Half-yearly Report

30 September 2015

Norman Broadbent plc

(“Norman Broadbent” or “the Company” or “the Group”)

Interim Results

Norman Broadbent, a leading provider of executive search, leadership consultancy and complementary recruitment services, today announces its unaudited results for the six months ended 30 June 2015.

Financial highlights

• Revenue from continuing operations increased by 31 per cent to £4.89m (2014: £3.73m)

• Gross profit from continuing operations increased by 5 per cent to £3.79m (2014: £3.60m)

• Group returned to profitability, posting an operating profit of £0.06m compared with a prior year operating loss of £0.34m in 2014

• Norman Broadbent Executive Search (“NBES”) revenue increased by 10 per cent to £2.78m (2014: £2.53m)

• NBES profit before tax increased by 51 per cent to £0.34m (2014: £0.22m)

• Group cash and cash equivalents were £0.4m (2014: £0.2m)

• Net assets of £1.6m (31 December 2014: £1.7m)

  Operational highlights

• Group returned to operational profitability

• Profitable growth in NBES

• Continued investment in new consultants across the Group, notably in AGP

• New management team, with Scanes Bentley joining the Group as Executive Chairman

• Strong momentum in the new subsidiary businesses

Scanes Bentley, Executive Chairman of Norman Broadbent, said:

“Our results for the first six months of 2015 are strong and the results indicate that NBES and Norman Broadbent Leadership Consulting (“NBLC”) performed well and our enhanced suite of service offerings made considerable progress. After a strong H1, and a good performance in the traditionally challenging month of July, NBES has experienced slower trading in August and September. I am confident that we are addressing the issues that affect both the short term trading challenges and the longer term strategic positioning of the business”.

For further information please contact:

Norman Broadbent plc
Scanes Bentley/James Webber                                                                       020 7484 0000

Sanlam Securities UK Limited                                                                      
Simon Clements/Virginia Bull                                                                          020 7628 2200

Notes to Editors

Norman Broadbent plc is a leading provider of senior and board executive search and leadership consultancy and assessment services. Through AGP the Group also provides specialist contingent offerings, including RPO solutions. Norman Broadbent Interim Management provides a dedicated senior interim management service focussed on enhanced client returns on investment and long term benefits. Social Media Search provides digital research to assist in house recruitment as well as assisting professional service firms to drive sales by bespoke exploitation of social media.

For further information visit www.normanbroadbent.com

Chairman’s Review

Financial Results

The table below summarises the results for the Group.

	Six months to 30 June 2015	Six months to 30 June 2014	Year ended 31 Dec 2014
	£000's	£000's	£000's
Continuing operations
Revenue	4,883	3,727	7,396
Cost of sale	(1,089)	(122)	(512)
Gross profit	3,794	3,605	6,884
Operating expenses	(3,732)	(3,943)	(7,707)
Group operating profit / (loss)	62	(338)	(823)
Net finance cost	(18)	(14)	(32)
Exceptional Items	(125)	(559)	(559)
Loss on disposal of investment	-	(37)	(33)
(Loss) / profit before tax	(81)	(948)	(1,447)
Income tax	-	-	(8)
Loss from discontinued operation	(53)	(201)	(253)
(Loss) / profit after tax	(134)	(1,149)	(1,708)

Norman Broadbent has completed an improved first half, increasing revenues by 31 per cent to £4.89m (2014: £3.73m). The Group returned to operational profitability, with an operating profit of £0.06m as compared to an operating loss of £0.34m in the six month period to 30 June 2014.

NBES showed a material improvement, with revenue increasing by 10 per cent to £2.78m (2014: £2.53m) and profit before tax increasing by 51 per cent to £0.34m (2014: £0.22m). NBLC also showed substantial progression in trading with revenues increasing by 58 per cent to £0.37m (2014: £0.23m) and profit before tax increasing to £0.06m (2014: loss £0.10m).

