annual RepoR t 2009
www.groupnbt.com £15.5m
£6.0m
£0.9m
£19.5m
£14.6m
£1.2m
£21.9m
£17.7m
£1.9m
About Group NBT IFC
Financial Highlights 2008/09 1
Group NBT at a Glance 2
chairman’s Statement 4
chief Executive’s review 5
report on corporate Governance 8
Board of Directors 9
Directors’ remuneration report 10
Directors’ report 12
Statement of Directors’ responsibilities 14
report of the Independent Auditors 15
consolidated Income Statement 16
consolidated Balance Sheet 17
consolidated Statement of changes in Equity 18
consolidated cash Flow Statement 19
Notes to the consolidated Financial Statements 20
company Balance Sheet 36
Notes to the company Financial Statements 37
officers and Advisers 44
Group NBT offices IBC
About
£15.7m
£9.3m
£19.3m
£6.0m
£7.8m
£7.1m
£1.3m
£1.3m
£3.5m
£2.1m
£7.5m
£5.4m
£7.8m
£5.1m
  Group n Bt is a leading provider of domain names, hosting and brand 
protection services.
  It provides the essential building blocks to create, maintain and protect 
online brands. 
  Customers include British a irways, t he n ew Statesman and Centrica.
  Group n Bt has 290 employees and is based in l ondon with offices 
in Copenhagen, Cambridge, n ice, Munich, Zurich, o slo and n ew York.
2007 2008 2009
rEvENuE B y SErvIcE
 
Corporate domain names
 Brand protection 
 Managed hosting
 Reseller
 Online 
2007 2008 2009
rEvENuE B y rEGIoN

 UK
 Other European
 US
*excluding restructuring costs and amortisation
2005 2006 2007 2008 2009
£11.3m
£13.8m
£22.4m
£35.3m
£41.5m
rEvENuE
£41.5m
+18%
2005 2006 2007 2008 2009
£2.1m
£2.8m
£3.7m
£5.5m
£6.7m
uNDErlyING prE-TAx proFIT*
£6.7m
+22% GROUP NBT PLC ANNUAL REPORT 2009
01
Financial Highlights 2008/09
à  Excellent results overall with robust profit and 
revenue growth despite challenging markets 
à  Revenue up 18% to £41.5 million and reflects 
organic growth 
à  Underlying pre-tax profit* up 22% to £6.7 million 
à  Underlying diluted EPS* up by 24% to 20.17 pence 
à  Proposed total dividend increased by 25% 
to 3.0 pence for the year 
à  NetNames Platinum Service revenue up 32% 
to £12.9 million 
à  Managed Hosting revenue up 18% to £6.0 million
à  Ascio partner business up 45% to £7.8 million 
à  Net cash at year end of £5.2 million up from 
£0.7 million last year 
à  Across the business we benefited from favourable 
currency movements
*Excluding restructuring costs and amortisation.
Organic 
revenue growth
+18%
Underlying 
pre-tax profit*
+22%
Underlying diluted EPS*
+24%
Total dividend
+25% 02
GROUP NBT PLC ANNUAL REPORT 2009
NetNames Platinum Service allows 
organisations and Intellectual Property professionals 
to implement and maintain an effective domain name 
management and online brand protection strategy. 
Customers come from a wide variety of industries 
and include Unilever, Barclays and ladbrokes.com. 
NetNames is an Internet Company for Assigned 
Names and Numbers (ICANN) accredited registrar 
with the ability to register domain names in all available 
suffixes worldwide. NetNames provides comprehensive 
coverage of country code T op Level Domains (ccTLDs) 
such as .de and .es. Following the acquisition of 
Ascio T echnologies in January 2007 NetNames became 
Europe’s largest domain name management specialist. 
NetNames guarantees renewal of domain names 
and provides a secure, high performance Domain 
Name Server (DNS) infrastructure. Platinum Service 
clients also have access to SSL certificates from 
VeriSign to further secure their online presence. 
NetNames provides a domain name acquisition 
service to assist customers in purchasing domain 
names that have been registered by other organisations 
and supports customers during domain name disputes. 
NetNames Platinum Service includes a suite of online 
brand monitoring products. Using Envisional’s 
technology to monitor the Internet, brand violations 
from suspect domain name registrations to brand 
abuse such as auction sites carrying fake consumer 
goods can be identified and action taken. 
Envisional provides automated internet search 
and monitoring services to identify and deal with 
internet based brand abuse, counterfeiting, piracy 
and fraud. Its Discovery Engine can identify, filter 
and prioritise information on websites, blogs, forums, 
newsgroups and Internet Relay Chat. The technology 
applies advanced artificial intelligence techniques 
to the task of classifying information and pinpointing 
the most important findings for clients. 
Customers include banks and insurers, major film 
studios, copyright holders and their trade bodies, 
luxury goods firms, multi-brand corporations and 
the legal firms and marketing agencies that work 
with them. 
Envisional’s brand protection services include: the 
ImageFlare image matching software, providing 
accurate identification of logos and images even 
where a logo has been modified; an eBay monitoring 
service; and a service for companies with large 
networks of affiliates or resellers to enable them 
to ensure compliance. 
Envisional has started to exploit the cross-selling 
opportunities for brand protection services within 
the large NetNames customer base. These products 
– Domain Alert, Domain Monitor, Brand Monitor 
and eBay Auction Monitor – are standard packages 
of services, based on Envisional’s intelligent 
search technology. 
 at a Glance
Our business consists 
of five market 
leading services
Domain name 
management
Brand 
protection
www.netnames.com www.envisional.com GROUP NBT PLC ANNUAL REPORT 2009
03
The Online Business operates in both 
the consumer and the SME marketplace under 
four brands offering a full range of domain name, 
shared hosting and email services through fully 
transactional websites.
Easily.co.uk has more than 120,000 customers with 
a focus on offering low cost, good quality products 
backed up by exceptional support. The brand 
targets a number of niche markets, including the 
small business start up market, and has strategic 
partnerships with, amongst others, Virgin Media 
and Orange.co.uk, to provide services to their 
customers. More recently it has launched an 
ecommerce package that is targeted at businesses 
making their first steps in trading online.
The Speednames.com brand operates throughout 
Scandinavia, having provided domain name services 
since 2000. Speednames.com offers a wide range 
of domain name suffixes, coupled with excellent 
service. The main focus of Speednames.com is the 
business customer who wishes to secure a number 
of domain names in a variety of overseas markets. 
NetNames and NetBenefit both provide services 
online. Although these brands are targeted at 
customers for managed services they retain unique 
or specialist services for which there is continued 
demand from customers who buy online.
NetBenefit provides managed hosting 
services in the UK and France. It is focused on 
providing reliable and flexible managed hosting 
solutions designed to meet customers’ business 
requirements. Customers range from small start-ups 
looking for scalable solutions that will grow with 
their business requirements to financial services 
companies and major UK retailers for whom just 
minutes of downtime would translate into 
thousands of pounds in lost revenue.
NetBenefit works with customers directly and through 
an indirect channel model comprising digital agencies 
and IT consultancies. NetBenefit partners with 
a number of the UK’s top 100 digital agencies 
providing the hosting for online advertising 
campaigns for some of the world’s most 
recognisable brands. 
Services range from single server solutions to complex 
database clusters, they include high availability or 
disaster recovery solutions through multiple data 
centres allowing the provision of resilient web 
hosting deployed over dual sites. NetBenefit also 
provides Content Delivery Network services; 
backup and recovery services with EVault; and 
virtualisation services which are based upon 
either VMware or Microsoft’s Hyper-V .
NetBenefit’s newest data centre is entirely powered 
by renewable energy . This combined with the adoption 
of virtualisation, where a physical server is split up into 
a number of virtual machines, will allow NetBenefit 
to be more efficient in the way that it uses power 
in its data centres.
