Unaudited Interim Condensed Consolidated Financial Statements 30 September Identity makes us. because identity matters

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1 Unaudited Interim Condensed Consolidated Financial Statements 30 September 2011 Identity makes us because identity matters

2 Chairman s Statement In my statement at the end of last year, I indicated that we would look both to accelerate top line growth and increase net margins through acquisitions, organic growth and efficiencies. The first half and year to date has seen good progress in all of these respects. Results Revenues for the period were 12.4m (2010: 11.6m), an increase of 7%. Profits before exceptional items, interest, share-based payments and tax grew by 36% to 1.0m (2010: 0.75m). Margins continued to improve across the Group, reflecting its operational leverage. Group cash balances at 30 September 2011 were 4.2m (2010: 4.6m), after payment of 1.1m for the final dividend and 1.0m in respect of consideration for acquisitions, net of cash acquired. This good progress has continued into the second half, which we expect to be stronger than the first in terms of revenue and profit, in line with contract renewals and past experience. Acquistion Activity Of particular note in the first half has been our acquisition activity. In July we acquired Data Discoveries, which has similar activities to our existing ID Trace business within DataSolutions. The combined business enjoys an enhanced customer and sector base and is able to address the market more effectively and efficiently at a time when the demand for tracing software and services is growing fast. We also acquired Advanced Checking Services, which undertakes electronic checking of driving licences to enable organisations to comply with their obligations under health and safety and corporate manslaughter legislation. This acquisition broadens our DataAuthentication business product portfolio, giving us an established foothold in the driver verification market and widening our offering for the insurance market. Prior to joining the Group, these acquisitions had combined annual revenues of approximately 2.2m. Both have been quickly and successfully integrated into the Group and, as expected, have traded well. Given the timing of acquisition towards the end of this reporting period, their full revenue and profit impact will not be seen until the second half. We are today announcing separately the acquisition of Capscan Parent Limited, a leading supplier of customer registration and address management software solutions, for a consideration of 11.2m net of cash acquired. This substantial acquisition will consolidate our already strong position in the fast growing UK customer registration market and enhances our ability to address international opportunities. There are strong financial synergies and up-sell opportunities available to us from this acquisition and we will continue to look for other value enhancing acquisitions in the sector. DataAuthentication DataAuthentication provides the electronic ID verification component of GB Group s identity management offerings. With URU and ID3 Check, its UK and international electronic ID verification solutions, it continues to be a market leader in this developing market with a growing presence in the online retail and Government sectors and a strong presence in mobile telecoms, gaming and financial services. In a strong first half performance, DataAuthentication saw revenues grow by 14% to 5.8m (2010: 5.1m). 2

3 The division continued to win a good level of new, high quality, clients and renewals from current clients. The latter included Betfair, one of the world s largest international online sports betting providers with whom we have been working with since Betfair will use our URU and ID3 Check identity verification technologies as it continues with its growth strategy to reach into global markets. The move from manual to electronic identity checking is accelerating worldwide and we are very well placed to assist our customers, both in domestic markets and across borders. During the first half we secured a strategic relationship with TransUnion, a leading global credit and information management business, to offer ID verification capability for the Canadian market, and subsequently extended this arrangement with a new Electronic ID Verification ( EIDV ) service for South Africa. We also developed and launched a new EIDV service for Denmark. Good progress was made during the period in the online financial services market. DataSolutions For our DataSolutions business, which provides identity-based marketing solutions (ID Customer Registration, ID Marketing Services and ID Tracing software and services), the first half was a period of good underlying progress and consolidation after a strong performance last year. Revenues grew by 2% to 6.6m (2010: 6.5m). We continued to invest in improving, widening and differentiating our product base. We enhanced our people tracing solution, launching GB Accelerator e-trace V5, a service designed to help businesses reconnect with missing customers in applications such as debt recovery and asset reunification and for use in anti-fraud investigations. Together with Ikano, the international credit and loyalty provider, we also developed a solution that materially improves the technical efficiency and flexibility of retailers loyalty schemes, allowing them to grow schemes more quickly and at less cost. Both products have been well received. Our strategy for DataSolutions remains is to strongly differentiate our services from those of our competitors and increasingly to link these services with the Identity Verification services provided by DataAuthentication. Outlook GB Group is confident of a stronger second half and of meeting expectations for the full year. Longer term we are very well positioned to pursue organic and further acquisitive growth in our markets, which continue to offer the Group excellent opportunities. D A Rasche Chairman

