Half Year Results for the six months ended 30 November 2013 January 2014

Agenda • Highlights

• Growth track record

• Group financial performance

• Group Escrow & Assurance

• Artemis

• Current trading & outlook

• Appendix

2

Highlights

Assurance operating profits up

15% to £6.3m

3

Assurance revenue up

15% to £39.2m

Adjusted diluted EPS up 16% to

4.24p

Group revenue

up 12% to £54.0m

Group Escrow

revenue up 7% to £14.8m

Escrow UK revenue up

7% to £10.8m

Group Escrow

operating profits up 8%

to £8.4m

Interim dividend up 16% to 1.14p

Assurance organic revenue

growth 13%

Assurance operating profits up

15% to £6.3m

Artemis acquired

uncontested gTLD

0

20

40

60

80

100

120

05 06 07 08 09 10 11 12 13 140

5

10

15

20

25

30

05 06 07 08 09 10 11 12 13 14

Revenue (£m) - CAGR 27% Adjusted operating profit (£m) - CAGR 17%

0.00

2.00

4.00

6.00

8.00

10.00

05 06 07 08 09 10 11 12 13 14

Fully diluted adjusted EPS (p) - CAGR 22%

0.000.501.001.502.002.503.003.50

05 06 07 08 09 10 11 12 13 14

Dividend (p) - CAGR 28%

Full year

Interim

Growth track record

4

Revenues 2013 (£m)

2012 (£m)

Growth (%)

Organic growth (%)

Revenue

Escrow UK 10.8 10.1 7% 7%

Escrow Europe 1.6 1.6 5% 5%

Escrow US 2.4 2.2 8% 8%

Group Escrow 14.8 13.9 7% 7%

Security Testing 34.7 29.9 16% 15%

Web Performance 4.5 4.3 5% 5%

Assurance 39.2 34.2 15% 13%

Total revenue 54.0 48.1 12% 11%

5

Operating profitability Margin

(%) 2013 (£m)

2012 (£m)

Growth (%)

Contribution

Group Escrow 57% 8.4 7.7 8%

Assurance 16% 6.3 5.5 15%

Operating contribution 27% 14.7 13.2 11%

Artemis - (0.8) - -

Corporate - (2.1) (1.9) (11)%

Adjusted operating profit 22% 11.8 11.3 4%

Adjusted pre tax profits 11.4 10.9 5%

Adjusted operating profit margin - 22% 24% -

Adjusted fully diluted EPS 4.24p 3.67p 16%

Dividend per share 1.14p 0.98p 16%

6

Reconciliation of adjustments

7

Exceptional Acquisition

Related Income/ (Costs)

Exceptional Legal Costs

Amortisation Share Based

Payments Adjusted Operating

Profit

Reported Operating

Profit

1.9

(0.2)

(1.3)

(0.6)

11.8 11.6

£m

14

13

12

11

10

9

8

7

6

Interest Unwind of

the Discount

Pre-Tax Profits

(0.4) (0.1)

11.1

Cash, capital & banking • Continued strong cash conversion at 104% of operating profits (114% in 2012) • Net debt £26.2m (£28.1m at Nov 2012) • £40m RCF plus £5m overdraft to July 2016 • Capital expenditure £4.5m (2012: £2.2m)

• Tangible assets - £1.3m • Artemis development - £1.2m • Operational systems infrastructure & product upgrades - £1.3m

o SaaS & registry data escrow developments - £0.4m o Web Monitoring product upgrades - £0.9m

• New group wide IT system - £0.7m

• Maximum deferred consideration due is £4.3m • Matasano - Full earn out expected to be paid - £3.9m

o £1.7m paid in Dec 2013 - earn out & retention o £2.2m balance due in Dec 2014

• Intrepidus - Full earn out settlement agreed at £0.4m due in Jan 2014

8

IT systems Legal claim & SAP • Mediation took place with Ciber UK, part of Ciber Inc • No settlement agreed • Group committed to seek resolution via appropriate legal channels New system selected & being implemented • Group wide solution based around Sage & SalesLogix • Solution now being rolled out through UK first • All divisions & functions have gone through full process redesign • Overseas operations will adopt the same common platform • Project will complete by December 2014 • Solution versatile to cover expansion & organic growth • Total spend expected to be around £3m

