Hello, and welcome to the JTC Group half-year results call and presentation. My name is Courtney, and I'll be your coordinator for today's event. Please note that this event is being recorded, and for the duration of the call, your lines will be on listen only. However, you will have the opportunity to ask questions. This can be done by pressing star one on your telephone keypad. If you require assistance at any time, please press star 0 and you will be connected to an operator. I will now hand you over to your host, Nigel Le Quesne, to begin today's conference. Thank you. Good morning, everyone. Welcome to the presentation of JTC PLC's results for the half year ended 30th of June 2021. I'm Nigel Le Quesne, the Group CEO. Presenting with me as usual is Martin Fotheringham, our Group CFO. If we can turn to slide one and the agenda. In the next 30 minutes or so, I'll present my CEO highlights for the first half of 2021, and Martin will run through the financial review. We will follow up with a more detailed business review for the period and take a deeper look at the M&A environment, our approach, and recent deals, alongside the commercial opportunities and the long-term value that they bring. Finally, onto our key takeaways, summary, and outlook for the rest of the year. We will then open the forum up for questions. However, before the summary of the CEO highlights, I would ask that we turn to slide two. It is always satisfying to deliver awards to those who deserve it the most. In July, JTC distributed GBP 20 million of its stock to our global team to reflect the performance of the business since we listed in 2018, and the contribution made by each one of them to the capital appreciation of the business in the ensuing period. Following the establishment of the principle of true shared Ownership for All in 1998, and our fundamental commitment to it, this is the third and most significant distribution to the wider JTC team since the first one in 2012. Since its establishment, we have created GBP 350 million of value to the JTC teams as owner-employees. Given the challenging environment we have been working through, the timing and quantum of the award was particularly well-received, which allowed us once again to recognize our most valuable asset, our JTC teams across the globe. Our innovative approach to Ownership for All, which is subject of a current Harvard Business School MBA case study, creates a bond and dedication between the JTC teams, which goes far beyond the individual financial benefits each person derives. It fosters an environment of mutual respect and camaraderie, which in turn creates an understanding of the importance and satisfaction that comes from the enhanced results of shared endeavor, or Stronger Together, as we like to say. Now on to slide four and the CEO highlights. In the face of the ongoing economic headwinds generated by the pandemic, we're very pleased with the progress we've made in H1 2021, which is the first six months of our new Galaxy era. The core business has continued to trade in line with our expectations, demonstrating the resilience of the business model. As a result, I'm pleased to report we achieved strong revenue and profit growth and have largely delivered in line with our medium-term guidance range. Of particular note is our period-on-period revenue growth of 24.8% and EBITDA growth of 22.6%. This coupled with a 19.8% rise in annualized new business won to a record of GBP 10.3 million, from which we expect to realize a record GBP 94.4 million of lifetime value revenue. The PCS division has continued its recent positive performance and has landed our largest ever new business win mandate for a major global financial institution of around GBP 2.5 million per annum. The margin's reduced to 38%, still at the top of our range, as part of a planned reinvestment in the division to ensure it remains as the preeminent trust company business in the industry. On the institutional client services side, we've increased the depth and breadth of our offering by completing on the RBC CEES acquisition and adding INDOS during the first half. Each supporting the drive to make our ICS practice market leading, as has become the case with PCS, with more to come on the future repositioning of the funds offering in the second half. We're also delighted to report that the underlying margin drag that we've been suffering in the division in the recent past has improved significantly within the core ICS business, and more specifically, the funds practice. We will return to the divisions in more detail later in the presentation. Turning to M&A, we undertook a successful fundraise in April, which was heavily oversubscribed, and we were grateful for the faith placed in us by our existing shareholder base. This is primarily with a view to providing M&A firepower to enable us to continue to compete at speed for good quality acquisitions, which will bring enhanced capabilities to the group, given our drive to build long-term value. As I've mentioned, two deals were completed during the first half of the year, and since the fundraise, you'll have seen the announcements of Segue last week and Ballybunion earlier today. We'll cover all acquisitions in more depth later. Let's turn to slide five and onto the financial highlights. Our revenue has grown to GBP 67 million, a period-on-period rise of 24.8%, and underlying EBITDA has risen to GBP 21.9 million, a rise of 22.6%, delivered at an underlying group EBITDA margin of 32.7% and stable at 34.7% in the core business when recent acquisitions are excluded and consistent with our underlying EBITDA guidance range of 33%-38%. Our net organic growth was 7.6%, or 16% growth, with proportionally higher levels of attrition than seen for the same period in 2020. Which is typical during periods of financial uncertainty, with smaller clients reducing their cost base, whilst at the same time, we'll have focused on further professionalizing our client book and exiting the higher risk, lower reward aspects of it. As mentioned previously, our annualized new business wins were up by 19.8% to a record GBP 10.3 million for a six-month