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INFORMATION PACK CORPORATE PRESENTATION DISCLAIMER This presentation may contain forward - looking statements with As a result, the Groups actual future financial condition, respect to certain of the Groups plans and its current goals


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INFORMATION PACK CORPORATE PRESENTATION

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This presentation may contain ‘forward-looking statements’ with respect to certain of the Group’s plans and its current goals and expectations relating to its future financial performance condition, performance, results, strategic initiatives and objectives. Generally, words such as “may”, “could”, “will”, “expect”, “intend”, “estimate”, “anticipate”, “aim”, “outlook”, “believe”, “plan”, “seek”, “continue” or similar expressions identify ‘forward-looking statements. These forward-looking statements involve risk and uncertainty because they relate to future events and circumstances which are beyond the Group’s control, including amongst other things, UK domestic and global economic business conditions, market-related risks such as fluctuation in interest rates, the policies and actions of regulatory authorities, the impact of competition, inflation, deflation, the timing impact and other uncertainties of future acquisitions or combinations within relevant industries, as well as the impact of tax and other legislation or regulations in the jurisdictions in which the Group operates. As a result, the Group’s actual future financial condition, performance and results may differ materially from the plans, goals and expectations set forth in the Group’s forward looking statements. Forward-looking statements in this presentation are currently only as of the date on which such statements are made. The Group undertakes no obligation to update any forward-looking statements, save in respect of any requirement under applicable law or regulation. Nothing in the presentation should be construed as a profit forecast.

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DISCLAIMER

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INTRODUCTION TO EQUINITI

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Equiniti is a leading provider of technology and solutions for complex and regulated administration, serving blue-chip enterprises and public sector organisations

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2015 REVENUE SHARE1

INVESTMENT SOLUTIONS REGISTRATION SERVICES  Registration  Shareholder services  Corporate actions and dividends EMPLOYEE SERVICES  Employee benefit schemes  Employee share plans INVESTMENT SERVICES  Retail investor services  Executive share dealing  Wealth management solutions  White label share dealing  International payments

Bn

PENSION SOLUTIONS  Pension administration to public and private sectors  Pension administration software  Data analytics INTELLIGENT SOLUTIONS  Loan administration  Enterprise workflow & case management  Data analytics

EQUINITI PROVIDES SERVICES AND SOLUTIONS THAT SUPPORT COMPLEX AND REGULATED PROCESSES…

MARKET POS.

27% - £98.9m 38% - £142.5m 32% - £118.3m

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Technology-led End-user Engagement Data-driven Payments Processing Regulated, Embedded Processes

Source: Management information, management estimates

  • 1. Interest income accounts for 3% (£9.3m) of 2015 revenue

#1 #1 #4 #2

…THAT SHARE A SET OF COMMON CAPABILITIES

  • EST. MARKET

SHARE 50% 25% 7% 15%

#1 #4

10% KEY SERVICES

FTSE 100 REGISTERS

PUBLIC SECTOR

COMPLAINTS, CASE MANAGEMENT, AND REGULATORY SERVICES

WHAT WE DO

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INVESTMENT SOLUTIONS

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INVESTMENT SOLUTIONS - PRODUCTS AND SERVICES

  • Company secretarial services
  • Investor relations services
  • Investor analytics services
  • Servicing the initial notification of

death and account closing process

  • Share registration service
  • Administration and payment of

dividends

  • Management of AGMs, EGMs, other

corporate events

Registration

  • Management of corporate actions,

e.g. rights issues, M&A, corporate activity

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  • SIP, bespoke Executive and Discretionary

share plans

  • Tax-efficient way of owning a stake in

the company through share incentive plans

  • Allows employees to save a portion
  • f their gross salary
  • Option to invest in their company’s

shares

SAYE (Sharesave)

  • Direct management of flexible benefits

plans

  • Provides ability for staff to shape benefit

selections

25% MARKET SHARE #1 IN UK EMPLOYEE SHARE PLANS

  • Executive and Employee share dealing

services

  • Certificated and online investment

dealing

  • Foreign exchange services for corporates

and individuals

  • “White labelled’ online execution-only share

dealing platform with custody and settlement solutions

  • Execution-only trading services
  • Provision of trading services from

nominee, ISA, and SIP accounts

7% MARKET SHARE #4 EXECUTION ONLY RETAIL SHARE DEALING 50% OF FTSE 100 AND 40% OF FTSE 350 #1 IN SHARE REGISTRATION

REGISTRATION SERVICES EMPLOYEE SERVICES INVESTMENT SERVICES

Flexible Benefits Specialist Share Dealing Co Sec & Investor Relations Bereavement Services Corporate Actions SIP & Executive Share Plans Retail Share Dealing International Payments & Wealth