Ascio provides a white-label domain name 
registration service for partners such as Internet 
Service Providers (ISPs), Telcos, domain name 
resellers and Intellectual Property law firms. Ascio 
works exclusively through partners with a clear focus 
on providing the premium quality and exceptional 
service that domain name professionals need. 
Ascio’s is an automated service with a broad range 
of ccTLDs. It provides a registration engine that offers 
access to 250 top level domains (TLDs) through 
one standard interface. It is easily integrated into 
any existing order provisioning system using an 
XML-based API or standard email template. 
Ascio has over 300 partners throughout the world 
with particular emphasis on Continental Europe 
and has more than 1,000,000 domains under 
management. Partners include Cable and Wireless, 
Hostpoint and Telenor.
Partners are able to offer their customers a wide 
selection of TLDs without needing to invest in the 
infrastructure required to register names globally.
Ascio also provides powerful, packaged marketing 
campaigns to help its partners stimulate new business. 
These may be topical, themed or geographically 
targeted campaigns in a variety of different 
forms and media.
Online Managed 
hosting
Reseller 
services
www.speednames.com www.netbenefit.com www.ascio.com
www.easily.co.uk
digital 04
GROUP NBT PLC ANNUAL REPORT 2009
Chairman’s Statement
Group NBT made further strong progress over the year to 30 June 2009, demonstrating the strength of our business in the face of testing market conditions. 
We continue to benefit from the ongoing structural shift towards internet commerce.
Performance was especially strong in our two chief activities, which generate recurring revenues from corporate clients by managing their portfolios of internet 
domain names and by hosting their websites. We also achieved good growth in the Ascio Partner business providing infrastructure to companies who retail domain 
names to consumers.
Underlying pre-tax profit increased by 22% to £6.7 million, and underlying diluted EPS increased by 24% to 20.17 pence. These underlying figures exclude amortisation 
and restructuring costs. We had net gains from currency movements, and excluding these the growth rate would have been 13% for both underlying pre-tax 
profit and underlying diluted EPS.
In view of this performance, we are increasing the final dividend by 25% to 2.0 pence, subject to shareholder approval, making 3.0 pence for the full year – 
also 25% up from the previous year.
My thanks and best wishes for the future go to Jonathan Robinson, one of the founders of the Company, who stood down from the Board in June to pursue other 
interests. Following his departure, we have restructured our management team around our key services. My thanks also go to Tim Ashley who stepped down from 
the Board in October. Tim has been a Non-executive Director of Group NBT since 2000 and has played a significant part in the Group’s success. He will be replaced 
in due course.
The world economic slowdown has had some limited effects on us: specifically, slower new contract wins for corporate domain names, a higher churn rate 
in managed hosting, and a slower than anticipated take up of the innovative internet brand protection services of Envisional which we acquired two years ago.
Nevertheless, with our solid competitive position and attractive business model we see further good growth in the current year.
John Parcell chairman “
The strength of our business 
model is demonstrated by the 
strong progress we have made 
in these testing market conditions. 
” GROUP NBT PLC ANNUAL REPORT 2009
05
Group NBT has made excellent progress during the year under review, with good growth for both revenue and profit. This result has been achieved despite 
difficult and slowing markets and is testimony to the strength of our business model. As a result, during these turbulent times, Group NBT has consolidated 
its position as one of the leading international providers of brand protection and domain name management services and has become a significant provider 
of domain names to other ISPs through its reseller services.
Strategy Our ongoing strategy is to focus on our core markets, building streams of recurring revenue with further improvement in profitability . We have developed 
premium brands with high levels of added value for customers and will build on this position through geographic growth, continued automation of processes 
and by extending products into new markets.
Much of the Group’s revenue is contracted and most services provided are an essential part of our customers’ businesses. As a result, renewal rates have remained 
strong and new customer acquisition has been good. We also benefit from having customers from a broad spectrum of businesses internationally and from having 
a range of services that we provide to them.
market conditionS
Market conditions in the year under review were more challenging than in previous years. Customers’ projects took longer to come to fruition and lead times 
on new sales have extended. The market for domain names has had lower growth than in previous years. Overall there are around 183 million domain names 
registered with growth slowing from 26% in the previous year to 12% last year. 
Group NBT continues to be innovative, building new products to keep pace with technology and also to add value for our customers. This year we have redesigned 
our online management portal for domain names bringing additional functionality to create a market leading product. We have also replaced our network using the 
latest technology enabling us to provide highly resilient services.
Financial overview 
Revenue for the Group was £41.5 million for the year to 30 June 2009, up 18% on the previous year and up 10% on a constant currency basis. This growth 
is all organic but has benefited from currency movements as a significant part of our revenue is in other currencies. 
Profit before tax was £5.0 million, up 19% on the previous year. On an underlying basis excluding amortisation and restructuring costs, profit before tax was 
£6.7 million, up 22% on last year and up 13% on a constant currency basis. Underlying fully diluted earnings per share (EPS), excluding amortisation and 
restructuring costs, were 20.17 pence, up 24% on last year. As the integration of acquisitions made in the previous two years is largely complete we do not 
expect to incur significant costs related to this in the future.
The Company continues to be cash generative and at the end of the financial year the Group had net cash of £5.2 million, up from £0.7 million at the end 
of the previous year.
“
Group NBT has delivered an excellent set of 
results despite a challenging business environment. 
Our strategy remains constant and is focused 
on building increasingly profitable recurring 
revenue streams. Development of our premium 
services and brands combined with increased 
process efficiency will underpin long term 
profitable growth. The Board remains 
confident of further good performance.
”
Chief Executive’s Review GROUP NBT PLC ANNUAL REPORT 2009
06
c orPorate Brand ServiceS
Group NBT provides domain name management services and brand protection services to a wide range of companies internationally. We are the European market 
leader and one of only a small number of companies able to provide management of domain names from all registries worldwide. Our services, which we provide 
largely through the NetNames brand, allow users to keep control of their valuable intellectual property and help to protect against misuse of their name and brands 
on the Internet. Brand protection is provided through Envisional and is increasingly sold with domain name management services. Companies use our services to 
guard against fraud, the sale of counterfeit goods online, digital piracy and other infringements against their brands, products and services.
Revenue for Corporate Brand Services for the year under review was £20.7 million, up 21% on the previous year, up 13% on a constant currency basis. Within this, 
revenue for domain name management was £19.3 million and for brand protection services was £1.3 million. 
NetNames Platinum Service is the key product in this area, used by many large brand owners around the world. Companies are taking the management of their 
domain names more seriously as their use of the Internet grows and they understand the need to protect their brands. We continued to acquire new customers 
at a good rate during the last financial year, although at a slower pace than in the previous year. Performance was particularly good in the US, France, Switzerland 
and Germany. 
Speednames Business services are being integrated with NetNames; some customers will move to NetNames Platinum Service and the rest will form the basis 
for a lower tier service under the NetNames brand. Speednames will remain as an online brand. This process is under way and will be completed during this year. 
As the Internet matures it is increasingly difficult for companies to register their first choice of domain names, as a result our customers are using our services 
to buy names in the secondary market. Revenue from this service more than doubled in the year under review.
Envisional provides our brand protection services. Revenue for the year to 30 June 2009 was flat at £1.3 million. During the year we changed the structure of the 
product with the result that several unfavourable contracts were lost, without these losses revenue grew by 6%. In addition, during the year we launched a range 
of new products for sale to our NetNames Platinum Service customers with which we made good progress.
managed hoSting 
The Group provides managed hosting services in the UK and France. This market is not particularly international as the requirements for hosting have a local 
dimension better met by local suppliers. Revenue for managed hosting in the last financial year was £6.0 million, up 18% on the previous year . Our growth slowed 
last year for a number of reasons: we lost customers due to poor trading conditions, our customer base in this market proved to be less resilient than in domain 
management, growth in the market slowed globally with the UK particularly impacted, and we concentrated on improving our infrastructure which diverted 
resources from our sales effort. Nonetheless our performance remained solid and we are well placed to improve performance as the market improves.