period. Encouragingly, since the period end, momentum in both the value and volume of new business wins onboarded has continued. Our inquiry pipeline at the period end was 6% higher at GBP 45.3 million, and we have seen increased momentum for good-sized mandates with high levels of probability of success going into Q3. Our win rates for the mandates where we have had visibility in H1 are currently running at 38% across the group and towards the top end of our normal 35%-40% range. We anticipate that future revenues for these H1 new business wins of GBP 94.4 million over their lifetime using the typical 10-year estimate, 17.6% up on the same period last year. Finally, onto the dividend, where we have declared an interim dividend of GBP 0.026 per share, up from GBP 0.024 in 2020. Now over to Martin for the financial review. Thank you, Nigel. As you've seen from this morning's results, we're pleased to report a further six months of strong performance in line with management expectations. When we presented our results in April, we said that we expected the result for this six-month period to be along the same lines as FY 2020, given the ongoing COVID situation, but that we were also expecting to see improvements in Q2 leading into a stronger H2 for the year. In going through this presentation, the message I'd like to convey is that these results are in line with management expectations, demonstrating the resilience and predictability of our business. Slide eight sets out the underlying results posted this morning. I draw your attention to the difference between the reported and underlying results at PBT. This is in large part due to the elimination of the GBP 20.9 million of deferred consideration that was being accrued for the NESF earn-out. The trading for that acquisition continues to improve, at this stage it's our view that it just won't improve quickly enough to get over the earn-out threshold, which is measured at May 2022. You may recall that the EBITDA threshold for the earn-out was $3.2 million. Our latest view is it will be just underneath that. Hence, this is why we've chosen to reverse the accrual that had been made previously. Also included in the non-underlying profits was a GBP 8 million bargain purchase credit on the RBC CEES' acquisition. Turning to the underlying results, revenue grew period on period by 24.8%. Our LTM organic growth was 7.6%. For the six-month period, the underlying EBITDA margin fell by 0.6 percentage point. We did signpost that this would happen in the short term due to the impact of acquisitions, and I'll talk in some more detail about how the margin has developed as we go through the presentation. We've delivered a 12.2% increase in underlying EPS. Cash conversion was 108%, the same as we recorded in H1 2020. Largely as a result of the fundraise we completed at the end of April, we've seen net debt reduced by GBP 44.4 million in the period since 30 June 2020. We've already deployed some of that capital, and Nigel will provide an update on what we're seeing by way of acquisition opportunities and give some insight about when and how we may deploy the capital that we raised. Our interim dividend is set at GBP 0.026, an 8% increase on the 2020 interim dividend. Let's now turn to slide nine and look at the LTM organic growth bridge. We'll look at some of the components in more detail in the slides that follow. Revenue specific areas I would draw your attention to are gross new organic growth was GBP 16.4 million, an increase of 25.2% from H1 2020. As anticipated, we saw a larger proportion of the organic growth come from existing clients. The new client revenues were pleasing, but these do always come with an initial cost to the EBITDA margin as we improve our operational efficiency getting familiar with these clients. Attrition was GBP 8.6 million in the LTM period, with 97% of non-end-of-life revenue retained. As always, I'll look at that in more detail in a later slide. We increased our new business wins in the period by 20% to GBP 10.3 million. In the last 12 months, our new business wins were GBP 19.3 million, Of that, GBP 9.2 million has not been recognized to date in our published results. The pipeline at the period end was GBP 45.3 million, more or less flat with the position at the end of 2020. As always, the timing of when bids are won impacts this number. We did, of course, have our largest ever single client win in June 2021, just before the period end. Let's now turn to slide 10 and look a bit deeper at the net organic growth. LTM net organic growth was 7.6%, slightly less than the 8%-10% medium-term guidance, In line with how we said we expected the year to unfold. Like 2020, the last 12 months have seen nine months of COVID-affected trading. Whilst that's not been disruptive to the general operation of the business, it has undoubtedly affected fund launches and new business volumes. We've talked before about how we look at the business and the importance of long-term client relationships and the contracts that we have. As a management team, we're always looking at ways we can extend and improve our quality of earnings through the longevity of our client relationships and recurring revenues. The RBC CEES acquisition is a really good example of that, where structures typically have a 30-year lifespan. We also look at organic growth on a three-year average basis, and this currently stands at 8.6%, which is well within our medium-term guidance. Given the recent client wins we've seen in the latter part of H1 and that have continued in H2, we believe the group will be above the 8% guidance level by the end of financial year 2021. We are seeing a trend to larger mandates as we started to work for larger and perhaps better-known institutions, and Nigel will pick up on this later. You'll see that in ICS in the last 12 months that we increased the number of clients that generated revenue in excess of GBP 500,000 per annum from 14 to 19. For PCS, we measure this as clients generating more than GBP 100,000 per annum, and that increased from 63 to 77. Looking at the graphs on this slide, we can see that organic growth has fallen