9

Cash flow

2013 (£m)

2012 (£m)

Cash generated from operations 10.1 8.3 Net interest paid (0.4) (0.5) Income taxes (paid)/repayment (2.1) 0.1 Acquisition of capital assets (4.5) (2.2) Acquisition of businesses (0.4) (7.9) Cash inflow/(outflow) before financing activities 2.7 (2.2) Receipt of bank loans 5.3 6.6 Proceeds from issue of shares 0.5 0.3 Purchase of own shares (1.0) 0.0 Dividends paid (4.4) (3.8) Increase in cash in the half year 3.1 0.9

10

International mix of business

11

2012

UK 61%

Rest of Europe 8%

Rest of World 31%

UK 65%

Rest of Europe 7%

Rest of World 28%

2013 Revenue

Group Escrow division

Escrow UK Revenue £10.8m

Headcount 105 FTE

Escrow Switzerland

Headcount 1 FTE

Escrow US Revenue £2.4m

Headcount 38 FTE

Group Escrow Revenue £14.8m Contribution £8.4m Headcount 157 FTE

Escrow Germany Headcount 3 FTE

12

Escrow Europe Total Revenue £1.6m

Headcount 14 FTE

Group Escrow & UK

Group Escrow • Escrow revenues increased by 7% • Escrow profits increased by 8% • SaaS & ICANN are delivering good opportunities • Renewals up 2% to £18.1m (2012: £17.7m) Escrow UK • Prices increased in 2013 • Verification performance growth continues • Terminations unchanged at 12%

2013 (£m)

2012 (£m)

Growth (%)

Group Escrow revenue 14.8 13.9 7%

Escrow UK revenue 10.8 10.1 7%

Group Escrow contribution 8.4 7.7 8%

13

Group Escrow - Europe & US

Overseas • Gaining traction with Escrow Associates brand in USA • North America is more co-ordinated • Excellent performance from Escrow Europe management team • Revitalised sales team delivering strong results • Overall global account management stronger & performing well

2013 (£m)

2012 (£m)

Growth (%)

Escrow US revenue 2.4 2.2 8%

Escrow Europe revenue 1.6 1.6 5%

14

Assurance division

UK 424 FTE

Chicago 18 FTE

Group Assurance Revenue £39.2m Contribution £6.3m Headcount 600 FTE

Australia

10 FTE

15

San Francisco

73 FTE

Seattle 20 FTE

New York

47 FTE

Austin 8 FTE

Global Associates

103

Assurance

Assurance • Solid organic growth - 13% • Margin currently at 16% (2012: 16%) - target still 20% • 703 FTE including 103 associates - over 300 recognised security testers • Research - recognised, responsible, credible & co-ordinated • Security market is consolidating - opportunities Security Testing, Audit and Compliance - UK & Europe • Staff development, recruitment & retention remains primary focus • Investment being made in forensics & operational response • Managed services continue to grow in size & importance

2013 (£m)

2012 (£m)

Growth (%)

Assurance revenue 39.2 34.2 15%

Assurance contribution 6.3 5.5 15%

16

Assurance

Security Testing, Audit and Compliance - Rest of the World • Matasano becomes East Coast brand • East Coast integration sees three NYC offices in to one from March • iSEC becomes West Coast brand • Research co-ordinated between North America & UK - clear policy Web performance • Strong new business & renewal rates c.90% • Renewals growing by 10% to £6.8m (2012: £6.2m) • Real User Monitoring product development to enhance the service further

2013 (£m)

2012 (£m)

Growth (%)

Assurance revenue 39.2 34.2 15%

Assurance contribution 6.3 5.5 15%

17

Assurance – market update • Most organisations have been hacked & will be unaware of it • Too many Boards “hope” it doesn’t happen “on my watch” but do not know

what “it” is • Cyber security should be in a business’ top three agenda items after trading

performance & succession planning Why? • Internet trust - continues to dwindle - Nation State, Snowdon, lawless • Social media & bring your own device - still not controlled • Industrial & cyber espionage - companies do not understand how real it is • Digital vandalism & hacktivism - knowledge of how to do it is increasing • Mobile malware - threat levels increasing, all information is mobile or tablet

available

18

Artemis

Making the internet a safer place • Entered into exclusive agreement to acquire uncontested gTLD -

appropriate for Artemis • ICANN .secure auction against Amazon expected September 2014 • Aim to offer a new & unique secure domain experience to address

consumer concerns: • Is this a trustworthy site? • Am I connected safely? • Will I get malware? • Is this company doing a good job with their security?