4 Interim Consolidated Statement of Comprehensive Income For the six months ended 30 September 2011 Note Unaudited Unaudited Audited 6 months to 6 months to Year to 30 September 30 September 31 March Revenue 12,417 11,556 24,411 Cost of sales (5,876) (5,461) (11,512) Gross profit 6,541 6,095 12,899 Other operating expenses (5,553) (5,379) (10,996) Exceptional items 6 (170) (151) (206) Operating profit ,697 Finance revenue Profit before tax ,725 Income tax (expense)/credit 8 (16) (18) 379 Profit for the period attributable to equity holders of the parent and total comprehensive income for the period ,104 Earnings per share 9 - basic earnings per share for the period 0.9p 0.7p 2.5p - diluted earnings per share for the period 0.9p 0.6p 2.4p 4

5 Interim Consolidated Statement of Changes in Equity For the six months ended 30 September 2011 Note Equity Merger Capital Retained Total share reserve redemption earnings equity capital reserve Balance at 1 April ,021 6, ,065 Profit for the period Total comprehensive income for the period Issue of share capital Cost of share-based payments Equity dividend (1,026) (1,026) Balance at 30 September ,035 6, ,642 Profit for the period ,545 1,545 Total comprehensive income for the period ,545 1,545 Issue of share capital Share-based payments credit (36) (36) Balance at 1 April ,171 6, ,538 14,287 Profit for the period Total comprehensive income for the period Issue of share capital Cost of share-based payments Equity dividend (1,100) (1,100) Balance at 30 September ,325 6, ,298 14,201 5

6 Interim Consolidated Balance Sheet As at 30 September 2011 ASSETS Note Unaudited Unaudited Audited as at as at as at 30 September 30 September 31 March Non-current assets Property, plant and equipment Intangible assets 7,915 6,576 6,707 Deferred tax asset 1, ,200 9,906 8,274 8,755 Current assets Trade and other receivables 6,078 5,554 6,495 Cash and short-term deposits 4,238 4,636 6,168 10,316 10,190 12,663 Total assets 20,222 18,464 21,418 EQUITY AND LIABILITIES Capital and reserves Equity share capital 6,325 6,035 6,171 Merger reserve 6,575 6,575 6,575 Capital redemption reserve Retained earnings 1, ,538 Total equity attributable to equity holders of the parent 14,201 12,642 14,287 Non-current liabilities Deferred consideration Deferred tax liability Current liabilities Trade and other payables 5,696 5,797 7,125 Current tax ,731 5,822 7,131 Total liabilities 6,021 5,822 7,131 Total equity and liabilities 20,222 18,464 21,418 6