for four successive halves in ICS. It's only in the last two halves that organic growth has been below 8%, and we're confident, given recent client wins and momentum in the division, that we'll see a reversal of this trend in H2. The three-year average organic growth is 9%. With regard to PCS, they've had a really strong last 24 months, and on an LTM basis, organic growth is at 9.9%, and the three-year average is at 8%. The market is competitive, with attrition higher than we would like, but there are some very large and interesting opportunities that we're looking at. We've had some fantastic recent wins and have the first world challenge of onboarding these large, complex clients. Let's turn now to Slide 11 and look at attrition. At the end of 2020, our attrition was 8.8%, and it fell slightly to 8.4% for the 12 months to the end of June 2021. Non-end-of-life attrition was 3%, which was at a lower rate than for 2020. The non-end-of-life stayed constant for ICS and reduced by over 20% for PCS. As I've already said, we've a very resilient business with a sticky client base. Over the last three years, we've averaged 97.8% retention of those revenues that were not end-of-life. A key component of our M&A strategy is that the businesses that we acquire have strong and stable client relationships with a long runway of visible recurring revenue as this enhances the quality of earnings of our overall business. Looking at the divisions. In the LTM period for ICS, we had two non-end-of-life losses, which were higher than GBP 75,000 per annum. These were both due to pricing where the client left us. Looking at PCS, the bigger client losses, more than GBP 50,000 per annum, can be analyzed as follows. Three were poached. We mentioned this six months ago, and I'm pleased to say that there have been no new cases. Two went with a former relationship that was part of the Ballybunion acquisition. One was a family dispute where the work was all moved to another provider. One was due to a client consolidating their providers into one, and the other was where we exit the client due to fee disputes. Attrition is something we pay close attention to. Having worked hard to win clients, we really hate losing them, but we do recognize that as we grow, there can be instances where we may no longer be the solution the client's looking for. Let's move to the EBITDA margin and turn to the next slide. The underlying margin in the period fell by 0.6% to 32.7%. This is slightly outside of our medium-term guidance range of 33%-38%, but is in line with what we said would happen in 2021 as we integrate the recent acquisitions of RBC CEES and Indos. We've been really pleased with the progress that we've made with both of those. Both have improved performance, and we can see a path for them to get to the JTC Group margins. The ICS margin improved by 2% to 29.1%, whereas PCS dropped back to 38% from 41.4%. We've said many times that PCS is a well-run, mature business. We continue to invest in people and processes, and this, combined with the cost that you absorb when taking on a lot of new business, has meant the margin's come back recently. What we've also been seeing is an increased amount of time being spent dealing with regulators, and it's not always possible or indeed advisable to pass some of these costs on to your clients. The ICS margin is improving, but we know there's still work to do. We've spoken previously about the headwinds we had with NESF due to COVID and the pricing model. We stabilized trading in H2, and we continue to see recovery through 2021. I've already explained why we've eliminated the deferred consideration previously accrued for with the NESF earn-out. We remain confident about the long-term growth prospects for the U.S. ICS market, and it's one that we continue to look at from an M&A perspective. We explained before about the need for some maintenance to be performed on the core ICS business, and that we'd started to implement that plan. This has contributed to the margin improvement. Overall, we're happy with progress on margin in ICS, but we recognize we can't take our foot off the pedal. I'm going to wrap up now looking at cash, net debt, and leverage. On Slide 13, you'll see that at 108% in H1 2021, cash conversion is very consistent with prior first halves. We expect to be back within guidance at the year-end. We generated an additional GBP 3.1 million of cash from operations period on period. With regard to net debt on Slide 14, we raised a gross GBP 65.9 million of proceeds from an equity raise in April of this year. Taking this into account and the funds we used in acquiring NES Financial and Indos, as well as trading, net debt at the end of June 2021 was GBP 23.6 million, a reduction of GBP 52.2 million since the year-end. We deployed GBP 25.5 million of cash on acquisitions in the last six months as follows: RBC CEES, GBP 20.2 million, Indos, GBP 10 million, offset by cash acquired with those acquisitions of GBP 4.7 million. With regard to the recently announced deals, we expect to use GBP 14 million of cash on Segue Partners and on Ballybunion. Finally, looking at leverage on Slide 15. At the period end, it was 0.55 times LTM EBITDA, well within our guidance range of up to 2x pro forma EBITDA. At the period end, we had GBP 45 million of undrawn bank facilities. These facilities expire in March 2023, and we're in the process of reviewing these with a view to securing new facilities in the next couple of months. Now back to Nigel. Thank you, Martin. Later we'll give further insight into our recent acquisition activity, the current market dynamics, and our active pipeline. Prior to that, however, we should close out the H1 of the year with a deeper dive into the group operations, our observations on market trends, and the performance of the two divisions. As with all businesses, the conditions we face as a result of the pandemic have rolled into 2021 and continue to be a factor. As I've said, we've continued to meet our high-level objectives. During the H1, all our commercial metrics are up period on period, including the value and volume of new business wins. In