed two acquisitions. On 23 January 2015, the Group completed the acquisition of the assets and customer portfolio of Selftrade, an online execution-only stockbroker, for a total consideration of £17.6m, paid on completion. Selftrade has approximately 104,000 stockbroking clients holding £3.9 billion in assets. This business sits within the Investment Solutions segment.

On 3 September 2015, the Group purchased the entire issued share capital of TransGlobal for a total consideration of £5.4m. £2.4m was paid on completion of the deal with up to £3.0m payable (discounted to £2.3m) as contingent consideration. TransGlobal is the technology company that powers the platform for the Group's foreign exchange payments business, Equiniti International Payments. This business sits within the Investment Solutions segment.

Both acquisitions will widen our product set allowing us to cross-sell in to our client base to drive organic growth.

The Group also acquired a further 11% of the share capital of MyCSP on 29th September 2014, increasing the shareholding from 40% to 51%. This was for a total consideration of £8m, £4m of which has been deferred to August 2016. 

In addition, in the first quarter of 2016, we completed two acquisitions in Financial Services technology for a total consideration of c. £16m, with a further earnout payment of up to c. £10m in 2019, dependent on growth.

On 3 March 2016, we acquired KYCnet. KYCnet provides cutting edge workflow technology for on-boarding and monitoring of commercial and retail clients and has broad applicability across financial services as well as retail, travel and legal services.

On 4 March 2016, we acquired RiskFactor, a UK based provider of credit decisioning and risk profiling software for commercial lending, with deep client relationships and broad applicability across lending products. RiskFactor complements our other 'control risk' capabilities within our Intelligent Solutions division.

Both acquisitions will enhance our capabilities in compliance for Financial Services and will contribute to organic growth as we leverage our cross-sell to existing clients.

* Comparative years have been restated due to a change in accounting policy to align the useful life of software to five years (see note 1).

* Comparative years have been restated due to a change in accounting policy to align the useful life of software to five years (see note 1).

* Comparative years have been restated due to a change in accounting policy to align the useful life of software to five years (see note 1).

* Comparative years have been restated due to a change in accounting policy to align the useful life of software to five years (see note 1).

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2015

1) Basis of preparation

These Group consolidated financial statements, for the year ended 31 December 2015, were authorised for issue by the Board on 7 March 2016.

This consolidated financial information has been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union and the International Financial Reporting Standards Interpretations Committee's (IFRS IC) interpretations, and the Companies Act 2006 applicable to companies reporting under IFRS. The consolidated financial information has been prepared under the historical cost convention except for certain financial assets and liabilities (including derivative instruments) that have been measured at fair value through profit or loss.

This consolidated financial information does not constitute statutory accounts as defined in Sections 434 of the Companies Act 2006. The financial information has been extracted from the financial statements for the year ended 31 December 2015, which have been approved by the Board of Directors and on which the auditors have reported without qualification. The financial statements will be delivered to the Registrar of Companies after the Annual General Meeting.

The statutory accounts have been prepared on the basis of the accounting policies as set out in the previous financial statements. However, during the current year, the Directors reconsidered the estimated useful lives of some of the Group's software platforms and concluded that the lives over which the assets are being amortised should be shorter than previously estimated. For this reason the amortisation charge has been recalculated for the prior years and the changes have been retrospectively applied to the financial statements. The effect of the restatement has been a credit to the amortisation charge in the year ended 31 December 2014 of £5.0m. The carrying values of the intangible assets in the statement of financial position have consequently been reduced by £48.2m as at 1 January 2014 and £43.2m as at 31 December 2014.

In the prior year, the Group's investment in shares of Euroclear plc were revalued based on the trade price of recent transactions and a gain of £4.9m was recognised and booked to exceptional items in the income statement. In the current year financial statements, the gain has been reclassified to other comprehensive income. The reclassification did not impact the statement of financial position.

2) Operating segments

The Group's operating segments have been identified as Investment Solutions, Intelligent Solutions, Pension Solutions and Interest in line with how the Group runs and structures its business. Central costs principally include corporate overheads. The EBITDA of each segment is reported after charging relevant corporate costs based on the business segments' usage of corporate facilities and services.

3) Operating costs

4) Operating costs - Exceptional items

Acquisition related expenses represent fees paid to third party advisors and transaction fees in respect of acquisitions completed in the period, as well as costs incurred on further potential acquisitions and disposals not completed. This is presented net of income recognised on reversal of a contingent consideration provision, on an historic acquisition.

Change of control costs relate to legal, advisory, banking and other fees in relation to the Group's change in ownership which resulted in the Group's listing on the London Stock Exchange.

Property costs relate to the provision for rent and related expenses on onerous leases.

Restructuring and other costs primarily relate to costs associated with building an offshore centre in Chennai and driving the Group's efficiency agenda.

5) Earnings per share

Basic and diluted earnings per share

6) Dividends

The recommended dividend payable in respect of the year ended 31 December 2015 is £2.0m or 0.68p per ordinary shareholder (2014: £nil). This is in line with the Group's stated policy of a payout ratio of around 30% of adjusted normalised profit after cash tax. The amount payable has been pro-rated for the timing of the Group's admission to the market in October 2015. This equates to £12.0m on a full year basis. The proposed dividend has not been accrued as a liability as at 31 December 2015.

7) Acquisitions of businesses

Selftrade

On 23 January 2015, the Group completed the acquisition of the assets and customer portfolio of Selftrade, an online execution-only stockbroker. Selftrade has approximately 104,000 stockbroking clients holding £3.9 billion in assets.

Since the date of acquisition the business contributed £8.7m of revenue and £2.5m of net profit. If the business had been acquired on 1 January 2015 it would have contributed an additional £1.0m of revenue to the Group results. As this was a trade and assets acquisition, it is impracticable to calculate the impact on net profit from this acquisition prior to the date it was acquired.

On acquisition intangible assets have been recognised relating to customer contracts and related relationships with a combined attributable value of £14.0m. The amounts relating to the intangible assets and goodwill are provisional and subject to further evaluation and adjustment, in accordance with accounting standards.

TransGlobal Payment Solutions Limited

On 3 September 2015, the Group purchased the entire issued share capital of TransGlobal Payment Solutions Limited ("TPS") for £5.4m, consisting £2.9m cash on completion and up to £3.0m of contingent consideration, discounted to £2.3m. The business had net assets on that date of £3.6m including a cash balance of £0.6m. TPS is the technology company that powers the platform for the Group's foreign exchange payments business, Equiniti International Payments.

Since the date of acquisition the company contributed £0.6m of revenue and £0.3m of net profit. If it had been acquired on 1 January 2015 it would have contributed an additional £0.8m of revenue and £0.2m net profit to the Group's reported results for the year ended 31 December 2015.

On acquisition intangible assets have been recognised relating to customer contracts and related relationships with a combined attributable value of £0.3m. The amounts relating to the intangible assets and goodwill are provisional and subject to further evaluation and adjustment, in accordance with accounting standards.

As at 31 December 2015, the minimum amount of contingent consideration payable is £nil and the maximum amount is £3.0m. The final amount to be paid will be determined based on the acquiree's financial performance over the qualifying period and is only payable if the business grows.

8) Finance income and costs