The strong performance in NBES and NBLC was partially offset by the continued, but reduced, investment in AGP, Norman Broadbent Interim Management (“NBIM”) and Social Media Search (“SMS”), totalling £0.18m (2014: £0.29m). We have completed the restructuring of AGP and SMS and the Board is hopeful that both businesses will be trading profitably month on month by the end of 2015. Recognising the potential for immediate growth in AGP, we have invested in new consultants, as well as promoting our own talent, resulting in a 300 per cent increase in billing consultants since the end of 2014.

As announced in our 2014 results, the Board has ceased all of its international operations, closing our Singapore and USA operations. The strategy of the Board is to continue to focus on organic growth within the strengthening UK market, whilst exploring accretive acquisition opportunities as and when they become available.

Financial Position

Equity shareholders’ funds were £1.6m as at 30 June 2015 (£1.7m as at 31 December 2014), with net current assets of £0.2m (£0.2m as at 31 December 2014). Cash and cash equivalents at 30 June 2015 stood at £0.4m, down from £0.5m at 31 December 2014, reflecting the continued investment in the new businesses and the non-recurring exceptional cost of £0.1m. The balance on the Group’s revolving invoice discounting facility was £1.0m (£0.7m at 31 December 2014), reflecting a trade receivables balance of £1.6m (£1.3m at 31 December 2014).

New Management

As highlighted in the 2014 results, Pierce Casey retired from the Board as Chairman and Director on 30 June 2015. Pierce’s retirement followed Bruce Lakefield and Jan Cameron leaving the business in March and April 2015 respectively. As announced on 1 July 2015, Sue O’Brien resigned from the Board and left the Company at the end of August. In light of these changes, I was appointed as Executive Chairman with immediate effect.

The Board is in the process of reviewing its structure given the changes in senior management over the last nine months. The Board is actively seeking a Group CEO who we hope to be in place during the first quarter of 2016.

Current Trading

After a strong first half of 2015, NBES performed well in the traditionally challenging month of July, although the business has experienced slower trading in August and September.

Since the period end, trading in AGP and NBLC has been encouraging and SMS, whilst still refining its core offering, is beginning to show signs of profitable growth. We are continuing to refocus the executive interim offering of NBIM which has required greater investment than anticipated.

In light of the slower trading in NBES in August and September certain large shareholders have indicated their ongoing support to ensure we continue to build on the turnaround to profitable growth - putting the necessary structure in place to allow the company to scale. 

Scanes Bentley
Executive Chairman

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the six month period ended 30 June 2015

				Note		Six months ended 30 June 2015 (unaudited)	*Re-presented Six months ended 30 June 2014 (unaudited)			*Re-presented Year ended 31 December 2014 (audited)
						£000	£000			£000
	Continuing operations
	Revenue					4,883	3,727			7,396
	Cost of Sales					(1,089)	(122)			(512)
	Gross profit					3,794	3,605			6,884
	Operating expenses					(3,732)	(3,943)			(7,707)
	Group operating profit / (loss)					62	(338)			(823)
		Net finance cost			(18)			(14)	(32)
		Exceptional Items	7		(125)			(559)	(559)
		Loss on disposal of investment			-			(37)	(33)
	Loss on ordinary activities before income tax					(81)	(948)			(1,447)
	Income tax expense					-	-			(8)
	Loss from continuing operations					(81)	(948)			(1,455)
	Discontinued operations
	Loss from discontinued operation			8		(53)	(201)			(253)
	Loss for the period					(134)	(1,149)			(1,708)
	Other comprehensive income
	Foreign currency translation differences – foreign operations					4	(11)			21
	Total comprehensive loss					(130)	(1,160)			(1,687)
	Loss attributable to:
	Owners of the Company					(105)	(989)			(1,489)
	Non-controlling interests					(29)	(160)			(219)
	Loss for the period					(134)	(1,149)			(1,708)
	Total comprehensive loss attributable to:
	Owners of the Company					(101)	(1,000)			(1,468)
	Non-controlling interests					(29)	(160)			(219)
	Total comprehensive loss for the period					(130)	(1,160)			(1,687)
	Loss per share
	- Basic					(0.60p)	(6.68p)			(9.85p)
	- Diluted					(0.60p)	(6.68p)			(9.85p)
	Adjusted loss per share
	- Basic					(0.58p)	(6.54p)			(9.71p)
	- Diluted					(0.58p)	(6.54p)			(9.71p)
	Loss per share – continuing operations
	- Basic					(0.30p)	(5.33p)			(8.17p)
	- Diluted					(0.30p)	(5.33p)			(8.17p)
	Adjusted loss per share – continuing operations
	- Basic					(0.27p)	(5.18p)			(8.03p)
	- Diluted					(0.27p)	(5.18p)			(8.03p)