addition, our revenue recognition conversions have improved thanks to operational enhancements to the process. As anticipated, our share of wallet from existing clients has increased by GBP 3 million, up 54% on an LTM basis, as we predicted earlier in the crisis. The cross-sales ratio between the divisions and jurisdictions are also up 61%, indicating improved cohesion and collaboration across the group and demonstrating our 2+2=5 approach in action. I've referenced the trend to larger mandates more recently, which although very welcome for the medium to long-term, can be slower to deliver revenue. For this reason, it's worth noting that the number of actual sales or case count has also increased during the period by 39%, indicating a more balanced new business mix which continued into the third quarter. We've also continued to concentrate on internal work streams and are delighted to report that the Blueprint structural, behavioral, and technological enhancements to improve processes, deliver efficiencies, and improve the client experience are beginning to drive better results, as anticipated when introduced last year. By way of example, we have automated valuation delivery, accelerating the speed of reporting, and in turn enhancing the client experience for some of our largest clients, from which we expect to see significant efficiencies and wider benefits when fully deployed. Based on what we see today, we believe there is more incremental improvement to come in H2 and beyond as we hone and finesse the overall funds offering. As an aside, this growing technological capability of the group is also beginning to increasingly feature as a determining factor in the awarding of new mandates. We recently highlighted a heightened pace of change in regulatory scrutiny, and this momentum has continued with fines or censure impacting many of our industry peer group colleagues, primarily due to the more prescriptive nature of the regulatory expectations. As a result, we have placed a greater degree of attention within the divisions and further investment into our risk and compliance team and infrastructure over the period. We anticipate this will continue to be the case for the foreseeable future. This, of course, in a more general sense, is a positive driver for the industry as a home for governance services, while also acting as a barrier to entry to other smaller scale providers and helping to drive the ongoing sector consolidation. I will elaborate on the macro M&A environment in the following slides, but before then, I wanted to cover the two divisions. We are pleased with the H1 progress in each, with both developing well, and as Martin mentioned, enhancing the size and quality of their client bases. Taking each in turn, the PCS division showed continued strong performance during H1, delivering excellent net organic growth of 9.9% while ahead of industry norms with significant new business wins, which included our largest ever single mandate. I mentioned in April that we want to retain our preeminent market position, would invest as needed in order to do so. As part of this planned investment, we've been purposefully developing our internal talent while making some important strategic and seasoned team hires. This has enabled us to launch a U.S. domestic trust offering, enhance our group wide international tax compliance capabilities, as well as developing our in-house investment monitoring initiative. Investment has come at the short-term expense of margin. At 38%, it ranks at the top end of our aforementioned benchmark of 33%-38%. More importantly, we see significant revenue opportunities arising from building out these new initiatives within our existing client base, improving client retention and increasing share of wallet. Once fully developed as business lines, they will attract external mandates in their own right. Turning to the ICS Division, as mentioned, we are delighted to report that the Blueprint exercise and the core funds practice that we embarked upon in 2020 has started to bear fruit. We are now seeing the underlying margin beginning to improve in the core business with a 2 percentage point improvement when compared with H1 2020. These changes will incrementally and steadily improve margin, albeit potentially diluted and hidden in the short term by more recent acquisitions. Separate to these internal changes, we've been looking to reposition the funds practice to better reflect our capabilities as experts in the field. The process is underway to articulate this message as a more holistic offering, led by our best-of-breed capability in a wider list of disciplines. To summarize, both divisions are performing well, and we are seeing greater collaboration and cross referrals. We are constantly improving the quality of our teams and widening out our service suite across both, with the aim of being the leader in all of our chosen markets. We have now embarked on the Galaxy era, in which we plan to double the size of the business in what we estimate to be a three to four year time frame. This will require approximately 2/3 of our growth to come by way of acquisitions. It was with this in mind that we undertook the fundraise in April. At a macro level, the consolidation story continues to prevail in the industry. The size of deals and prices continue to rise. To some degree, there is a feeding frenzy driven directly or indirectly by private equity appetite, with an emphasis on financial engineering, leading to eye-watering multiples being paid over the past 12 months of up to 30x earnings, and now manifesting itself in public to private activity. There are particularly hot markets, the fund services market in the U.S., for example, where multiples paid are higher, reflecting the opportunity as perceived by global consolidators to build a meaningful platform in the largest but underserved U.S. market. We remain open-minded about paying up for high quality assets with recurring revenues and long-term contracts, but we generally look to avoid inflated auctions. For our part in H1, we've kept our discipline and reviewed over 30 businesses and managed to find good quality