• Artemis platform target live date by end of Q1 2014/15 financial year • Staged investment expected to be c.£8m - capitalised c.£2.6m to date

19

Artemis

Progress • Build phase progressing well • Policies & security procedures defined • Beta customers using the developed system so far - converting

to paid for service • 30+ pioneers with opportunity to be “early adopters” • Expect to announce first wave of clients & rates in the next

financial year • Very strong levels of corporate interest - finance & retail sectors

20

Current trading & outlook

• Entered into exclusive agreement to acquire uncontested gTLD • Artemis on course to launch service in next financial year

• Escrow businesses structured to continue growing - actively recruiting • Assurance

• Security threat landscape is ideal market place • Scale & international reach is unique in security market • Consideration of assurance acquisitions

• Group orders & renewals of £51.4m (2012: £45.1m) • Group Escrow orders & recurring income of £20.8m (2012: £19.6m) • Assurance orders & recurring revenues £30.6m (2012: £25.5m)

• Confident about delivering yet another year of strong & consistent growth

21

Appendix

22

About NCC Group

A global information assurance specialist with an unrivalled breadth & depth of services, providing organisations worldwide with: • Freedom from doubt that their business critical material is protected -

through escrow & verification

• Freedom from doubt that their information is secure and their operations are compliant - through security testing, audit & compliance

• Freedom from doubt that their websites, software and applications are unflawed, effective and performing as they should be - through website performance & software testing.

23

Our services

24

Escrow agreements explained

• Escrow is a legal contract between three parties

• licensor (or owner) • licensee • an independent trusted third party

• Holds software source code or business critical material

• Provides protection from key supplier failure or failure of maintenance

• Demonstrates supplier’s commitment to client care

• Key part of disaster recovery & business continuity planning

Licensor

Sale of business critical

software

Licensee

Annual recurring fee

Deposit of source code

25

ICANN – Glossary of terms

• ICANN • Internet Corporation for Assigned Names and Numbers. Responsible for the coordination of the

internet’s naming systems

• gTLD • Generic Top Level Domain e.g. .secure, .book .bike .nyc

• Registry • The organisation with the responsibility for operating each gTLD (including maintaining a registry of the

domain names within the gTLD) e.g. Donuts, Verisign

• Registrar • ICANN-accredited company that processes registration for domain names e.g. Godaddy, 1&1.com.

• Domain Name Registrant • An individual or legal entity wishing to register a domain name under a generic top-level domain

("gTLD")

• WHOIS data • This is the specific information that relates to a domain e.g. who it is registered to, who registered it,

and contact information

• Registry Data Escrow Agreement • Ensures that a copy of the gTLD registration information & WHOIS data held by a registry operator is

protected, secure and held by an independent third party

26

Sector revenue concentrations

27

Software & computer services

30%

Banks & insurance

28%

Other 8%

Support services 5%

General retailers 5%

Central Government 4%

Manufacturing 3%

Healthcare 2%

Education 1%

Fixed & mobile communications 9%

Escrow revenue concentrations

General retailers 4%

Fixed & mobile communications

22%

Central government 3%

Local government 4%

Travel & leisure 4%

Education 3%

Support services 6%

Healthcare equiptment & services

6%

Banks & insurance 26%

Software & computer services

15%

Other 7%

28

Assurance revenue concentrations

29

Software & Computer Services

34%

Banks & Insurance 30%

Education 1%

Fixed & Mobile Telecommunications

7%

Other 4%

Central Government 5%

General Retailers 6%

Manufacturing 5%

Travel & Leisure 5%

Support Services 3%

Europe Manchester - Head Office

Cheltenham

Edinburgh

Leatherhead

London

Milton Keynes

Amsterdam

Munich

Zurich

North America Atlanta

Austin

Chicago

New York

San Francisco

Seattle

Australia Sydney