During the year we completely replaced our technical infrastructure to allow the Group to provide resilient services to an increasingly demanding market. This significant 
investment in infrastructure included a completely new network capable of running a significantly larger number of customers. We also opened a new data centre 
facility and moved a significant number of customers to this new facility allowing us to close several older less efficient facilities. Technology changes in this market 
have moved rapidly, we are now able to offer customers the use of the latest technology including virtualisation and cloud computing.
aScio Partner BuSineSS
Ascio, our brand for resellers, had a very good year with revenue of £7.8 million, up 45% on the previous year and up 24% on a constant currency basis. 
Ascio allows ISPs and other companies to provide domain name services by linking to our technology on a white label basis. Ascio is particularly strong 
in Continental Europe where the requirement to register domain names with many different country suffixes gives Ascio a real competitive advantage.
The growth during the year was to some extent the result of exceptional sales made in the previous year where the transfer of these new customers’ business 
to Ascio was completed in the year under review. It is likely that this level of growth will not be repeated this year although the business continues to do well.
During the year under review we have added new partners at a steady rate similar to the previous year. These partners usually take time to build their business through 
the API so they will have more impact on revenue for this year than last year. We have been particularly successful in Eastern Europe but continue to build on our 
very good position in the Nordic countries. 
online ServiceS 
We provide a range of online services through multiple brands. We do not intend to compete in the mass markets, preferring to remain niche players where we can 
provide higher levels of service and charge premium prices. We concentrate on selling online services through Easily in the UK and Speednames Online in Europe. 
Revenue of £7.1 million for the year under review was down 8% on the previous year. This result is in line with expectations as we move sales in the NetNames 
and NetBenefit brands away from the online market. 
Chief Executive’s Review continued GROUP NBT PLC ANNUAL REPORT 2009
07
ProFit 
The overall gross margin rate was 73.2% in the year down from 77.5% in the previous year. This reduction was attributable to a number of factors; a change in revenue 
mix, data centre costs increasing, largely due to price rises; and higher domain name costs as the result of a stronger US Dollar relative to European currencies. 
Underlying operating profit, excluding amortisation and restructuring costs, at £6.7 million, increased 18% year-on-year and 10% on a constant currency basis. 
On this basis the margin was 16.2%, unchanged from last year. This was largely the result of a lower gross margin rate which was mitigated through cost control 
with normal operating costs increasing modestly on a constant currency basis. The result also benefited from net foreign currency gains arising from translation 
of monetary balances in the first half of the year. 
Underlying profit before tax, excluding amortisation and restructuring costs, at £6.7 million, increased 22% year-on-year and 13% on a constant currency basis. 
On this basis the margin was 16.2%, up from 15.6% last year, an improved net cash position and lower interest rates resulted in a lower net interest charge which 
increased the profit margin from last year. 
Given that a large proportion of the Group’s revenue and profit now arises outside the UK, currency fluctuations during the year have had a significant impact 
on the Group’s results through translation of the results of its foreign operations. Overall, this translation has had a beneficial impact on the Group’s results and 
to facilitate comparison, constant currency results have been provided as appropriate. The Group manages its currency exposure on an ongoing basis as part 
of its risk management process. 
On a statutory basis: operating profit was £5.0 million, up 14% from £4.4 million last year; profit before tax was £5.0 million, up 19% from £4.2 million last year; 
basic EPS was 15.68 pence, up 20% from 13.02 pence last year and diluted EPS was 15.30 pence, up 21% from 12.64 pence last year.
t aSxation A tax charge of £1.1 million (2008: £0.9 million) arose in the year representing an effective tax rate of 21.1% (2008: 22.3%). The effective tax rate on profit 
excluding amortisation, restructuring costs and related tax credits was 22.3% (2008: 23.4%).
The effective rate of tax is below the UK statutory rate of corporation tax of 28% due largely to utilisation and recognition of trading losses and other timing 
differences previously unrecognised given the uncertainty relating to their recoverability, and varying tax rates in non-UK jurisdictions. 
As a result of acquisitions made over recent years, the Group now operates in eight tax jurisdictions. The overall tax charge comprises the results from these 
businesses together with utilisation of losses as they become available. At 30 June 2009, the Group had estimated losses in excess of £11 million which had 
not been recognised as the timing of their utilisation and availability cannot be assessed with sufficient certainty at this time. 
caSh Strong cash generation in the second half of the year resulted in net cash balances of £5.2 million at year end, up from £1.8 million at 31 December 2008 
and £0.7 million at 30 June 2008.
Net cash inflow from operating activities in the year was £7.3 million compared to £7.8 million last year. While this level of cash generation is satisfactory, cash 
collection has been slower than anticipated due to a number of factors including economic conditions. We continue to monitor and manage our receivables closely. 
Expenditure on tangible fixed assets decreased to £1.5 million from £2.2 million last year, as anticipated, as the programme of upgrading our technical infrastructure 
started last year was largely completed during the year. During the year £0.2 million (2008: £1.0 million) was paid in respect of deferred consideration relating to 
the Envisional acquisition. 
At 30 June 2009, the Group had cash balances of £8.2 million (2008: £4.7 million) and debt of £3.0 million (2008: £4.0 million) before unamortised facility fees, 
resulting in a net cash balance of £5.2 million (2008: £0.7 million). The debt relates to a five-year bank loan of £5.0 million arranged in connection with the 
acquisition of our Danish business in January 2007 and is repayable in equal amounts over the loan term.
dividend An interim dividend of 1.0 pence was paid on 21 April 2009. A final dividend of 2.0 pence is proposed bringing the total for the year to 3.0 pence (2008: 2.4 pence). 
Subject to its approval at the Annual General Meeting on 26 November 2009, the final dividend will be payable on 11 January 2010 to shareholders on the register 
on 4 December 2009. 
geoFF wick S
chieF executive oFFicer GROUP NBT PLC ANNUAL REPORT 2009
08
Report on Corporate Governance
The Company is listed on AIM and is not required to comply with the provisions of the 2003 FRC Combined Code (the Code) and therefore this is not a statement 
of compliance as required by the Code. Nevertheless the Board is committed to ensuring that proper standards of corporate governance operate throughout the 
Group and has followed the principles of the Code so far as is practicable and appropriate for the nature and size of the Group.
A statement of the Directors’ responsibilities in respect of the financial statements is set out on page 14. Below is a brief description of the role of the Board and its 
Committees, followed by a statement regarding the Group’s system of internal controls. The Directors recognise the value of, and are committed to, high standards 
of corporate governance.
Board of directors
The Board currently comprises the Non-executive Chairman, the Chief Executive Officer, a further Executive and three Non-executive Directors. The Directors’ 
biographies, set out on page 9, demonstrate the broad range of experience and knowledge they bring to the Company enabling them to offer sound judgement 
on the proper management of the Group.
The Board meets at least ten times per year and has a schedule of matters specifically reserved for it for decision. It is responsible for approving the overall Group 
strategy, acquisitions, major capital expenditure projects, reviewing the trading performance, ensuring adequate funding and reporting to shareholders. To enable 
the Board to discharge its duties, management provides appropriate and timely information in advance of each meeting. All Directors have access to advice from 
the Company Secretary and are able to take independent professional advice as required.
The longest serving Directors, since their last appointment or reappointment, are John Parcell and Raj Nagevadia who offer themselves for re-election at the next 
Annual General Meeting.
The Board of Directors considers all the Non-executive Directors to be independent of management and, in making this decision, have had regard to guidance 
issued by several of the Group’s largest institutional investors. Richard Madden is the Senior Independent Director.
The following Committees deal with specific aspects of the Group’s affairs:
remuneration c ommittee
The Remuneration Committee is chaired by Keith Young. Its other members are John Parcell and Richard Madden. The Committee meets at least twice a year. 