accretive deals using our 2+2=5 philosophy, demonstrated by the recent additions of Segue and Ballybunion. As I've said previously, however, as we scale up and when the timing is right and market dynamics warrant it, we will look to pursue larger deals as and when the opportunities arise. In the interim, what we will continue to look for is market leading, manageable, and digestible businesses of increasing size. We have shared our discipline criteria with you previously, as summarized on the left-hand side of the slide, with well over 150 potential deals considered since IPO in 2018 and only 10 completed. On this occasion, however, I will share a little more on the process that we follow. Earlier this year, we invested in and expanded our in-house corporate finance team to create a greater capacity to pursue more off-market opportunities and more targeted campaigns in our preferred geographies at a greater pace. As ever, our ability to leverage the Ownership for All philosophy and smart but straightforward and honest engagement remain key attributes in achieving success. We also benefit from having a first-class integration team with significant experience from complex carve-outs of global financial institutions to smaller deals, and who have a reputation for adapting their style to meet the nuances of each and every deal. Their combined understanding of potential process efficiencies, the market opportunities, and our existing platform allows us to find value and opportunities where others may not. Working together, the teams are focused on ultimately delivering long-term value. If we turn to the next slide, I will expand more on what we mean by long-term value and share some recent examples of just how two plus two really does equal five. On this slide, you can see from left to right the transactions completed during the first six months of the year, in addition to those announced post period end and alongside an outline of a few near-term active targets. In each case, there's been a primary driver for the deal, with several tangible benefits being brought into JTC, creating a compounding effect each time, which delivers greater than the sum of its parts. Looking at the transactions, RBC CEES has created a brand new service line, Employer Solutions, with material potential. Commercially, with core JTC improvements, significant cross-sales capability, and with line of sight to second stage revenue benefits, taken in the round, the acquisition will add several million GBP of EBITDA in the short to medium term. It also delivered a blue-chip client base, and finally, it will increase our average client lifespan with typical mandates of 30+ years. A fantastic acquisition at an excellent price with a good counterparty. Indos brings a new depository service line due to their deep expertise and a well-respected position in the market. It enhances our Irish and U.K. capabilities and is a vital addition, helping to build our Irish-North American bridge. It also brings deep expertise in the ESG arena, and with our U.S. colleagues forms the basis of our new ESG service offering. It's worth noting that since completion just four months ago, we already have around GBP 1.8 million of new pipeline inquiries through cross sales leveraging the wider group capabilities. Segue is a business with an excellent reputation and with JTC shared values and culture. It's a great addition to our U.S. platform, with expertise in venture capital and private equity countrywide, with an excellent reputation for client service and a dynamic team strengthening our JTC Americas footprint. We are already working together on new opportunities given the advantage that our global reach brings. Ballybunion brings an important ManCo capability to our Irish footprint and has added a third ManCo to our stable within JTC. It brings additional scale and greater substance to our wider Irish platform with a quality and growing client base. Targets A, B, and C are all quite different and if successful, will bring further capabilities, specialist expertise, longer client mandates, and diversify and accelerate our growth. In summary, what this demonstrates is how 2+2=5. We have enhanced the group in every respect, improved our quality of earnings, and the diversity and longevity of the client base. We've developed new service lines and enhanced our expertise in key growth markets by acquiring acknowledged market leaders. This in turn has created an internal market from which we can increase share of wallet from existing mandates, which can be measured in the millions over the medium term. two plus two equals five in action, building long-term value. if we turn to the next slide, you'll be able to see just a sample of the quality and depth of our current institutional client base. JTC now provides services to eight out of 10 of the largest global investment banks, 20% of the FTSE 100 companies, and circa 20 clients from the Fortune 500. This small sample demonstrates the range of clients from global banking institutions, large global fund managers, world-class advisory firms, and the insurance, real estate, pharmaceuticals, and fashion industries. When the whole of the client base is revealed, it is a who's who of global institutions. In my 30th year at JTC, I can assure you that the foundations of the group and the opportunities we have never been more exciting. Finally, on to our key takeaways. A strong start to H1 of 2021 as we enter the Galaxy era. The new business pipeline is strong with good momentum into the third quarter. We continue to build operational strength to improve the client experience and our margins. We are making good progress on our inorganic growth plans with more to follow. We continue to believe our medium-term guidance is achievable. Finally, we're well on our way to our 34th year of revenue and profit growth. Thank you for listening and for your ongoing support. We'll now be happy to take your questions. Thank you. As a reminder, if you would like to ask a question on today's call, please press star one on your telephone keypad. Please ensure your line is unmuted locally, and you will be advised