PROPRIETARY TECHNOLOGY PLATFORM

Xanite Payfac

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INVESTMENT SOLUTIONS – REVENUE MODEL

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REGISTRATION SERVICES EMPLOYEE SERVICES INVESTMENT SERVICES

Investment Solutions Reported 2015 Reported Change % Organic Change % Revenue (£m) 118.3 24.7 9.8 EBITDA prior to exceptional items (£m) 35.5 21.2 EBITDA margin prior to exceptional items (%) 30.0 (0.9)pt

  • Trading commissions
  • ISA administration fee
  • Inactivity fee
  • Day rate and running fees

(contracted)

Registration Co Sec & Investor Relations Bereavement Services Corporate Actions

  • Fixed fee
  • Based on No. of shareholders
  • Contract of 3-7 years
  • Fees per transaction for shareholder

services

  • Transactional fee
  • Bereavement BPO – corporate fee

paid by financial institution

  • Project fee

SAYE (Sharesave) Flexible Benefits SIP & Executive Share Plans

  • Interest earned on balances
  • Dealing fee
  • Admin fee paid by corporate client
  • Dealing fee paid by employee

Specialist Share Dealing Retail Share Dealing International Payments & Wealth

  • FX margin and transaction fees
  • Share trading commissions
  • Assets under administration charges
  • Platform hosting and maintenance
  • Dealing commissions
  • Foreign exchange
  • Custody fee
  • Contracted
  • Paid by the corporate client

CONTRACTED REVENUE

  • c. 60%

CONTRACTED REVENUE

  • c. 80%

TRANSACTIONAL REVENUE

  • c. 80%

REVENUE VISIBILITY

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PENSION SOLUTIONS

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PENSION SOLUTIONS - PRODUCTS AND SERVICES

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DESCRIPTION

Pension Administration:

  • Outsourced administration and software services for a number of public and

private sector pension schemes Life & Pensions:

  • Prudential administered schemes outsourced to Equiniti
  • Administering annuity books

NHS:

  • Provide software and specialist admin services

MyCSP

  • Pension administration services to the Civil Service
  • 51% owned JV with government

Data Solutions:

  • Data analytics, complex and bulk calculation services to pension schemes and

life insurance companies Pension Software:

  • Customised software to efficiently and effectively manage the rules of all

pension schemes

Proprietary Technology Platform:

CONTRACTED PROJECT & SOFTWARE

#2 THIRD PARTY ADMINISTRATION ~15% MARKET SHARE

MARKET POSITION

#1 PUBLIC SECTOR

  • Resilient core business

– Visible, high margin and cash generative

  • Market leadership, brand &

reputation

– Long heritage with services since 1836

  • High client fidelity

– Long-standing customer relationships with some of the largest UK companies

  • Supportive macroeconomic and

regulatory trends

  • Platform for cross-selling of additional

services

– Strong expansion in add-on services

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PENSION SOLUTIONS – REVENUE MODEL

11 Transactional Project Contracted

REVENUE MODEL

  • Pension Administration and Life & Pensions:

– Fixed yearly fee for core administration – Most contracts include variable components based on members or administrative tasks

  • Data Solutions:

– Project fees charged on ongoing basis for services provided

  • Pension Software:

– License fees (perpetual or recurring) – Maintenance fees (fixed) – Specific fees for implementation / development projects

MyCSP

  • Fixed fee contract with yearly fees agreed

upfront

  • Project income charged on a time and

materials basis

CONTRACTED PROJECT & SOFTWARE

  • NHS:

– Payroll admin revenue based on number

  • f pensioners

– Software project income charged on a time and materials basis – Ancillary income charged as cost + pricing

PENSION SOLUTIONS Reported 2015 Reported Change % Organic Change % Revenue (£m) 142.5 40.7 8.0 EBITDA prior to exceptional items (£m) 26.8 23.5 EBITDA margin prior to exceptional items (%) 18.8 (2.6)pt

CONTRACTED REVENUE

  • c. 70%

REVENUE VISIBILITY

REVENUE TYPE

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INTELLIGENT SOLUTIONS

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INTELLIGENT SOLUTIONS - PRODUCTS AND SERVICES

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DESCRIPTION

  • Manages large and very sensitive content using proprietary technology

Specialist Public Sector Technology

  • Full range of HR and payroll services and software to private / public

sector clients Complex HR Solutions

  • Provides specialist software, people and process know-how to financial

institutions and large corporates for complaints processing and case management

  • Services related to asset reunification and identity validation
  • Handling and cleansing of large data for corporates