* Re-presented to show the discontinued operation separately from continued operations as required by IFRS 5.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 30 June 2015

	Note	As at  30 June 2015	As at 30 June 2014		As at 31 December 2014
		(unaudited)		(unaudited)		(audited)
		£000		£000		£000
Non-current assets
Intangible assets		1,363		1,455		1,363
Property, plant and equipment		90		121		105
Deferred tax		69		69		69
Total non-current assets		1,522		1,645		1,537
Current assets
Trade and other receivables		2,722		2,336		1,963
Cash and cash equivalents		374		238		506
Total current assets		3,096		2,574		2,469
Total assets		4,618		4,219		4,006
Current Liabilities
Trade and other payables		(1,888)		(1,374)		(1,518)
Bank overdraft and interest bearing loans		(1,042)		(989)		(673)
Corporation tax liability		-		-		-
Total current liabilities		(2,930)		(2,363)		(2,191)
Net current assets		166		211		278
Non-current liabilities
Provisions	6	(125)		(125)		(125)
Total liabilities		(3,055)		(2,488)		(2,316)
Total assets less total liabilities		1,563		1,731		1,690
Equity
Issued share capital		5,901		5,875		5,901
Share premium account		10,699		10,238		10,699
Retained earnings		(14,747)		(14,180)		(14,649)
Equity attributable to owners of the Company		1,853		1,933		1,951
Non-controlling interests		(290)		(202)		(261)
Total equity		1,563		1,731		1,690

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the six month period ended 30 June 2015

	Attributable to owners of the Company
CONSOLIDATED GROUP
	Share Capital	Share Premium	Retained Earnings	Total Equity	Non-controlling interests	Total Equity
	£000	£000	£000	£000	£000	£000
Balance at 1st January 2014	5,875	10,238	(13,356)	2,757	43	2,800
Loss for the period	-	-	(989)	(989)	(160)	(1,149)
Adjustment for discontinued operation	-	-	-	-	70	70
Total other comprehensive income	-	-	(11)	(11)	-	(11)
Total comprehensive income for the period	-	-	(1,000)	(1,000)	(90)	(1,090)
Transactions with owners of the Company, recognised directly in equity:
Issue of ordinary shares	-	-	-	-	-	-
Credit to equity for share based payments	-	-	21	21	-	21
Total transactions with owners of the Company, recognised directly in equity	-	-	21	21	-	21
Disposal of non-controlling interests with change of control	-	-	155	155	(155)	-
Total transactions with owners of the Company, recognised directly in equity	-	-	176	176	(155)	21
Balance at 30 June 2014	5,875	10,238	(14,180)	1,933	(202)	1,731
Balance at 1st July 2014	5,875	10,238	(14,180)	1,933	(202)	1,731
Loss for the period	-	-	(500)	(500)	(59)	(559)
Total other comprehensive income	-	-	32	32	-	32
Total comprehensive income for the period	-	-	(468)	(468)	(59)	(527)
Issue of ordinary shares	26	461	-	487	-	487
Credit to equity for share based payments	-	-	(1)	(1)	-	(1)
Total transactions with owners of the Company, recognised directly in equity	26	461	(1)	(487)	-	(487)
Balance at 31st December 2014	5,901	10,699	(14,649)	1,951	(261)	1,690
Balance at 1st January 2015	5,901	10,699	(14,649)	1,951	(261)	1,690
Loss for the period	-	-	(105)	(105)	(29)	(134)
Adjustment for discontinued operation	-	-	-	-	-	-
Total other comprehensive income	-	-	4	4	-	4
Total comprehensive income for the period	-	-	(101)	(101)	(29)	(130)
Issue of ordinary shares	-	-	-	-	-	-
Credit to equity for share based payments	-	-	4	4	-	4
Total transactions with owners of the Company, recognised directly in equity	-	-	4	4	-	4
Disposal of non-controlling interests with change of control	-	-	-	-	-	-
Total transactions with owners of the company	-	-	4	4	-	4
Balance at 30 June 2015	5,901	10,699	(14,747)	1,853	(290)	1,563