when to ask your question. That was star one on your telephone keypad. Our first question comes in from the line of David Brockton calling from Numis. Please go ahead. Good morning, everyone. I've got two questions, please. The first one just in relation to the acquisition environment. You've touched on there how it's very competitive at present. I was just keen to understand, of the deals that you've looked at and not converted through the H1, have you lost out on price to those or is there a different reason why the sort of acquisitions haven't converted there? That's the first question. The second question relates to the larger mandates, and you touched on the fact that there's a sort of slower contribution to revenues coming through from those. Should those now start to contribute in the H2 and contribute towards a sort of stronger organic growth into year-end? Thank you. Thanks, David. Just on the question about pricing of deals. I think we've always been very disciplined about pricing as much as any other aspect of our approach to M&A. I think it's fair to say that in the U.S., with those multiples of sort of 30 times in fund services businesses, we have been in the past probably priced out mainly by that private equity sort of approach to the business and financial engineering really coming into play rather than looking at the underlying business. Having said that, I think generally speaking, we're fair in our approach to pricing, and we're not short of opportunities, frankly, as you can see from our- Yeah slides. In terms of the larger mandates, yeah, absolutely. I think to some degree, they can take quite a long time to be fee earning and certainly fee earning in a way that is not in the first year, that we don't struggle with the margin with regard to those. They are a blessing in the medium to long term, and probably run to 20, 30-year type mandates. The reality is they can hurt us in the short term. That's why the business mix, I'm quite pleased with the business mix actually, that's come along in the last six months or so. Martin, do you want to add in? On the M&A, David, there were a couple of things that we probably may have mentioned six months ago that we were looking at quite seriously. They're things that we backed away from for a variety of reasons. One was a pretty large deal that we were quite well-placed on. The more we got into that process, the more it felt that we were unearthing things in diligence that just didn't feel right to us and that gave us cause for concern about that business. We felt that whilst on the face of it could be very attractive, there was just too much risk associated, so we backed off that. The other one, we courted it for a long time and just really struggled to pin the principal down on the numbers. Again, on that basis, we felt we're not going to chase this. There's plenty of good deals out there. We'd far rather be, I guess, with companies that are interested and are open and we can clearly find a deal that aligns for both sides. Plenty out there. The reasons that we do them aren't really that we're being priced out. I think we're being quite selective about what we do rather than necessarily competing on price all the time. Makes sense. Okay, thank you very much. The next question comes in from the line of Robert Plant, calling from Peel Hunt. Go ahead. Morning, Nigel and Martin. Two questions, please. In retrospect, with NESF, do you think it underperformed because of the cycle, or would you have done anything differently? Secondly, you've mentioned, let's call it a headwind of regulatory cost. Do you think that cost will increase into H2 and into next year, or are we past the hump? Thanks. Taking NESF first. In spite of their trading issues, which do really come from the use of AUM and fees from bank deposits, which clearly were hit badly by the pandemic and obviously their underlying markets too, which is really primarily commercial real estate and hotels and the like. I think we're quite happy with the NESF book and in particular, the management team and what they're going to achieve over time. Obviously we bought it at a time that was tough for them. Of course, as Martin mentioned, that's having an impact on the earn-out. We're happy with the business as a whole. Obviously they're bringing some technological improvements to the business and helping us to win mandates in some cases where it may have been more questionable whether we'd have been the chosen party. No regrets. I think the earn-out was structured in a way to allow for what had happened, and really pleased with the management team. All in all, and at the price point really we're at today, I think it was a good acquisition for us as a business. Remember, I think talking about 30 times in some places, it's the core of our platform. I think we paid more like 11 or 12, Martin. Sound about right? Yeah. The regulatory hump, Rob. Yeah, it's a really tough environment out there and I don't think there's certainly not another currently listed business that hasn't felt the full force of it. It's across several jurisdictions. What I would say about JTC is we've always tended to build infrastructure as we go, and therefore, the degree to which we have to sort of invest is perhaps not as extreme as with others. We've definitely improved. We've got a new chief risk officer, and numbers two and three in that space in the business. That's helped and actually part contributor to the PCS margin coming off because it was primarily in the PCS area, is actually that investment within the divisions actually, or that particular division in that particular space. Are we over the hump? I don't know. As I said, the more difficult life becomes both for us as regulated businesses, it probably has an impact on our client base in terms of how more difficult it becomes for them, and therefore, you could see it as a positive driver actually for the industry as a whole. Did I answer it, Rob? Hello? Looks like we may have lost Rob. We'll move on to the next question incoming from the line of Vivek Raja, calling from Shore Capital. Please go ahead. Hello. Good morning, chaps. Thanks