7 Interim Consolidated Cash Flow Statement For the six months ended 30 September 2011 Unaudited Unaudited Audited 6 months to 6 months to Year to 30 September 30 September 31 March Group profit before tax ,725 Adjustments to reconcile Group profit before tax to net cash flows Interest income (17) (12) (28) Depreciation of property, plant and equipment Amortisation of intangible assets Share-based payments (6) Decrease/(increase) in receivables (330) (Decrease)/increase in payables (1,877) (1,418) (90) Decrease in provisions - (52) (52) Cash generated/(consumed) from operations 87 (6) 1,699 Income tax paid - - (22) Net cash (consumed)/generated from operating activities 87 (6) 1,677 Cash flows from investing activities Acquisition of subsidiaries, net of cash acquired (920) - - Purchase of property, plant and equipment (100) (105) (256) Expenditure on product development (8) - (152) Interest received Net cash flows from investing activities (1,011) (93) (380) Cash flows from financing activities Proceeds from issue of shares Dividends paid to equity shareholders (1,100) (1,026) (1,026) Net cash flows from financing activities (1,006) (1,012) (876) Net (decrease)/increase in cash and cash equivalents (1,930) (1,111) 421 Cash and cash equivalents at the beginning of the period 6,168 5,747 5,747 Cash and cash equivalents at the end of the period 4,238 4,636 6,168 7

8 Notes to the Interim Report 1. CORPORATE INFORMATION The interim condensed consolidated financial statements of GB Group plc ( the Group ) for the six months ended 30 September 2011 were authorised for issue in accordance with a resolution of the directors on 2 November GB Group plc is a public limited company incorporated in the United Kingdom whose shares are publicly traded on the Alternative Investment Market (AIM) of the London Stock Exchange. 2. BASIS OF PREPARATION AND ACCOUNTING POLICIES Basis of Preparation These interim condensed consolidated financial statements for the six months ended 30 September 2011 have been prepared in accordance with IAS 34 Interim Financial Reporting. The interim condensed consolidated financial statements are presented in sterling and all values are rounded to the nearest thousand ( 000) except when otherwise indicated. The interim condensed consolidated financial statements do not constitute statutory accounts as defined in section 435 of the Companies Act 2006 and therefore do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Group s annual financial statements as at 31 March The financial information for the preceding year is based on the statutory accounts for the year ended 31 March These accounts, upon which the auditors issued an unqualified opinion, have been delivered to the Registrar of Companies. These accounts did not require a statement under either section 498(2), or section 498(3) of the Companies Act Accounting Policies The accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of the Group s annual financial statements for the year ended 31 March 2011, except for the adoption of new Standards and Interpretations noted below. Adoption of these Standards and Interpretations did not have any effect on the financial position or performance of the Group. International Financial Reporting Interpretations Committee (IFRIC) Adoption date IFRIC 14 Amendment: Prepayments of a Minimum Funding Requirement 1 January 2011 IFRIC 19 Extinguishing Financial Liabilities with Equity Instruments 1 July 2010 International Accounting Standards (IAS / IFRS) Adoption date IFRS 1 Amendment to IFRS 1 Limited Exemption from Comparative IFRS 7 disclosures 1 July 2010 IAS 24 Related Party Disclosures (revised) 1 January 2011 New Accounting Standards and Interpretations not Applied The IASB and IFRIC have issued the following standards and interpretations with an effective date after the date of these financial statements: 8