CONSOLIDATED STATEMENT OF CASH FLOW
For the six month period ended 30 June 2015

	Notes	Six months ended 30 June 2015 (unaudited)	Six months ended 30 June 2014 (unaudited)	Year ended 31 December 2014 (audited)
		£000	£000	£000
Net cash used in operating activities	(i)	(477)	(468)	(453)
Cash flows from investing activities and servicing of finance
Net finance cost		(18)	(14)	(32)
Dividends received		-	-	-
Payments to acquire tangible fixed assets		(10)	(14)	(17)
Disposal of discontinued operation, net of cash disposed of	8	-	(23)	(15)
Repayment of deferred consideration		-	-	-
Net cash inflow from disposal of investments		-	-	92
Net cash used in investing activities		(28)	(51)	28
Cash flows from financing activities
Net cash inflows from equity placing			-	487
(Decrease)/increase in invoice discounting		369	187	(129)
Net cash from financing activities		369	187	358
Net (decrease)/increase in cash and cash equivalents		(136)	(332)	(67)
Net cash and cash equivalents at beginning of period		506	579	579
Effects of exchange rate changes on cash balances held in foreign currencies		4	(9)	(6)
Net cash and cash equivalents at end of period		374	238	506
Analysis of net funds
Cash and cash equivalents		374	238	506
Borrowings due within one year		(1,042)	(989)	(673)
Deferred consideration		-	-	-
Net funds		(668)	(751)	(167)
Note (i)
Reconciliation of operating profit to net cash from operating activities		Six months ended 30 June 2015 (unaudited)	Six months ended 30 June 2014 (unaudited)	Year ended 31 December 2014 (audited)
Operating loss from continued operations *		(63)	(338)	(823)
Operating loss from discontinued operations		(50)	(160)	(212)
Depreciation/ impairment of property, plant and equipment		25	38	62
Share based payment charge		4	21	20
Increase in trade and other receivables		(759)	(173)	199
Increase/(decrease) in trade and other payables		370	164	328
Taxation paid		(4)	(21)	(29)
Net cash used in operating activities		(477)	(468)	(453)

* Includes £125,000 exceptional costs.

NOTES TO THE FINACIAL STATEMENTS

1.         ACCOUNTING POLICIES

1.1       Basis of preparation

The financial information set out in this interim report does not constitute statutory accounts as defined in Section 434 of the Companies Act 2006. The Group’s statutory financial statements for the year ended 31 December 2014, prepared under International Financial Reporting Standards (IFRS), have been filed with the Registrar of Companies. The auditor’s report on those statements was unqualified.

The interim financial information for the six months ended 30 June 2015, has been prepared in accordance with the AIM Rules for Companies. The Group has not elected to apply IAS 34 ‘Interim Financial Reporting’. The principal accounting policies used in preparing the interim results are those the Group expects to apply in its financial statements for the year ending 31 December 2015 and are unchanged from those disclosed in the Group’s Annual Report for the year ended 31 December 2014. The interim financial statements have not been audited.

1.2       Basis of consolidation and business combinations

The Group financial statements consolidate those of the Company and of the following subsidiary undertakings:

Principal Group investments:		Country of incorporation or registration and operation	Principal activities	Description and proportion of shares held by the Company
Norman Broadbent Executive Search Ltd		England and Wales	Executive search	100 per cent ordinary shares
Norman Broadbent Overseas Ltd		England and Wales	Executive search	100 per cent ordinary shares
Norman Broadbent Leadership Consulting Ltd (formerly Human Asset Development International Ltd)		England and Wales	Assessment, coaching and talent mgmt.	100 per cent ordinary shares
AGP NB Ltd (formerly NBBI Ltd)		England and Wales	Contingent Search	88 per cent ordinary shares
Norman Broadbent Interim Management Ltd		England and Wales	Executive search	80 per cent ordinary shares
The NB Consultancy (Singapore) Pte Ltd		Republic of Singapore	Executive Search	100 per cent ordinary shares
Norman Broadbent Inc		United States of America	Executive Search	100 per cent ordinary shares
Norman Broadbent (Ireland) Ltd *		Republic of Ireland	Dormant	100 per cent ordinary shares
Connecting Corporates Ltd		England and Wales	Social Media Search and Consulting	51 per cent ordinary shares
Social Media Search Ltd		Scotland	Dormant	100 per cent ordinary shares
Bancomm Ltd		England and Wales	Dormant	100 per cent ordinary shares

* 100 per cent of the issued share capital of this company is owned by Norman Broadbent Overseas Ltd.

2.         COPIES OF THE UNAUDITED INTERIM REPORT

Copies of this report are available on request from the Company's registered office at 12 St James’s Square, London, SW1Y 4LB and are also available on the Company’s website at www.normanbroadbent.com.

3.         SEGMENTAL ANALYSIS

Management has determined the operating segments based on the reports reviewed regularly by the Board for use in deciding how to allocate resources and in assessing performance. The Board considers Group operations from both a class of business and geographic perspective. 

Each class of business derives its revenues from the supply of a particular recruitment related service, from retained executive search through to executive assessment and coaching. Business segment results are reviewed primarily to operating profit level, which includes employee costs, marketing, office and accommodation costs and appropriate recharges for management time.

Group revenues are primarily driven from UK operations, however when revenue is derived from overseas business the results are presented to the Board by geographic region to identify potential areas for growth or those posing potential risks to the Group.

i)          Class of Business:

The analysis by class of business of the Group’s turnover and profit before taxation is set out below:

				BUSINESS SEGMENTS
Six months ended 30 June 2015	Executive Search £000	Overseas Royalties £000	NBLC £000	AGP £000	SMS £000	NBIM £000	Disc. Operation £000	Un allocated £000	Total £000
Revenue	2,781	-	370	499	187	1,044	118	3	5,001
Cost of sales	(3)	-	(83)	(173)	-	(830)	(74)	-	(1,163)
Gross profit	2,778	-	287	326	187	214	44	3	3,838
Operating expenses	(2,409)	-	(225)	(353)	(259)	(282)	(93)	(179)	(3,801)
Other operating income	-	-	-	-	-	-	-	-	-
Finance costs	(12)	-	-	(2)	-	(4)	-	-	(18)
Depreciation and amort.	(20)	-	-	(3)	(2)	-	(1)	-	(25)
Restructuring costs	-	-	-	-	-	-	-	(125)	(125)
Exceptional items	-	-	-	-	-	-	-	-	-
Loss on disposal of investment	-	-	-	-	-	-	-	-	-
Profit/(Loss) before tax	337	-	62	(32)	(74)	(72)	(50)	(301)	(130)

				BUSINESS SEGMENTS
Six months ended 30 June 2014	Executive Search £000	Overseas Royalties £000	NBLC £000	AGP £000	SMS £000	NBIM £000	Disc. Operation £000	Un allocated £000	Total £000
Revenue	2,527	67	234	624	275	-	211	-	3,938
Cost of sales	(5)	-	(21)	(94)	(2)	-	(45)	-	(167)
Gross profit	2,522	67	213	530	273	-	166	-	3,771
Operating expenses	(2,257)	(8)	(313)	(629)	(459)	-	(322)	(242)	(4,230)
Other operating income	-	-	-	-	-	-	-	-	-
Finance costs	(12)	-	-	(3)	-	-	-	-	(15)
Depreciation and amort.	(30)	-	-	(2)	(2)	-	(4)	-	(38)
Restructuring costs	-	-	-	-	-	-	-	-	-
Exceptional items	-	-	-	-	-	-	(41)	(559)	(600)
Loss on disposal of investment	-	-	-	-	-	-	-	(37)	(37)
Profit/(Loss) before tax	223	59	(100)	(104)	(188)	-	(201)	(838)	(1,149)