for the presentation. I had sort of three areas that I wanted to explore. The first one is margin. Martin, can I just clarify, when you provided the full year results, you were sort of indicating that in the current year, you may not meet your medium-term margin, EBITDA margin range, but you're more optimistic now, so you're expecting to come in at the bottom. I just wanted to clarify exactly what you're saying in that respect, because that doesn't seem to be captured in consensus. Consensus, I think, is more cautious than your steering. Just want to clarify that. The second thing I wanted to ask about, was if you could just give us a bit more color in terms of the pricing environment, not on the M&A front, but in terms of the business end and how that links to your attrition. What sort of price levels are you seeing, and would you expect that to increase? Is that just a result of you going for larger deals? Is there just generally underlying competition in the market? Is that increasing or is that stable? The last thing I wanted to ask you was, the share price has obviously gone up a heck of a lot in the past couple of months since your last trading update. I was struggling to really understand exactly what that is. I appreciate there looks to be an upgrade in today's results, as intimated in your last trading update. I just wondered if I could invite you to comment on what might have driven that share price performance. Thank you very much. Thank you, Martin. Hi there, Vivek. On the margin, do you recall that we bought the RBC CEES business and Indos in half one, and they were both sub JTC margins, so that was always going to be a drag on us. In the first half of the year, we've had three months of that drag. Their margins are improving towards group levels, but they're not there yet. We'll have 6 months of that in the second half. I guess that's why there's the caution around that although we're improving, we do still have a drag in the second half of the year from the acquisitions. What I expect to see in next year onwards is being back above the guidance levels. I hope that helps clarify things. Can I just be a bit precise because I got the sense that you previously said you probably would not make the bottom of that range this year. I feel like you've become a little bit more optimistic about that. Are you expecting the current year to meet the guidance range at 33% at the bottom? I'd love to say that that's nailed on, Vivek. My view is it will still be just underneath the guidance range. Okay. Thank you for clarifying that. In terms of the pricing environment and the link to attrition, I think as we got bigger, some of the clients that would have been JTC clients five or 10 years ago, our appeal then would have been that we were more like a boutique and we offered a slightly different service. We've become a little bit bigger, clearly, and some of that, what was attractive before is perhaps less attractive to some of those clients now. There's always a threat at the smaller end of the scale where there's the cost of doing businesses clearly goes up year-on-year, and some of the smaller clients are perhaps just questioning looking at the cost of that. I don't think it's anything. We don't really like it, but it's kind of inevitable in some ways that there is some pressure on the smaller clients. Just the cost of doing business for us. Do you feel like getting sharper or is that sort of remaining more or less as intense as it's always been? If I can put my input on that, hopefully it'll cover that. I think we're still set up to be able to run smaller clients, but there's not always an understanding on behalf of the smaller clients who came in with one set of reasons for being structured, which they won't necessarily have moved with the times and the additional reporting requirements around that and the cost related to it. It's as much it's not really us not being able to cope with them, it's just the barrier to entry has gone up, and it makes people probably a bit more inclined to think about that in both before they come in or in mature situations. It's almost a natural feeding out, but not necessarily because of JTC changing its approach. As Martin said, inevitably as we get bigger, probably the cost of being a JTC client you might be able to achieve that at a lower level. As consolidation continues to increase, the options around that particular thing and the sort of pure boutiques are going to be struggling to keep up with the changes to governance and regulation that we were just alluding to in a previous question. I don't know if that picked it up, Vivek. Yeah. I've done. Thank you. On the share price increase, gosh. If I knew the answer to that, I think I would be something of a guru. We've obviously watched it go up significantly in the last couple of months. I'm not sure exactly why that is. I could speculate as to reasons, but what we concentrate on is just doing what we can do, and we'll let the investors judge on what the value of the business is and what the share price should be. It's a really tough one to answer that. I was told once by a very well-known and respected fund manager to never comment on the share price today, so I'll. Okay. Thank you. The next question comes in from the line of Calum Battersby, calling from Berenberg. Please go ahead. Morning, guys. Thanks for the call. Just two questions from me. Firstly, just another one to ask on NESF, if that's all right. I just wanted to check if you had any more color you could give on what, if anything, changed at that business in the H1 that led to the revaluation and the deferred consideration. Just to follow up, as you mentioned on a prior question, do you mind updating us on where you're at in terms of using the NESF tech on the wider institutional client base and if there's more benefit you think is still to come there? Secondly, we're seeing many different types of companies talk about a tighter labor market at the moment and some difficulties in hiring. Just wanted to ask for your thoughts on if that's something you're seeing at all in the business or if you think that's not an issue for