9 International Accounting Standards (IAS / IFRS) Effective date IFRS 9 Financial Instruments: Classification & Measurement 1 January 2013 IFRS 10 Consolidated Financial Statements 1 January 2013 IFRS 11 Joint Arrangements 1 January 2013 IFRS 12 Disclosure of Interests in Other Entities 1 January 2013 IFRS 13 Fair Value Measurement 1 January 2013 IAS 1 Amendment: Presentation of Financial Statements 1 July 2012 IAS 12 Amendment: Income Taxes 1 January 2012 IAS 19 Amendment: Employee Benefits 1 January 2013 IAS 27 Reissue: Consolidated and Separate Financial Statements 1 January 2013 IAS 28 Reissue: Investments in Associates and Joint Ventures 1 January 2013 International Financial Reporting Interpretations Committee (IFRIC) Effective date IFRIC 20 Stripping Costs in the Production Phase of a Surface Mine 1 January 2013 The Directors do not anticipate that the adoption of these standards and interpretations will have a material impact on the Group s or the Company s financial statements in the period of initial application. 3. CYCLICALITY Due to the cyclicality of our software renewal business, higher renewals in the second half traditionally result in the Group s performance being biased towards the second half of the year. 4. RISKS & UNCERTAINTIES Management identifies and assesses risks to the business using an established control model. The Group has a number of exposures which can be summarised as follows: regulatory risk resulting from regulatory developments; changes in the Group s competitive position; non-supply by a major supplier; and disaster recovery and business continuity. These risks and uncertainties facing our business were reported in detail in the 2011 Annual Report and Accounts and all of them are monitored closely by the Group. There have been no significant changes in the Group s risk and uncertainty factors during the review period, nor are any expected to for the remainder of the year. 5. BUSINESS COMBINATIONS Acquisition of Data Discoveries Holdings Limited On 30 June 2011, the Company acquired 100% of the voting shares of Data Discoveries Holdings Limited (Data Discoveries), an unlisted company based in the United Kingdom providing trace software to the debt collection industry and to UK Government agencies. The Company acquired Data Discoveries because its activities are similar to those of GB Group s existing ID Trace business within DataSolutions and it will enlarge the customer base of the Group in this market, making the combined business the market leader. The interim consolidated statement of comprehensive income includes the results of Data Discoveries for the three month period from the acquisition date. 9

10 Notes to the Interim Report (Continued) 5. BUSINESS COMBINATIONS (continued) The fair value of the identifiable assets and liabilities of Data Discoveries as at the date of acquisition was: Assets Unaudited fair value recognised on acquisition 000 Brand and technology intellectual property 42 Customer relationships 378 Non-compete agreements 3 Property, plant and equipment 18 Trade and other receivables 377 Cash 214 Trade and other payables (375) Deferred tax liabilities (110) Total identifiable net assets at fair value 547 Goodwill arising on acquisition 283 Total purchase consideration transferred 830 Purchase consideration: Cash 770 Fair value of shares issued (150,943 shares at 39.75p) 60 Total purchase consideration 830 Analysis of cash flows on acquisition: Transaction costs of the acquisition (included in cash flows from operating activities) (82) Net cash acquired with the subsidiary (included in cash flows from investing activities) 214 Cash paid (770) Net cash outflow (638) The fair value of the acquired receivables amounts to 377,000. The gross amount of receivables is 377,000. None of the receivables have been impaired and it is expected that the full contractual amounts can be collected. The goodwill recognised above is attributed to intangible assets that cannot be individually separated and reliably measured from Data Discoveries due to their nature. These items include the expected value of synergies and an assembled workforce. None of the goodwill is expected to be deductible for income tax purposes. The transaction costs of 82,000 associated with this acquisition have been expensed and are included in exceptional items in the statement of comprehensive income and are part of operating cash flows in the cash flow statement. From the date of acquisition, Data Discoveries has contributed 502,000 of revenue and 69,000 to the profit before tax of the Group. If the combination had taken place at the beginning of the year, the Group profit before taxation for the period would have been 873,000 and revenue would have been 12,868,

11 5. BUSINESS COMBINATIONS (continued) Acquisition of Advanced Checking Services Limited On 27 July 2011, the Company acquired 100% of the voting shares of Advanced Checking Services Limited (ACS), an unlisted company based in the United Kingdom providing electronic checking of driving licences to enable organisations to comply with their obligations under health and safety and corporate manslaughter legislation. The Company acquired ACS to broaden its product portfolio in the DataAuthentication business and widen its offering to the insurance market. The interim consolidated statement of comprehensive income includes the results of ACS for the two month period from the acquisition date. The fair value of the identifiable assets and liabilities of ACS as at the date of acquisition was: Assets Unaudited fair value recognised on acquisition 000 Brand and technology intellectual property 36 Customer relationships 198 Non-compete agreements 3 Property, plant and equipment 4 Trade and other receivables 108 Cash 88 Trade and other payables (88) Deferred tax liabilities (62) Total identifiable net assets at fair value 287 Goodwill arising on acquisition 289 Total purchase consideration transferred 576 Purchase consideration: Cash 452 Contingent consideration 124 Total purchase consideration 576 Analysis of cash flows on acquisition: Transaction costs of the acquisition (included in cash flows from operating activities) (60) Net cash acquired with the subsidiary (included in cash flows from investing activities) 88 Cash paid (452) Net cash outflow (424) The fair value of the acquired receivables amounts to 108,000. The gross amount of receivables is 108,000. None of the receivables have been impaired and it is expected that the full contractual amounts can be collected. The goodwill recognised above is attributed to intangible assets that cannot be individually separated and reliably measured from ACS due to their nature. These items include the expected value of synergies and an assembled workforce. None of the goodwill is expected to be deductible for income tax purposes. 11