Loan Administration Data Analytics

  • End-to-end loan servicing through Pancredit platform

OTHER CASE MANAGEMENT

COMPLAINTS, CASE MANAGEMENT AND REGULATORY SERVICES

Proprietary technology platforms:

Charter Pancredit

#4 COMPLAINTS, CASE MANAGEMENT, AND REGULATORY SERVICES ~10% MARKET SHARE

MARKET POSITION

  • Proprietary software platforms to enable

end to end outsourced remediation and lending solutions

  • Emerging challenger in fragmented markets
  • Leverages existing relationships to cross-

sell into established customer base

  • Large pipeline of acquisition opportunities
  • Two completed in Q1 2016
  • KYCNET
  • RiskFactor
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REVENUE TYPE

INTELLIGENT SOLUTIONS – REVENUE MODEL

14 Contracted Transactional Project

REVENUE MODEL

  • Complaints handling software (Invigia):
  • Upfront licensing fee
  • Project execution and product

implementation fees

  • Recurring support fees
  • Hazell Carr: Fees charged per placement
  • f administrators and actuaries at clients
  • n a transactional basis
  • Upfront licensing fee
  • Project execution and product

implementation fees

  • Recurring support fees
  • Depending on the product/service, fees are

charged on a contract and/or project basis

  • Upfront licensing fee
  • Project execution and product implementation
  • Recurring support / maintenance
  • Service fees charged as % of the value of

shares reunited with owners

  • Transaction fees for each customer tracing

and screening Specialist Public Sector Technology and Complex HR Solutions Loan Administration Data Analytics

OTHER

COMPLAINTS, CASE MANAGEMENT AND REGULATORY SERVICES

INTELLIGENT SOLUTIONS Reported 2015 Reported Change % Organic Change % Revenue (£m) 98.9 10.4 1.3 EBITDA prior to exceptional items (£m) 22.7 39.3 EBITDA margin prior to exceptional items (%) 23.0 4.8pt

PROJECT REVENUE

  • c. 70%

REVENUE VISIBILITY

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FINANCIALS

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2015 KEY HIGHLIGHTS – A YEAR OF DELIVERY

+26%

REVENUE

£369m +23%

EBITDA

£86.2m

ORGANIC GROWTH

7%

LEVERAGE

2.8x

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Reported 2015 Reported 2014 Reported Change % Organic Change % REVENUE (£m) Investment Solutions Intelligent Solutions Pension Solutions Interest Income 118.3 98.9 142.5 9.3 94.9 89.6 101.3 6.5 24.7 10.4 40.7 43.1 9.8 1.3 8.0 Equiniti Group 369.0 292.3 26.2 6.8 EBITDA prior to exceptional items (£m) Investment Solutions Intelligent Solutions Pension Solutions Interest Income Central Costs 35.5 22.7 26.8 9.3 (8.1) 29.3 16.3 21.7 6.5 (3.8) 21.2 39.3 23.5 43.1 113.2 Equiniti Group 86.2 70.0 23.1 EBITDA margin prior to exceptional items (%) Investment Solutions Intelligent Solutions Pension Solutions 30.0 23.0 18.8 30.9 18.2 21.4 (0.9)pt 4.8pt (2.6)pt Equiniti Group 23.4 23.9 (0.5)pt

DELIVERING ON OUR FINANCIAL COMMITMENTS

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INVESTMENT SOLUTIONS REGISTRATION SERVICES

  • Win new customers, primarily through IPOs and contract renewals

‒ Benefit from increase in corporate activity

  • Up-sell, expanding to add-on services (CoSec, IR)
  • Launch and roll-out of new services (e.g. Bereavement Services or non-conventional opportunities such as

unlisted registers)

bEN

EMPLOYEE SERVICES

  • Increase in SAYE intermediary revenues

‒ Increase in SAYE balances driven by regulatory changes ‒ Increase in intermediary fees driven by increase in interest rates

  • Win new customers, primarily through natural cross-sell from Registration Services
  • Upsell additional services

INVESTMENT SERVICES

  • Win new customers in Wealth Solutions and International Payments
  • Grow D2C Business by cross-selling into B2B customer base and by targeting new customers
  • Benefit from continued product development
  • Increasing demand for white label services

PENSION SOLUTIONS

  • Expand complex project based activity
  • Cross-sell and up-sell by leveraging strength of relationships and key market trends
  • Leverage award winning technology (Compendia) to access consumer self-service opportunities

INTELLIGENT SOLUTIONS

  • Win new customers, for specialised outsourced solutions
  • Cross-sell recently acquired capabilities into customer base
  • Large government outsourcing contracts

‒ MyCSP contract provides strong track record for winning other large contracts INTEREST