The Committee’s report to shareholders on Directors’ remuneration is set out on pages 10 to 11. 
audit c ommittee
The Audit Committee is chaired by Richard Madden. Its other members are Keith Young and John Parcell. Meetings may also be attended, by invitation, by the 
Chief Executive Officer and the Finance Director. The Committee meets at least twice a year and provides a forum for reporting by the Group’s external auditors.
relationship with shareholders
Communication with shareholders is given high priority. The Chairman’s Statement and the Chief Executive’s Review on pages 4 to 7 include a detailed review 
of the business and future developments. There is regular dialogue with institutional shareholders including presentations after the Group’s announcements 
of the interim and annual results. The Company’s website carries reproductions of the Group’s financial reports and announcements.
The Annual General Meeting provides a further forum for private and institutional shareholders to communicate with the Board and their active participation 
is welcomed. Details of resolutions to be proposed at the Annual General Meeting are set out in the Notice of Annual General Meeting.
internal control
The Directors are responsible for the Group’s system of internal control and for reviewing its effectiveness. However, such a system can only provide reasonable, 
but not absolute, assurance against material misstatement or loss. The Board believes that the Group has internal control systems in place appropriate to the size 
and nature of its business.
An ongoing process for identifying, evaluating and managing the significant risks faced by the Group has been in place throughout the year . That process 
is regularly reviewed by the Board and accords with the Internal Control: Guidance for Directors, in the Combined Code.
The Board intends to keep its risk control procedures under constant review particularly as regards the need to embed internal control and risk management 
procedures further into the operations of business, both in the UK and overseas, and to deal with areas of improvement which come to management and the 
Board’s attention.
financial reporting
There is a comprehensive budgeting system with an annual budget approved by the Board. Monthly trading results, balance sheets and cash flow statements 
are reported against the budget and prior year. Updated forecasts are presented in light of the reported trading performance.
operating control
Each Executive Director has defined responsibility for specific aspects of the Group’s operations. The Executive Directors, together with key senior executives, 
meet regularly to discuss day-to-day operational matters.
investment appraisal
Capital expenditure is controlled via the budgetary process and set levels of authorisation. For expenditure beyond a specified level, a written proposal is submitted 
to the Board for approval.
risk management
The Board is responsible for identifying the major business risks faced by the Group and for determining the appropriate course of action to manage such risks.
All potential acquisitions are subject to appropriate due diligence. GROUP NBT PLC ANNUAL REPORT 2009
09
Board of Directors
John p arcell
non-executive chairman
John Parcell spent thirty years at Reuters Group plc, joining the main board in 1996, and was chief executive officer of Reuters Information, the group’s major 
division, in charge of all news reporting and financial data services. Since leaving Reuters in 2000, he has taken several non-executive appointments with smaller 
listed companies, development-stage businesses, and not-for-profit organisations.
geoff wicks
chief executive officer
Geoff Wicks joined the Board in September 2001. He had spent the previous twenty years with Reuters Group in a variety of roles, including heading various 
UK divisions and time in France and the Nordic region. Latterly he was director of corporate relations. Prior to Reuters, Geoff worked in the City within the 
banking and insurance industries.
raJ nagevadia
finance director
Raj Nagevadia joined Group NBT as Financial Controller in October 2003. He became Finance Director in February 2004 and joined the Board in November 2005. 
Prior to this Raj was financial controller at Tempo plc, a national electrical retailer, for six years and he has held various roles in an offshore oil and gas construction 
business and at a leading firm of accountants.
k eith Young mBe
non-executive director
Keith Young is an entrepreneur with considerable experience in the Internet, communications and publishing industries. He co-founded the Group NBT business 
in 1995 and was also a significant shareholder in Easynet Group plc prior to its flotation. In addition, he has significant interests in several other companies spanning 
a diverse range of sectors.
richard madden
non-executive director
Richard Madden is an investment banker and has experience in equity and M&A transactions throughout Europe and the USA. He qualified as a chartered 
accountant with Arthur Andersen and holds a degree in Classics from the University of Cambridge.
claus anderson
non-executive director
Claus Anderson is a partner in Nordic Venture Partners, a venture capital firm and a significant shareholder of Group NBT . Claus has been with Nordic Venture Partners 
since its inception in early 2000 and has focused primarily on enterprise software and internet-related investments. Prior to this he worked for a number of Nordic financial 
institutions as an investment banker in various European countries and holds a degree in Credit and Finance from Copenhagen Business School. GROUP NBT PLC ANNUAL REPORT 2009
10
The Company is listed on AIM and is therefore not required to prepare a report on Directors’ remuneration. The following information is voluntarily disclosed. 
remuneration c ommittee
The Committee consists of three Non-executive Directors: John Parcell and Richard Madden, under the chairmanship of Keith Young. None of the Committee 
members have any personal financial interests (other than as shareholders), conflicts of interest arising from cross-directorships or day-to-day involvement in 
running the business. The Committee consults the Chief Executive Officer about its proposals and has access to professional advice from inside and outside 
the Company. The Committee makes recommendations to the Board. No Director plays a part in any discussions about their own remuneration.
remuneration policY
Executive remuneration packages are prudently designed to attract, motivate and retain directors of the high calibre needed to maintain the Company’s position 
as a market leader. The performance measurement of the Executive Directors and key members of senior management and the determination of their annual 
remuneration package are undertaken by the Committee. The remuneration of the Non-executive Directors is determined by the Board within the limits set 
out in the Articles of Association.
There are four main elements of the remuneration package for Executive Directors and senior management:
à basic annual salary (including Directors’ fees) and benefits;
à annual bonus payments;
à share option incentives; and
à pension arrangements.
Basic salar Y
An Executive Director’s basic salary is determined by the Committee at the beginning of each year and when an individual changes position or responsibility. 
In deciding appropriate levels the Committee considers the Group as a whole and relies on objective research and independent surveys. Executive Directors’ 
contracts of service, which include details of remuneration, will be available for inspection at the Annual General Meeting. The Executive Directors are entitled 
to accept appointments outside the Company providing the Chairman’s permission is sought in advance.
annual Bonus pa Yments
The Committee establishes the objectives that must be met for each financial year if a cash bonus is to be paid and these objectives target both revenue and profit 
growth. Account is also taken of the relative success of the different parts of the business for which the Executive Directors are responsible and the extent to which 
the strategic objectives set by the Board are being met.
share options
The Board believes that long-term incentive schemes are important in retaining and recruiting high-calibre individuals and ensuring that the performance 
of executives is focused on creating long term shareholder value. Awards of options will be considered by the Committee on an ongoing basis.
directors’ pensions
Up to 10% of salary is paid by the Company into Directors’ personal pension schemes, although they may also sacrifice basic annual salary to supplement pension contributions.
performance graph
The following graph shows the Company’s share price performance, compared with the performance of the FTSE AIM and the FTSE Small Cap Indices. The FTSE AIM 
Index was selected as the Company is a constituent of that index. The FTSE Small Cap Index was selected, as this is believed to be the most appropriate and broad 
comparator of the Company’s performance.
Jul Y 2004 to June 2009
directors’ contracts
Executive Directors currently have up to six-month rolling service contracts. The Company may have a contractual obligation to pay compensation 
for the unexpired portion of a Director’s contract if it is terminated early together with related payments, if any, at the discretion of the Committee.
non-executive directors
All Non-executive Directors have between six-month and twelve-month rolling contracts. Remuneration is determined by the Board based within the limits 
set out in the Articles of Association and based upon independent surveys of fees paid to non-executive directors of similar companies. The fee paid to each 
Non-executive Director in the year was £20,000 with the exception of Claus Anderson, who did not receive a fee. John Parcell received £27,500 for his services 
as Non-executive Chairman. 