12 Notes to the Interim Report (Continued) 5. BUSINESS COMBINATIONS (continued) The transaction costs of 60,000 associated with this acquisition have been expensed and are included in exceptional items in the statement of comprehensive income and are part of operating cash flows in the cash flow statement. From the date of acquisition, ACS has contributed 70,000 of revenue and losses before tax of 17,000 to the Group. If the combination had taken place at the beginning of the year, the Group profit before taxation for the period would have been 814,000 and revenue would have been 12,537,000. Contingent consideration As part of the share sale and purchase agreement, a contingent consideration of up to a maximum of 5 million has been agreed. There will be additional payments comprising of both cash and shares due to the previous owners of ACS annually up to 31 March These payments are subject to certain future targets being met on profits before interest and taxation. At the acquisition date and as at 30 September 2011, the fair value of the contingent consideration was estimated at 124,000 having been determined from management s estimates of the ranges of profit forecasts and their respective likelihoods. 6. EXCEPTIONAL ITEMS Exceptional costs of 170,000 in the six months ended 30 September 2011 were costs primarily associated with the Company s acquisition related activities as detailed in note 5 along with some minor staff reorganisation costs. 7. SEGMENTAL INFORMATION The Group s operating segments are internally reported to the Group s Chief Executive Officer based on two separable areas grouped into two operating segments: DataAuthentication which provides electronic identity verification services and DataSolutions which provides identity capture, tracing, maintenance and analysis services. The Directors believe that the best measure of performance of those segments is operating profit before finance revenue and income tax as shown below. All revenues and all non-current assets are derived from UK operations. Segment results include items directly attributable to either DataAuthentication or DataSolutions. Unallocated items for the six months to 30 September 2011 represent Group head office costs ( 260,000), exceptional costs ( 170,000), amortisation of acquisition intangibles ( 22,000), Group finance income ( 17,000), Group income tax ( 16,000) and share-based payments charge ( 41,000). Unallocated items for the six months to 30 September 2010 represent Group head office costs ( 155,000), exceptional costs ( 151,000), Group finance income ( 12,000), Group income tax ( 18,000) and share-based payments charge ( 30,000). Unallocated items for the year ended 31 March 2011 represent Group head office costs ( 293,000), exceptional costs ( 206,000), Group finance income ( 28,000), Group income tax credit ( 379,000) and share-based payments credit ( 6,000). Information on segment assets and liabilities is not regularly provided to the Group s Chief Executive Officer and is therefore not disclosed below. 12