				BUSINESS SEGMENTS
Year ended 31 December 2014	Executive Search £000	Overseas Royalties £000	NBLC £000	AGP £000	SMS £000	NBIM £000	Disc. Operation £000	Un allocated £000	Total £000
Revenue	5,042	76	473	1,077	526	203	323	-	7,720
Cost of sales	(45)	-	(37)	(292)	(5)	(134)	(54)	-	(567)
Gross profit	4,997	76	436	785	521	69	269	-	7,153
Operating expenses	(4,397)	(11)	(578)	(1,305)	(831)	(95)	(477)	(432)	(8,126)
Other operating income	-	-	-	-	-	-	-	-	-
Finance costs	(26)	-	-	(6)	-	-	-	-	(32)
Depreciation and amort.	(49)	-	-	(5)	(4)	-	(4)	-	(62)
Restructuring costs	-	-	-	-	-	-	-	-	-
Exceptional items	-	-	-	-	-	-	(41)	(559)	(600)
Loss on disposal of investment	-	-	-	-	-	-	-	(33)	(33)
Profit/(Loss) before tax	525	65	(142)	(531)	(314)	(26)	(253)	(1,024)	(1,700)

ii)         Geographic Region:

The analysis by geographic region of the Group’s turnover and profit before taxation is set out below:

						BUSINESS SEGMENTS
Six Months ended 30 June 2015		Executive Search £000			Overseas Royalties £000		NBLC £000		AGP £000	SMS £000			NBIM £000	Disc. Operation £000			Un allocated £000		Total £000
Revenue
United Kingdom		2,781			-		370		499	187			1,044	-			3		4,883
Europe		-			-		-		-	-			-	-			-		-
Other		-			-		-			-			-	118			-		118
Total		2,781			-		370		499	187			1,044	118			3		5,001
Gross profit
United Kingdom		2,778			-		287		326	187			214	-			3		3,794
Europe		-			-		-		-	-			-	-			-		-
Other		-			-		-		-	-			-	44			-		44
Total		2,778			-		287		326	187			214	44			3		3,838
Profit/(Loss) before tax
United Kingdom		337			-		62		(32)	(74)			(72)	-			(301)		(80)
Europe		-			-		-		-	-			-	-			-		-
Other		-			-		-		-	-			-	(50)			-		(50)
Total		337			-		62		(32)	(74)			(72)	(50)			(301)		(130)

						BUSINESS SEGMENTS
Six Months ended 30 June 2014		Executive Search £000			Overseas Royalties £000		NBLC £000		AGP £000	SMS £000			NBIM £000	Disc. Operation £000			Un allocated £000		Total £000
Revenue
United Kingdom		2,468			-		234		584	275			-	20			-		3,581
Europe		27			67		-		40	-			-	120			-		254
Other		32			-		-		-	-			-	71			-		103
Total		2,527			67		234		624	275			-	211			-		3,938
Gross profit
United Kingdom		2,463			-		213		489	273			-	20			-		3,458
Europe		27			67		-		41	-			-	75			-		210
Other		32			-		-		-	-			-	71			-		103
Total		2,522			67		213		530	273			-	166			-		3,771
Profit/(Loss) before tax
United Kingdom		223			-		(100)		(104)	(188)			-	-			(243)		(412)
Europe		-			59		-		-	-			-	(144)			(595)		(680)
Other		-			-		-		-	-			-	(57)			-		(57)
Total		223			59		(100)		(104)	(188)			-	(201)			(838)		(1,149)

						BUSINESS SEGMENTS
Year ended 31 December 2014		Executive Search £000			Overseas Royalties £000		NBLC £000		AGP £000	SMS £000			NBIM £000	Disc. Operation £000			Un allocated £000		Total £000
Revenue
United Kingdom		4,953			-		472		1,033	526			203	11			-		7,198
Europe		27			76		-		40	-			-	120			-		263
Other		62			-		1		4	-			-	192			-		259
Total		5,042			76		473		1,077	526			203	323			-		7,720
Gross profit
United Kingdom		4,899			-		435		741	521			69	11			-		6,676
Europe		27			76		-		40	-			-	75			-		218
Other		71			-		1		4	-			-	183			-		259
Total		4,997			76		436		785	521			69	269			-		7,153
Profit/(Loss) before tax
United Kingdom		525			-		(142)		(531)	(314)			(26)	-			(432)		(930)
Europe		-			65		-		-	-			-	(144)			(592)		(670)
Other		-			-		-		-	-			-	(109)			-		(100)
Total		525			105		(142)		(531)	(314)			(26)	(253)			(1,024)		(1,700)