any reason for you? Thanks, Calum. Just on the changes at NESF. I think just because of the pandemic, NESF were always going to struggle to hit their earn-out. If anything, the business has improved. They've moved away from AUM reliance on their fee base to a more fixed fee and higher establishment fees as well. They're doing all the right things. It's really just as time has gone on, we can see that it's unlikely that they'll end up making the earn-out. It's improving all of the time, but it's not going to improve quickly enough, I guess, is the best way of saying it. As I say, I think it's professionalized quite a bit in true. When it comes to tech, yes, they absolutely made a contribution, but I'm disinclined really to talk about NESF in isolation because what they've really needed is to work with the JTC team to bring particular benefits to bear. The exercise is we've got the technology, JTC can see the opportunities that are there. Definitely a joint effort. I alluded on the call to NAV calculations and how quickly they can be turned around. Obviously, that improves the experience for our larger clients. Probably on a holistic basis, it's probably 80% cost saving associated with that alone. It's not completely deployed across the group yet, mainly because the engine's the same, if that makes sense, but each client's got a different way of needing it to have it delivered. Sure. There's some work to do around that. Finally, on the labor market, obviously, having distributed a big chunk of equity to our team, I have the figures actually. I think our staff turnover this year, regretted staff turnover as we record it, something like 5% or 6%. Certainly one of our other in the public domain, I think one of the other listed businesses is close to 20%. As I say, there's a special bond about coming to JTC and the way we go about our business. Generally, staff turnover isn't a huge problem for us, but obviously it's helpful when it's reflected in the distribution. On the first question, Calum, as well about what changed about the deferred consideration and our view on it. When we full-year results in April. At that time, first three months, NESF was on track with its budget, and that budget was obviously ramping up as we go through the year. What we found in the second quarter is that whilst they were continuing to improve, they weren't improving fast enough in line with the budget. Just on the way that the trajectory was growing, we were looking at 15% organic growth there, but we'd actually budgeted that there was going to be more, there was going to be a faster pickup. That's where the issues come that we've just looked at it and thought we're going to be a couple of million short on revenue of where we think they were going to be. That effectively all drops down into the EBITDA, and hence why we're going to be just underneath the $3.2 million target that was set for the earn-out. Got it. That's really clear. Thanks both. Thank you. The final question comes in from the line of [Daniel Colin], calling from HSBC. Please go ahead. Morning, gents. Can you hear me okay? Yes, thanks. Excellent. Just a question on competition more broadly in institutional and Private Client. Any change in behavior there? You've alluded to pricing, I guess, on the client side or pricing demands on the client side and some poaching within private side. What's your feel for the general pricing levels and just the level of competition in the wider sector, please? I'll just take Private Client first, Dan. I think the main successes for our Private Client business, they've obviously taken on that single largest mandate for a global bank, and that really is taking on books of clients and responsibilities around tax reporting and the like. Whilst we talk about PCS and ICS, it would be wrong to think that the PCS market is just individual clients wanting individual solutions, which is probably closer to the sort of clients that may be under more vulnerable in the earlier conversation. That has worked for a global bank. There is another big private bank which we are doing a similar exercise for. The wins are of that nature, or they are in the large family offices or private offices that need institutional type solutions to the future. In other words, they professionalize over time. They need the sort of infrastructure we've got in place and increasingly, also aware of the ESG agenda and everything that they need to be aware of, in the same way as institutions have become. That's the Private Client side. That's not to say we don't take on Private Clients of an individual nature, I would say that's probably the best way of thinking of that. Good. Probably why I genuinely believe we're the market leader, and just judging by the sort of people who are choosing to take those services from us. On the institutional side, it's a more competitive market. The last two or three acquisitions we've made have been very much around picking out experts in the field and actually repositioning ourselves as fund services solution providers as opposed to pure fund administrators. That's an ongoing basis, it's slightly more competitive there. We're finding ways to differentiate ourselves as a business as a whole. I think that that's in terms of the actual underlying client bases, they're getting more and more complex, more and more things we're doing. The bigger clients actually come back and ask us to do more and more for them as well. Having said that, they can take a little bit longer to register in the P&L column. Plenty to go for on both sides of the business, frankly. Does that cover it for you, Dan? That's great. That'll do for me. Thank you very much. Thank you. That was the final question in the queue. I shall turn the call back across to yourself, Nigel, for any concluding remarks. I hadn't planned anything. Thank you again for dialing in and for the support that you provide us. Always happy to take other questions offline, Martin or I, when and if those occur to you. Thank you very much. Thank you for joining today's call. You may now disconnect your handsets. Please stay connected and await further instructions.