13 7. SEGMENTAL INFORMATION (continued) Six months ended 30 September 2011 Unaudited 6 months to Data Data 30 September Authentication Solutions Unallocated Revenue 5,779 6,638-12,417 Operating profit before depreciation (430) 1,070 Depreciation and amortisation (41) (148) (22) (211) Operating profit before finance revenue and income tax (452) 859 Finance revenue Share-based payments charge - - (41) (41) Income tax expense - - (16) (16) Profit for the period 819 Six months ended 30 September 2010 Unaudited 6 months to Data Data 30 September Authentication Solutions Unallocated Revenue 5,056 6,500-11,556 Operating profit before depreciation (306) 853 Depreciation and amortisation (53) (205) - (258) Operating profit before finance revenue and income tax (306) 595 Finance revenue Share-based payments charge - - (30) (30) Income tax expense - - (18) (18) Profit for the period 559 Year ended 31 March 2011 Audited Year to Data Data 31 March Authentication Solutions Unallocated Revenue 10,049 14,362-24,411 Operating profit before depreciation 619 2,051 (499) 2,171 Depreciation and amortisation (99) (381) - (480) Operating profit before finance revenue and income tax 520 1,670 (499) 1,691 Finance revenue Share-based payments credit Income tax credit Profit for the period 2,104 13

14 Notes to the Interim Report (Continued) 8. TAXATION Taxation on profit on ordinary activities Unaudited Unaudited Audited 6 months to 6 months to Year to 30 September 30 September 31 March Current income tax: UK corporation tax on profit Deferred tax: Origination and reversal of temporary differences (6) - (443) Impact of change in corporation tax rate (6) 15 (385) Tax charge/(credit) in the Statement of Comprehensive Income (379) On 5 July 2011 a reduction in the main rate of UK corporation tax rate to 25% with effect from 1 April 2012 was substantively enacted. The effect of the rate reduction created a reduction in the total deferred tax asset which was included in the figures shown above. This change will also reduce the Company s future current tax charge accordingly. The Chancellor also proposed changes to further reduce the main rate of corporation tax by one per cent per annum to 23% by 1 April The overall effect of the further reductions from 26% to 23%, if these applied to the total deferred tax balance at 30 September 2011, would be to further reduce the net deferred tax asset (recognised and not recognised) by approximately 668, EARNINGS PER ORDINARY SHARE Basic Basic earning per share is calculated by dividing the profit attributable to equity holders of the Company by the basic weighted average number of ordinary shares in issue during the period. Unaudited 6 months Unaudited 6 months Audited Year to to 30 September 2011 to 30 September March 2011 pence pence pence per per per share 000 share 000 share 000 Profit attributable to equity holders of the parent ,104 14

15 Diluted Diluted earnings per share amounts are calculated by dividing the profit for the period attributable to ordinary equity holders by the weighted average number of ordinary shares outstanding during the period plus the weighted average number of ordinary shares that would be issued on the conversion of all the dilutive potential ordinary shares into ordinary shares. Unaudited 6 months Unaudited 6 months Audited Year to to 30 September 2011 to 30 September March 2011 pence pence pence per per per share 000 share 000 share 000 Profit attributable to equity holders of the parent , Sept 30 Sept 31 March No. No. No. Basic weighted average number of shares in issue 86,372,174 85,543,014 85,737,711 Dilutive effect of share options 3,601, ,484 1,256,829 Diluted weighted average number of shares in issue 89,973,814 86,466,498 86,994, DIVIDENDS PAID AND PROPOSED Unaudited Unaudited Audited 6 months to 6 months to Year to 30 September 30 September 31 March Declared and paid during the period Final dividend for 2011: 1.275p per share (2010: 1.2p per share) 1,100 1,026 1,026 Proposed for approval at AGM (not recognised as a liability at 31 March 2011) Final dividend for 2011: 1.275p per share - - 1, PROPERTY, PLANT AND EQUIPMENT AND INTANGIBLE ASSETS During the six months ended 30 September 2011, the Group acquired property, plant and equipment with a cost of 100,000 (2010: 105,000). Expenditure on product development for the six months ended 30 September 2011 was 8,000 (2010: Nil). No disposals were made in the six months ended 30 September 2011 (2010: 13,000). 15