Directors’ Remuneration Report
400
300
200
100
0
(100)
Change %
June 2005 June 2006 June 2007 June 2008 June 2009
Group NBT
AIM
FTSE Small Cap GROUP NBT PLC ANNUAL REPORT 2009
11
directors’ remuneration
Directors’ remuneration for the year was as follows:
     Compensation 
   Annual  for loss Other  2009  2008 
  Fees bonuses Pensions of office benefits Total Total 
  £’000 £’000 £’000 £’000 £’000 £’000 £’000
J Parcell  28  —  —  —  —  28  23 
G Wicks  165  79  —  —  9  253  241 
J Robinson (resigned 5 June 2009)  132  72  22  175  9  410  223 
R Nagevadia   122  65  14  —  8  209  197 
K Young  20  —  —  —  —  20  17 
R Madden  20  —  —  —  —  20  17 
C Anderson  —  —  —  —  —  —  — 
T Ashley (resigned 12 October 2009)  20  —  —  —  —  20  17 
Year ended 30 June 2009  507  216  36  175  26  960  735 
Year ended 30 June 2008  479  201  34  —  21     
Other benefits consist of car allowances and private health insurance.
share options
Details of current Directors’ interests in share options of the Company are set out below:
  At Granted Exercised at Exercise    
  1 July during during 30 June price Date of Exercisable Expiry 
 Scheme  2008 the year the year  2009 £ grant from date
G Wicks EMI  450,000  —  —   450,000  0.25 30/06/03 30/06/04 28/06/14
 Unapproved  105,000   —   —   105,000  0.25 30/06/03 30/06/04 27/06/13
 Unapproved  70,000   —   —   70,000  3.14 26/03/07 01/07/07 23/03/17
 Unapproved  50,000   —   —   50,000  3.03 18/07/07 30/06/08 15/07/17
 Unapproved  —   50,000   —   50,000  2.29 22/07/08 30/06/09 22/07/18
   675,000   50,000   —   725,000     
R Nagevadia EMI  4,000  —  —   4,000  0.01 07/04/04 30/06/04 05/04/14
 EMI  38,610   —   —   38,610  1.30 10/04/06 10/04/06 07/04/16
 EMI  14,000  —   —   14,000  3.14 26/03/07 01/07/07 23/03/17
 Unapproved  56,000  —   —   56,000  3.14 26/03/07 01/07/07 23/03/17
 Unapproved  50,000   —   —   50,000  3.03 18/07/07 30/06/08 15/07/17
 Unapproved  —   50,000   —   50,000  2.29 22/07/08 30/06/09 22/07/18
 Unapproved  —   25,000  —   25,000  2.29 22/07/08 22/07/08 22/07/18
   162,610   75,000  —   237,610     
R Madden Unapproved  100,000   —   —   100,000  1.30 10/04/06 10/04/06 07/04/16
 Total options  937,610   125,000   — 1,062,610     
Details of Directors’ interests in share options of the Company who left during the year are set out below:
  At Granted Exercised at Exercise    
  1 July during during 30 June price Date of Exercisable Expiry 
 Scheme  2008 the year the year  2009 £ grant from date
J Robinson EMI  180,000   —   180,000   —  0.25 30/06/03 30/06/04 27/06/13
(resigned 5 June 2009) EMI  18,000  —  —   18,000  3.14 26/03/07 01/07/07 23/03/17
 Unapproved  52,000  —  —   52,000  3.14 26/03/07 01/07/07 23/03/17
 Unapproved  50,000  —  —   50,000  3.03 18/07/07 30/06/08 15/07/17
 Unapproved —   50,000  —   50,000  2.29 22/07/08 30/06/09 22/07/18
   300,000   50,000   180,000   170,000     
The ordinary share price ranged from £1.83 to £2.62 during the year and stood at £2.17 at the year end.
On behalf of the Board
k eith Young
chairman of the remuneration c ommittee
23 octoBer 2009  GROUP NBT PLC ANNUAL REPORT 2009
12
The Directors present their Annual Report and Accounts for the year ended 30 June 2009.
principal activities
The principal activities of the Group during the year were the provision of domain name, web hosting, brand protection and other internet related services.
Business review
A review of the business and future developments together with the key performance indicators of business performance is set out in the Chairman’s Statement 
and the Chief Executive’s Review on pages 4 to 7.
results and dividends
The results of the Group for the year are shown in the Consolidated Income Statement on page 16.
An interim dividend of 1.0 pence (2008: 0.8 pence) per ordinary share was paid on 21 April 2009. The Directors recommend the payment of a final dividend 
of 2.0 pence per ordinary share making the total for the year of 3.0 pence per share (2008: 2.4 pence).
principal risks and future developments
The Directors believe that the principal risks faced by the Group arise in the areas of its products and services sold to customers, its technology platforms 
and its staff.
The Group’s services are primarily delivered over the Internet via a complex technical infrastructure. We operate in an environment where there may be rapid 
changes in the market, technology and operational methodologies. The Group therefore has an ongoing programme of market and competitive review, product 
and services development and infrastructure enhancement.
The Group operates in growing markets with varying degrees of competition in the different sectors it serves. In the domain name management market, where the 
Group has operations in both Europe and the US, it has a leading position in Europe primarily through its high market share in the UK. While its position in the US 
is steadily improving, this market is home to the Group’s major domain name management competitors. The managed hosting market, where the Group operates 
largely in the UK, has fragmented competition and the Group has positioned itself as a mid-market specialist provider. The online market is large with substantial 
competition and the Group differentiates its offering through cost effective solutions with after sales service.
The Group’s products, services and infrastructure are supported by skilled staff; from account management and fulfilment through to technical support. The Group 
is therefore reliant upon its ability to attract, train and retain the right mix of staff.
The Directors monitor the risks facing the Group on a regular basis.
financial risks
Details of the Group’s financial risks together with exposures to interest rate, credit, liquidity and currency risks are contained in note 19 Financial instruments, 
in the Notes to the Consolidated Financial Statements.
directors
The Directors of the Company who served during the year to 30 June 2009 are shown below together with their interests in the shares of the Company at the year end.
       at At 
        30 June 2009  1 July 2008
J Parcell       1,575,877 1,575,877
G Wicks       50,000 50,000
J Robinson (resigned 5 June 2009)       —  1,330,322
R Nagevadia        2,500 2,500
K Young       1,187,432 1,348,902
R Madden       — —
C Anderson*       — —
T Ashley (resigned 12 October 2009)       1,912,500 1,907,500
* Claus Anderson is a partner in Nordic Venture Partners K/S, a venture capital firm, which also had a substantial shareholding in the ordinary share capital of the Company. 
Tim Ashley, a Non-executive Director who resigned on 12 October 2009, sold 700,000 ordinary shares in the Company on 5 October 2009 resulting in a holding 
of 962,500 ordinary shares representing 3.8% of the issued share capital at that date.
The Directors’ interests in share options of the Company are detailed on page 11. 
In accordance with the Company’s Articles of Association, John Parcell and Raj Nagevadia, retire by rotation and offer themselves for re-election at the next 
Annual General Meeting.
directors’ and officers’ liaBilitY insurance and indemnities
The Company has purchased insurance to cover its Directors and officers against any costs arising from defending themselves in legal proceedings taken against 
them as a direct result of duties carried out on behalf of the Company.
As at the date of this report, indemnities are in force under which the Company has agreed to indemnify the Directors, to the extent permitted by law and by the 
Company’s Articles of Association, in respect of losses arising out of, or in connection with, the execution of their powers, duties and responsibilities, as Directors 
of the Company or any of its subsidiaries.
Directors‘ Report GROUP NBT PLC ANNUAL REPORT 2009
13
suBstantial shareholdings
At 5 October 2009, the Company had or had been notified of the following holdings of 3% or more in the ordinary share capital of the Company excluding 
Directors’ interests shown on page 12:
       Number %
BlackRock Investment Management*        3,698,924 14.6%
Herald Investment Management        2,533,250 10.0%
Nordic Venture Partners K/S        1,807,268 7.1%
Artemis Investment Management       1,696,610 6.7%
Hargreave Hale Limited*        781,625 3.1%
* Part or all of the holdings arise as a result of discretionary investment management arrangements.