Turnover by location is not materially different from turnover by destination. The unallocated costs refer to central costs of the Group including salaries, professional and other costs, which are not directly attributable to the delivery of the services. The six segments shown represent the management information provided to the Board and in the opinion of the directors reflect the nature of the Group’s services.

4.     EQUITY SECURITIES ISSUED

During the six month period ended 30 June 2015 no equity securities were issued.

Issue of ordinary shares during the period	Six months ended 30 June 2015		Six months ended 30 June 2014		Year ended 31 December 2014
	(unaudited)		(unaudited)		(audited)
	Shares	Value	Shares	Value	Shares	Value
	000’s	£000	000’s	£000	000’s	£000
Issue of shares on acquisition	-	-	-	-	-	-
Issue of shares for cash	-	-	-	-	2,618	500
Total	-	-	-	-	2,618	500

5.         EARNINGS PER ORDINARY SHARE

i)          Basic earnings per share:

This is calculated by dividing the profit attributable to equity holders of the company by the weighted average number of ordinary shares in issue during the period:

		Six months ended 30 June 2015	Six months ended 30 June 2014	Year ended  31 December  2014
		(unaudited)	(unaudited)	(audited)
(Loss)/profit attributable to shareholders		(105,000)	(989,000)	(1,489,000)
Weighted average number of ordinary shares		17,416,487	14,798,686	15,121,429

ii)             Diluted earnings per share:

This is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. The company has two categories of dilutive potential ordinary shares; share options and warrants. For these options and warrants, a calculation is done to determine the number of shares that could have been acquired at fair value (determined as the average annual market share price of the company’s shares) based on the monetary value of the subscription rights attached to the outstanding warrants and options. The number of shares calculated as above is compared with the number of shares that would have been issued assuming the exercise of the share options.

		Six months ended 30 June 2015	Six months ended 30 June 2014	Year ended 31 December 2014
		(unaudited)	(unaudited)	(audited)
(Loss)/profit attributable to shareholders		(105,000)	(989,000)	(1,489,000)
Weighted average no. of ordinary shares		17,416,487	14,798,686	15,121,429
- assumed conversion of share options		-	-	-
- assumed conversion of warrants		-	-	-
Weighted average number of ordinary shares for diluted earnings per share		17,416,487	14,798,686	15,121,429

iii)        Adjusted earnings per share

Adjusted earnings per share has also been calculated in addition to the basic and diluted earnings per share and is based on earnings adjusted to eliminate the effects of impairment of intangibles and charges for share based payments. It has been calculated to allow shareholders to gain a clearer understanding of the trading performance of the Group.

	Six months ended 30 June  2015			Six months ended 30 June 2014				Year ended 31 December 2014
	£000	Basic    pence per share	Diluted pence per share	£000	Basic    pence per share	Diluted pence per share	£000		Basic    pence per share	Diluted pence per share
Basic earnings
(Loss)/Profit after tax	(105)	(0.60)	(0.60)	(989)	(6.68)	(6.68)	(1,489)		(9.85)	(9.85)
Adjustment
Share based payment charge	4	0.02	0.02	21	0.14	0.14	20		0.14	0.14
Adjusted earnings	(101)	(0.58)	(0.58)	(968)	(6.54)	(6.54)	(1,469)		(9.71)	(9.71)

6.          PROVISIONS

	Six months ended 30 June 2015 £000	Six months ended 30 June 2014 £000	Year ended 31 December 2014 £000
Balance at beginning of period	125	125	125
Provisions made during the period	-	-	-
Balance at end of period	125	125	125
Non-current	125	125	125
Current	-	-	-
	125	125	125

On the 6 March 2013 the Company signed a new ten year lease with a five year break for its main office in London. On signing the new lease the Company inherited the office fit-out from the previous tenant. Under the terms of the new lease the Company is obliged to return vacant possession to the landlord with the office returned to its original state. The Company has had the present cost of the future works required to return the office to its original state valued by an independent firm of advisors and this non-current liability of £125,000 has been provided for in the financial period. The Company received a one-off payment of £250,000 in 2013 from the previous tenant in satisfaction of various costs and liabilities that it inherited with the new lease.