16 Notes to the Interim Report (Continued) 12. SHARE-BASED PAYMENT The Group operates Executive Share Option Schemes under which executive directors, managers and staff of the Company are granted options over shares. During the six months ended 30 September 2011 no share options were granted. 13. RELATED PARTY TRANSACTIONS Compensation of key management personnel (including directors) Unaudited Unaudited Audited 6 months to 6 months to Year to 30 September 30 September 31 March Short-term employee benefits Post-employment benefits Share-based payments The following other related party transactions took place in the period: Sales to Purchases Balance related from related 30 Sept parties parties Rasche Consulting Limited The Chairman of the Company undertakes some general and operational consultancy for the business outside of his directorship remit through his consultancy business Rasche Consulting Limited. 14. SHARE CAPITAL During the period 318,920 (2010: 55,513) ordinary shares of 2.5p were allotted on the exercise of share options for an aggregate cash consideration of 94,000 (2010: 14,000). Additionally, 150,943 ordinary shares of 2.5p were allotted as part of the consideration of the acquisition of Data Discoveries Holdings Limited. The shares were placed at market value totalling 60,

17 15. POST BALANCE SHEET EVENTS Acquisition of Capscan On 2 November 2011, the Group announced that it had conditionally agreed to acquire the entire share capital of Capscan Parent Limited and its subsidiary company Capscan Limited. This acquisition is for a gross consideration of 16.3 million, which net of estimated completion cash acquired equates to 11.2 million with the initial consideration being subject to adjustment by reference to completion accounts. The Company acquired Capscan to create a clear number two in the customer registration and address management market and to enlarge the customer base of the Group. As the completion accounts are yet to be finalised, no information has been disclosed at this time on the fair value of assets and liabilities acquired and goodwill arising. Part of the consideration is being funded through a separate placing of 20,000,000 new ordinary shares in the capital of GB Group plc which are expected to be admitted to trading on 4 November This placing is expected to raise 7.7 million. Further details of the acquisition are set out in a separate regulatory announcement released on 2 November Financial Instruments The Company has recently entered into a 4 year revolving credit facility agreement which is subject to a limit of 7.0 million. The facility bears an initial interest rate of LIBOR +1.95%. Security on the facility is provided by way of an all asset debenture. 17

18 Useful Information The following details sources of information and contacts which shareholders and other interested parties may find helpful. Website Further information about GB Group can be found at our website at In addition to accessing the latest information about the Company, its products and services, the following is also available from the website: copies of announcements, press releases and case studies; copies of past and present annual and interim reports which can be viewed and downloaded; and GB Group s latest share price (via a link to the London Stock Exchange). Alerts The website also provides a service whereby GB Group can new information posted on to the site. To register for the service either: go to the site at and register your details (registration only takes a few moments); or send an with your details to Shareholder Notification and Information Service GB Group is aware that there may be times when shareholders may wish to contact the Company when there are changes in their circumstances (such as when they have moved house or have got married and have changed their name). There may also be occasions when a share certificate has been misplaced or lost and a duplicate copy is required. In such instances, GB Group s registrar, Equiniti, is able to deal with these enquiries and take the necessary action. The registrar can be contacted by telephone or in writing at: Equiniti Aspect House Spencer Road Lancing West Sussex BN99 6DA Tel: Equiniti can also provide shareholders with details of their shareholding. In addition to the address and telephone contact above, our registrar has set up an internet service to facilitate electronic access to these details. This service is free, secure and easy to use. Shareholders may register for the service at using their shareholder reference number (which can be found on the share certificate or on the dividend counterfoil). 18

19 GB Group plc GB House Kingsfield Court Chester Business Park Chester CH4 9GB Registered in England, Number Tel: +44 (0) Fax: +44 (0) Auditors Ernst & Young LLP 100 Barbirolli Square Manchester M2 3EY Stockbrokers and Financial Advisors Peel Hunt LLP 111 Old Broad Street London EC2N 1PH Solicitors Squire Sanders Hammonds Trinity Court 16 John Dalton Street Manchester M60 8HA Registrars Equiniti Aspect House Spencer Road Lancing West Sussex BN99 6DA because identity matters

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