Jonathan Robinson, an Executive Director who resigned on 5 June 2009, held 1,510,322 ordinary shares in the Company representing 5.9% of the issued share 
capital at the above date.
emplo Yees
Group NBT offers a wide range of services to companies and relies on the knowledge and expertise of its staff. The Company endeavours to ensure that it consistently 
improves the Group’s performance by attracting and retaining the right people and by developing the skills of its staff through training and development programmes.
Performance is rewarded on merit without regard to gender, age, race, colour, religion, sexual orientation or marital status. The Company encourages the involvement 
and participation of staff in building a successful business. Communication plays a key part in creating an environment in which all staff can contribute and develop 
to their full potential.
environment
The Group acknowledges the importance of environmental matters and where possible utilises environment friendly policies in its offices such as recycling and 
energy efficient practices. The data centre facility opened during the year is powered by renewable energy and its design incorporates important initiatives which 
result in savings on energy used.
supplier pa Yment policY
The Group agrees terms and conditions with individual suppliers at the time orders for the services are placed. It is the Group’s policy to make payment 
in accordance with those terms and conditions providing they have been fully complied with by the supplier.
The Group’s creditor days at 30 June 2009, calculated in accordance with the requirements of the Companies Act 2006, were 29 (2008: 34). 
research and development
The Group operates within the rapidly developing internet environment. There are few, if any, proprietary systems available to meet its product requirements and 
as a result the Group has developed, in-house, the systems required to meet its customers’ needs. These costs of research and development have been written-off 
to the Consolidated Income Statement as they are incurred where permitted by IAS 38 Intangible Assets and not carried forward as assets in the Group’s Balance Sheet.
going concern
A review of the Group’s activities, market conditions, performance in the year under review, details of its cashflows and financial position are set out in the 
Chairman’s Statement and the Chief Executive’s Review on pages 4 to 7. 
After making appropriate enquiries, the Directors have formed a judgement at the time of approving the Annual Accounts that there is a reasonable expectation 
that the Group has adequate resources to continue in operational existence for the foreseeable future. For this reason, the Directors continue to adopt the going 
concern basis in preparing the Annual Accounts.
annual general meeting
The Notice of the Annual General Meeting of the Company, which will be held on 26 November 2009, and the resolutions proposed are set out in the Notice of Annual 
General Meeting. The Board of Directors believes that the resolutions proposed are in the best interests of the shareholders and therefore recommend that the 
shareholders vote in favour of those resolutions.
auditors
All of the Directors have taken all the steps that they ought to have taken to make themselves aware of any relevant audit information and to establish that the 
auditors are aware of that information. The Directors are not aware of any relevant audit information of which the auditors are unaware.
A resolution to reappoint BDO LLP as auditors will be proposed at the next Annual General Meeting.
By order of the Board
raJ nagevadia
c ompanY secretar Y
23 octoBer 2009 GROUP NBT PLC ANNUAL REPORT 2009
14
Statement of Directors’ Responsibilities
The Directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations. 
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the Consolidated 
Financial Statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union and the Company financial statements 
in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the 
Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and Company and 
of the profit or loss of the Group for that period. The Directors are also required to prepare financial statements in accordance with the rules of the London Stock Exchange 
for companies trading securities on AIM. 
In preparing these financial statements, the Directors are required to:
à select suitable accounting policies and then apply them consistently;
à make judgements and accounting estimates that are reasonable and prudent;
à  state whether they have been prepared in accordance with IFRSs as adopted by the European Union, subject to any material departures disclosed 
and explained in the financial statements; and
à prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company’s transactions and disclose with 
reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the requirements 
of the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention 
and detection of fraud and other irregularities.
weBsite puBlication
The Directors are responsible for ensuring the Annual Report and the financial statements are made available on a website. Financial statements are published 
on the Company’s website in accordance with legislation in the United Kingdom governing the preparation and dissemination of financial statements, which 
may vary from legislation in other jurisdictions. The maintenance and integrity of the Company’s website is the responsibility of the Directors. The Directors’ 
responsibility also extends to the ongoing integrity of the financial statements contained therein. GROUP NBT PLC ANNUAL REPORT 2009
15
Report of the Independent Auditors
independent auditors’ report to the shareholders of group nBt plc
We have audited the financial statements of Group NBT plc for the year ended 30 June 2009 which comprise the Consolidated Income Statement, the Consolidated 
Statement of Changes in Equity, the Consolidated and Company Balance Sheets, the Consolidated Cash Flow Statement and the related notes. The financial 
reporting framework that has been applied in the preparation of the Group financial statements is applicable law and International Financial Reporting Standards 
(IFRSs) as adopted by the European Union. The financial reporting framework that has been applied in preparation of the Parent company financial statements 
is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice). 
This report is made solely to the Company’s members, as a body, in accordance with sections 495 and 496 of the Companies Act 2006. Our audit work has been 
undertaken so that we might state to the Company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. 
To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s members as a body, 
for our audit work, for this report, or for the opinions we have formed.
respective responsiBilities of directors and auditors
As explained more fully in the Statement of Directors’ Responsibilities, the Directors are responsible for the preparation of the financial statements and for being 
satisfied that they give a true and fair view. Our responsibility is to audit the financial statements in accordance with applicable law and International Standards 
on Auditing (UK and Ireland). Those standards require us to comply with the Auditing Practices Board’s (APB’s) Ethical Standards for Auditors. 
scope of the audit of the financial statement s
An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance that the financial statements 
are free from material misstatement, whether caused by fraud or error. This includes an assessment of: whether the accounting policies are appropriate to the Group’s 
and the Parent company’s circumstances and have been consistently applied and adequately disclosed; the reasonableness of significant accounting estimates 
made by the Directors; and the overall presentation of the financial statements. 
opinion on financial statement s
In our opinion: 
à  the financial statements give a true and fair view of the state of the Group’s and the Parent company’s affairs as at 30 June 2009 and of the Group’s profit 
for the year then ended;
à  the Group financial statements have been properly prepared in accordance with IFRSs as adopted by the European Union;
à  the Parent company’s financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
à  the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
opinion on other matters prescriBed BY the c ompanies act 2006
In our opinion the information given in the Directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements. 
matters on which we are required to report BY exception
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
à  adequate accounting records have not been kept by the Parent company, or returns adequate for our audit have not been received from branches 
not visited by us; or
à  the Parent company financial statements are not in agreement with the accounting records and returns; or
à  certain disclosures of directors’ remuneration specified by law are not made; or
à  we have not received all the information and explanations we require for our audit.
scott mcnaughton (senior statutor Y auditor)
f or and on Behalf of Bdo llp , statutor Y auditor
l ondon
united k ingdom
23 octoBer 2009
BDO LLP is a limited liability partnership registered in England and Wales (with registered number OC305127). GROUP NBT PLC ANNUAL REPORT 2009
16
        2009  2008 
      Note £’000  £’000 
revenue      3 41,525  35,281 
Cost of sales       (11,119)  (7,926) 
Gross profiT          30,406  27,355 
Operating expenses       (25,368)  (22,939) 
opera TinG profiT         5,038 4,416
Operating profit          5,038  4,416 
Amortisation       942 782
Restructuring costs       760  515
underl YinG opera TinG profiT          6,740  5,713
Finance income      6 128  124 
Finance expense      7 (141) (329)
profiT before T axa Tion          5,025  4,211 
Taxation      8 (1,061) (939)
profiT for The Y ear          3,964  3,272 
earninGs per share     
Basic      10 15.68p 13.02p
Diluted      10 15.30p 12.64p
All amounts relate to continuing activities.