7.            EXCEPTIONAL ITEMS

	Six months ended 30 June 2015 £000	Six months ended 30 June 2014 £000	Year ended 31 December 2014 £000
Goodwill impairment Norman Broadbent SPRL	-	112	112
Goodwill impairment NB Norman Broadbent SA	-	447	447
Write off of investment in Norman Broadbent SAS	-	42	42
Personnel (note 9)	125	-	-
Balance at end of period	125	601	601

8.            DISCONTINUED OPERATION

Since year end, the Group has taken the decision to cease operations in the USA (Norman Broadbent Inc) and Singapore (NB Consultancy (Singapore) Pte. Ltd). The segments were not a discontinued operation or classified as held for sale at 31 December 2014 and the comparative consolidated statement of comprehensive income has been re-presented to show the discontinued operation separately from continued operations.

		Six months ended 30 June 2015 (unaudited)	Six months ended 30 June 2014 (unaudited)	Year ended 31 December 2014 (audited)
		£000	£000	£000
	Results from discontinued operation
	Revenue	118	211	323
	Operating Expenses	(168)	(371)	(535)
	Results from operating activities	(50)	(160)	(212)
	Exceptional items	-	(41)	(41)
	Tax	(4)	-	-
	Results from operating activities, net of tax	(53)	(201)	(253)
Minority Interest		-	70	70
	Loss/Profit for the period	(54)	(131)	(183)
	Loss per share
	- Basic	(0.31p)	(1.36p)	(1.68p)
	- Diluted	(0.31p)	(1.36p)	(1.68p)

9.     RELATED PARTY TRANSACTIONS

i)          Purchase of services:	Six months ended 30 June 2015 £000	Six months ended 30 June 2014 £000	Year ended 31 December 2014 £000
Adelaide Capital Limited	149	25	50
Anderson Barrowcliff LLP	5	6	13
Brian Stephens & Company Ltd	19	17	30
Connecting Corporates	23	12	24
NBS Norman Broadbent SA	-	-	-
Total	196	60	117

Adelaide Capital Limited invoiced the Group for the services of P Casey (£149,000). P Casey is a director of Adelaide Capital Limited. Included in this £149,000 is a one off contractual payment of £125,000. Brian Stephens & Company Ltd invoiced the Group for the directors’ fees and corporate finance services of B Stephens (£15,000) and business related travel costs of £4,000. B Stephens is a director of Brian Stephens & Company Ltd.

Taxation and company secretarial services of £5,000 were acquired from Anderson Barrowcliff LLP, an accountancy firm of which R Robinson is a partner. 

During the period the Group acquired research services from Connecting Corporates Limited £23,000. The Group owns a 51 per cent stake in Connecting Corporates Limited.

All related party expenditure took place via “arms-length” transactions.

ii)         Sales of services:	Six months ended 30 June 2015 £000	Six months ended 30 June 2014 £000	Year ended 31 December 2014 £000
Connecting Corporates	8	7	13
NBS Norman Broadbent SA	-	67	76
Total	8	74	89

During the period the Group recharged group services incurred for the benefit of Connecting Corporates Limited to Connecting Corporates Limited at cost £8,000.

iii)        Period-end payables arising from the purchases of services:	Six months ended 30 June 2015 £000	Six months ended 30 June 2014 £000	Year ended 31 December 2014 £000
Adelaide Capital Limited	78	5	12
Anderson Barrowcliff LLP	4	6	1
Brian Stephens & Company Ltd	10	3	6
NBS Norman Broadbent SA	23	-	24
Total	115	14	43

The payables to related parties arise from purchase transactions and are due one month after date of purchase. The payables bear no interest.