  • Increase in interest rates

GROWTH DRIVERS

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  • rganic revenue

growth per annum

5%

TARGET

FINANCIAL GUIDANCE MAINTAINED

Supplemented by acquisition revenue growth of 2% per annum

GRADUAL MARGIN IMPROVEMENT

25bp per annum < £5m

EXCEPTIONAL CHARGES IN 2016

pre capital expenditure;

AVERAGE CASH CONVERSION

Capital expenditure at 5-5.5% of revenue

MEDIUM-TERM NET DEBT/EBITDA TARGET

2.0 – 2.5x

CASH TAX RATE

c15%

expected for the foreseeable future as we utilise trading losses and unclaimed allowances in the Group

PROGRESSIVE DIVIDEND POLICY DISTRIBUTING

30%

OF OUR NORMALISED PROFIT ATTRIBUTABLE TO ORDINARY SHAREHOLDERS

>95%

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APPENDIX

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GROW SALES TO EXISTING CLIENTS WIN NEW B2B CLIENTS DEVELOP AND ACQUIRE NEW CAPABILITIES OPERATING LEVERAGE REINVEST STRONG CASH FLOWS

5% ORGANIC GROWTH 2% ACQUISITIVE GROWTH 25 BPS PER ANNUM C.5% REVENUE REINVESTED IN CAPEX

REGULATED SERVICES FOR UK BASED FTSE 350 AND GOVERNMENT

1

OUR STRATEGY

2 3 4 5

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Source: Management information

  • 1. Marketing rights to c. 4m further known individuals through Corporate Sponsored Nominee and Club Together

SCALE PROVIDER OF SOLUTIONS TO LARGE CORPORATES AND GOVERNMENT, FACILITATING MIDDLE-OFFICE INTERACTIONS WITH THEIR EMPLOYEES, SHAREHOLDERS, CUSTOMERS AND CITIZENS

OUR KEY ASSETS

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Custody and settlement, investment and wealth management Compendia pension administration and payroll Share registration, dividend and shareplan administration Enterprise workflow & Case and complaints management

FOUR MAIN PLATFORMS

WELL-INVESTED £100m+ investment between 2007 and 2015 has strengthened Equiniti’s market-leading platforms SCALABLE Capacity across all platforms results in low marginal costs as growth accelerates FLEXIBLE Proprietary platforms can be adapted and white– labelled to facilitate provision of diverse data- intensive solutions SECURE AND RESILIENT Data centres that have been configured for security, resilience and scale

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OUR TECHNOLOGY

OUR TECHNOLOGY IS AN ENABLER TO DRIVE US FORWARD IN A WORLD INCREASINGLY FOCUSED ON DIGITAL TRADING AND STRATEGIC USE OF DATA

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Nat West Exec Dealing

Executive share dealing

ICS Computing

Case management, payroll services, near-shore BPO services

Hazell Carr

Regulatory resources

ProSearch

Asset Reunification services

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Investment Solutions Pension Solutions Intelligent Solutions

David Venus

Company secretarial services

Xafinity Group

Pension solutions

360 Clinical

Medical revalidation platform and services

Peter Evans

Financial services software

Prism CoSec

Company secretarial services

Invigia

Complaints handling software

2008 2009 2010 2011 2012 2013 2014 2015

Pancredit

Loan Administration

JP Morgan CDS

Executive corporate dealing services

Killik Global Share Plans

Executive share plans

Transglobal Payment Solutions

International Payments

Selftrade

Online share execution platform

OUR STRONG M&A TRACK RECORD

2016

KYCNET

On-boarding commercial & retail clients

RiskFactor

Credit decisioning & risk profiling

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BOARD OF DIRECTORS

KEVIN BEESTON NON-EXECUTIVE CHAIRMAN Joined in September 2011 JOHN STIER CHIEF FINANCIAL OFFICER Joined in June 2015 VICKY JARMAN

  • SR. INDEPENDENT NON-

EXECUTIVE DIRECTOR Joined in May 2014 SIR ROD ALDRIDGE OBE INDEPENDENT NON- EXECUTIVE DIRECTOR Joined in March 2010

  • Strong NEDs and senior NED Vicky Jarman
  • Chairman Kevin Beeston also Chairman of Taylor Wimpey, a FTSE 100 company
  • Separate CEO & Chairman

TIM MILLER INDEPENDENT NON- EXECUTIVE DIRECTOR Joined in February 2015 JOHN PARKER INDEPENDENT NON- EXECUTIVE DIRECTOR Joined in January 2014 HARIS KYRIAKOPOULOS ADVENT NON-EXECUTIVE DIRECTOR Joined in August 2013 25 GUY WAKELEY CHIEF EXECUTIVE OFFICER Joined in January 2014