Consolidated Income Statement 
for the year ended 30 June 2009
The notes on pages 20 to 35 form part of these Consolidated Financial Statements. GROUP NBT PLC ANNUAL REPORT 2009
17
Consolidated Balance Sheet 
as at 30 June 2009
        2009  2008 
      Note £’000  £’000 
asseT s   
non-currenT asseT s   
Goodwill      11 28,598  27,430 
Other intangible assets      11 2,610  3,370 
Property, plant and equipment      12 2,532  2,661 
Deferred tax asset      15 1,011  1,050 
        34,751  34,511 
currenT asseT s   
Trade and other receivables      14 6,879  4,995 
Cash and cash equivalents      24 8,157  4,658 
        15,036  9,653 
To Tal asseT s        49,787  44,164 
liabiliTies   
currenT liabiliTies   
Bank loan      17 (983) (983)
Trade and other payables      16 (13,255) (11,290)
Taxation       (1,060) (620)
Provision      18 (284) — 
        (15,582) (12,893)
non-currenT liabiliTies   
Bank loan      17 (1,974) (2,957)
Provision      18 —  (643)
        (1,974) (3,600)
   
To Tal liabiliTies        (17,556) (16,493)
neT asseT s        32,231  27,671 
capiT al and reserves   
Called up share capital      20 254  251
Share premium account       3,536  3,487
Merger reserve       12,008  12,008
Other reserve       1,467  1,269
Cumulative translation reserve       4,086  3,081
Profit and loss account       10,880  7,575
To Tal equiTY        32,231  27,671 
These financial statements were approved by the Board of Directors and authorised for issue on 23 October 2009.
Signed on behalf of the Board of Directors
geoff wicks
chief executive officer
The notes on pages 20 to 35 form part of these Consolidated Financial Statements. GROUP NBT PLC ANNUAL REPORT 2009
18
Consolidated Statement of Changes in Equity
for the year ended 30 June 2009
       Cumulative  
  Share Share Merger Other translation Retained  
  capital premium reserve reserve reserve profit  Total 
  £’000 £’000 £’000 £’000 £’000 £’000 £’000
Year ended 30 June 2009       
Balance at 1 July 2008  251 3,487 12,008 1,269 3,081 7,575 27,671
Exchange translation differences  — —  —  —  1,005 — 1,005
Deferred tax recognised directly in equity  — — —  27 — — 27
Net income recognised directly in equity  —  —  —  27 1,005 —  1,032
Profit for the period  —  — — — — 3,964 3,964
Total recognised income  —  —  —  27 1,005 3,964 4,996
Dividends  — — — — — (659) (659)
Share-based payment credit  — — — 171 — — 171
Issue of share capital  3 49 —  — — — 52
balance a T 30 June 2009  254 3,536 12,008 1,467 4,086 10,880 32,231
YEAR ENDED 30 JUNE 2008       
Balance at 1 July 2007  248 3,487 10,751 1,355 71 4,806 20,718
Exchange translation differences  —  —  —  —  3,010 —  3,010
Deferred tax recognised directly in equity  —  —  —  (263) —  —  (263)
Net income recognised directly in equity  —  —  —  (263) 3,010 —  2,747
Profit for the period  —  —  —  —  —  3,272 3,272
Total recognised income and expense  —  —  —  (263) 3,010 3,272 6,019
Dividends  —  —  —  —  —  (503) (503)
Share-based payment credit  —  —  —  177 —  —  177
Issue of share capital  3 —  1,257 —  —  —  1,260
Balance at 30 June 2008  251 3,487 12,008 1,269 3,081 7,575 27,671
The notes on pages 20 to 35 form part of these Consolidated Financial Statements. GROUP NBT PLC ANNUAL REPORT 2009
19
Consolidated Cash Flow Statement
for the year ended 30 June 2009
        2009  2008 
       £’000  £’000 
cash flow from opera TinG ac TiviTies   
Profit before taxation       5,025 4,211
Finance (income)/expense (net)       13 205
Depreciation and amortisation       2,574 2,271
Loss on disposal of assets       —  6
Share-based payments       171 177
Exchange differences       (534) (408)
Increase in trade and other receivables       (1,884) (54)
Increase in trade and other payables        1,966 1,420
Cash generated from operations       7,331 7,828
Taxation paid       (622) (1,151)
neT cash inflow from opera TinG ac TiviTies        6,709 6,677
cash flow from invesTinG ac TiviTies   
Interest received       128 124
Purchase of property, plant and equipment       (1,452) (2,190)
Purchase of subsidiary undertakings       (155) (1,223)
Net cash acquired with subsidiary undertaking       —  34
neT cash ouTflow from invesTinG ac TiviTies        (1,479) (3,255)
cash flow from financinG ac TiviTies   
Interest paid       (141) (329)
Dividends paid       (659) (503)
Long term loan repayments       (983) (983)
Proceeds from issue of share capital       52 — 
neT cash ouTflow from financinG ac TiviTies        (1,731) (1,815)
neT increase in cash and cash equivalenT s        3,499 1,607
cash and cash equivalenT s a T sTar T of Y ear       4,658 3,051
cash and cash equivalenT s a T end of Y ear        8,157 4,658
The notes on pages 20 to 35 form part of these Consolidated Financial Statements. GROUP NBT PLC ANNUAL REPORT 2009
20
Notes to the Consolidated Financial Statements
for the year ended 30 June 2009
1 accounting policies
general information
Group NBT plc (the Company) and its subsidiaries (together the Group) is a leading provider of domain names and internet-related services. 
Operating in eight countries, it has 290 employees.
The Company is a public limited company incorporated and domiciled in the UK. The address of the registered office is 3rd Floor, Prospero House, 
241 Borough High Street, London SE1 1GA.
The Company is listed on AIM.
a) Basis of preparation 
The Consolidated Financial Statements have been prepared in accordance with EU endorsed International Financial Reporting Standards (IFRS) and the IFRIC 
interpretations issued by the IASB and the Companies Act 2006 applicable to companies reporting under IFRS. The Consolidated Financial Statements are prepared 
under the historic cost convention as modified by share options measured at fair value through the income statement.
The principal accounting policies of the Group are set out below:
b) Basis of consolidation
The Consolidated Financial Statements of the Group comprise the financial statements of the Company and entities controlled by the Company (its subsidiaries) 
at the balance sheet date. Control is achieved where the Company has the power to govern the financial and operating policies of a subsidiary so as to obtain 
benefits from its activities. 
The results of subsidiaries acquired (or disposed of) in the year are included (or excluded) in the Consolidated Income Statement from the effective date 
of acquisition or up to the effective date of disposal, as appropriate.
All intra-group transactions, balances, income and expenses are eliminated on consolidation.
c) Business combinations
The acquisition of subsidiaries is accounted for using the purchase method. The cost of acquisition is measured as the aggregate of the fair values of the underlying 
assets, liabilities and equity instruments in exchange for control of the acquiree, plus any costs directly attributable to the business combination.
d) revenue recognition
Revenue is derived from the Group’s principal activity of the provision of internet-related services covering domain name management, web hosting and brand 
protection services. Revenue is measured as the fair value of the consideration received or receivable; and represents amounts receivable for services provided 
in the normal course of business, net of discounts, VAT and other sales related taxes. Where services are invoiced in advance, revenue is deferred in the balance 
sheet until the services are provided. 
e) goodwill
Goodwill represents the excess of the fair value of consideration over the fair value of the identifiable net assets at the date of their acquisition. Goodwill is recognised 
as an asset and reviewed annually for impairment. Any impairment is recognised immediately in the income statement and is not subsequently reversed. On disposal 
of a subsidiary, the attributable amount of goodwill is included in the determination of the profit and loss on disposal. Goodwill is denominated in the functional 
currency in which the acquired entity operates.
f) impairment of assets
Goodwill is allocated to cash generating units for the purposes of impairment testing. The recoverable amount of the cash generating unit to which the goodwill 
relates is tested annually for impairment or when events or changes in circumstances indicate that it might be impaired. The carrying values of property, plant and 
equipment and intangible assets other than goodwill are reviewed for impairment only when events indicate that the carrying value may be impaired.
In an impairment test, the recoverable amount of the cash generating unit or asset is estimated to determine the extent of any impairment loss. The recoverable 
amount is the higher of fair value less costs to sell, and the value-in-use to the Group. An impairment loss is recognised to the extent that the carrying value exceeds 
the recoverable amount.
In determining a cash generating unit’s or asset’s value-in-use, estimated future cash flows are discounted to their present value using a post-tax discount rate that 
reflects current market assessments of the time value of money and risks specific to the cash generating unit or asset, that have not already been included in the 
estimate of future cash flows.
g) other intangible assets
Intangible assets purchased separately, such as domain names, are capitalised at cost and amortised over their useful economic life. Intangible assets acquired 
through a business combination such as customer lists and intellectual property are initially measured at fair value and amortised over their useful economic life. 
Amortisation of intangible assets is charged to the income statement on a straight-line basis over the estimated useful lives of each intangible asset. Intangible 
assets are amortised from the date they are available for use.
The estimated useful lives are as follows: 
à  domain names   – 20 years
à  technology-based assets – 5 to 7 years
à  non-compete agreements  – 1 year
à  customer lists  – 5 years GROUP NBT PLC ANNUAL REPORT 2009
21
1 accounting policies continued
general information continued
h) property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation. The cost of an item of property, plant and equipment comprises its purchase 
price and any costs directly attributable to bringing the asset into use. Depreciation is calculated to write down the cost of all property, plant and equipment 
to their estimated residual value over their expected useful economic life as follows:
à  computer equipment  – 2 to 4 years
à  fixtures, fittings and equipment – 3 years
à  leasehold improvements   – over the period of the lease
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date. The gain or loss arising on the disposal or retirement 
of an asset is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in the income statement. 
i) t axation
The tax expense represents the aggregate of the tax currently payable and deferred tax. The tax currently payable is based on taxable profit for the period. 
The Group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date. 
Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements 
and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax assets 
are generally recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. 
The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable 
profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when 
the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited 
directly to equity, in which case the deferred tax is also charged or credited directly to equity.
j) f inancial instruments
Financial assets and liabilities are recognised on the Group’s balance sheet when the Group becomes a party to the contractual terms of the financial instrument.
f inancial assets – loans and receivables
à  Cash and cash equivalents
 Cash and cash equivalents include cash at bank and in hand and short-term deposits with an original maturity period of less than three months.
à  Trade and other receivables
  Trade receivables do not carry any interest and are stated at their fair value on initial recognition, and then subsequently at amortised cost as reduced 
by appropriate allowances for estimated irrecoverable amounts.
f inancial liabilities – held at amortised cost
à  Trade payables
 Trade payables are not interest bearing and are stated at their fair value on initial recognition, and then subsequently at amortised cost.
à  Loans and borrowings
  Bank borrowings represent interest bearing loans which are recorded at fair value on initial recognition, being proceeds received net of direct issue costs. 
Finance charges are accounted for on an accruals basis and are recognised in the income statement over the term of the borrowing using the effective 
interest rate method.
à  Capital
  Financial instruments issued by the Group are treated as equity if the holders have only a residual interest in the assets of the Group after the deduction of all 
liabilities. The Group’s ordinary shares are classified as equity instruments. For the purposes of the disclosures given in note 20 the Group considers its capital 
to comprise its ordinary share capital, share premium and accumulated retained earnings.
k) f oreign currencies
Transactions in foreign currencies are translated into the functional currency, Sterling, at the rate ruling on the date of the transaction. Exchange differences arising 
from the movement in rates between the date of transaction and the date of settlement are taken to the income statement as they arise. 
Assets and liabilities (including goodwill and intangible assets which are allocated to overseas income generating units) of overseas subsidiaries are translated 
into Sterling at the rate ruling on the balance sheet date. The results of these subsidiaries are translated at an average rate of exchange for the year. 
Exchange gains or losses arising on the translation of the opening net assets of an overseas subsidiary, together with exchange differences arising on the use of the 
average rate of exchange, are taken directly to shareholders’ equity and recognised in the cumulative translation reserve. On disposal of a foreign subsidiary, the 
cumulative translation differences are recycled to the income statement and recognised as part of the gain or loss on disposal.
The main foreign currency exchange rates used in the financial statements to consolidate the overseas subsidiaries are as follows:
    Closing rate  Average rate
      2009  2008  2009  2008
US Dollar     1.65 1.99 1.61 2.00
Euro     1.18 1.26 1.17 1.37
Danish Krone     8.76 9.43 8.75 10.19 GROUP NBT PLC ANNUAL REPORT 2009
22
Notes to the Consolidated Financial Statements continued
for the year ended 30 June 2009
1 accounting policies continued
general information continued
l) l eases
Assets held under finance leases and hire purchase contracts are capitalised at their fair value on the inception of the leases and depreciated over the shorter of the 
period of the lease and the estimated useful economic life of the assets. The finance charges are allocated over the period of the lease in proportion to the capital 
amount outstanding and are charged to the income statement. Operating lease rentals are charged to the income statement in equal amounts over the lease term.
m) retirement benefit costs
The Company makes contributions to a defined contribution plan for Directors and employees. The amount charged to the income statement in respect of pension 
costs is the contributions payable in the year.
n) share-based payments
The Group operates an equity-settled, share-based compensation plan. The fair value of the services received is determined by the fair value of the options granted 
which in turn is recognised as an employee expense with a corresponding increase in equity. The fair value of an option is measured at the grant date using the 
Black-Scholes valuation model taking into account the terms and conditions of grant and the resulting fair value spread over the vesting period. Non-market vesting 
conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance sheet date so that, ultimately, the cumulative 
amount recognised over the vesting period is based on the number of options that eventually vest.
o) dividends 
Equity dividends are recognised when they become legally payable. Interim dividends are recognised when paid. Final dividends are recognised when approved 
by the Company’s shareholders at the Annual General Meeting.
p) segment reporting
A business segment is a group of assets and operations whose operating results are regularly reviewed by the Group’s Board, and for which discrete financial 
information is available. A geographical business segment is engaged in providing services within a particular economic environment that is subject to risks and 
returns that are different from those of segments operating in other economic environments.
The Group early adopted IFRS 8 Operating segments (effective on or after 1 January 2009). This standard replaces IAS 14 in respect of the disclosure of segmental 
information.
q) provisions
Provisions are recognised when the Group has a present obligation as a result of a past event, and it is probable that the Group will be required to settle that obligation. 
Provisions are measured at the Directors’ best estimate of the expenditure required to settle the obligation at the balance sheet date and are discounted to present 
value where the effect is material.
r) research and development
An internally generated intangible asset arising from the Group’s development is recognised only if all the following conditions are met:
à  an asset is created that can be identified;
à  it is probable that the asset created will generate future economic benefits; and
à  the development cost of the asset can be measured reliably.
Internally generated intangible assets are amortised on a straight-line basis over their useful lives. The amortisation charge is within total net operating expenses 
on the face of the income statement.
Where no internally generated asset can be recognised, development expenditure is recognised as an expense in the period in which it is incurred.
s) holiday pay accrual
Employee benefit accruals are made in respect of holiday entitlements that have accrued to employees but have not been taken at the balance sheet date.
t) adoption of new and revised ifrss
The following new standards and interpretations, which have been issued by the IASB and IFRIC, are effective for future periods and have not been adopted early 
in these Consolidated Financial Statements. The Directors anticipate that the future adoption of these standards, interpretations and amendments listed below will 
not have a material impact on the Group’s financial statements. Though the adoption of IAS 1 will impact disclosure within the financial statements and the adoption 
of IFRS 3 will impact the basis of accounting for future acquisitions.
Standard or interpretation Effective for periods beginning Endorsed for use in the EU
Amendments to IAS 1 Presentation of financial statements – revised presentation  1 January 2009 No
Amendment to IAS 23 Borrowing costs    1 January 2009 No
Amendments to IAS 27 Consolidated and separate financial statements   1 July 2009 No
Amendments to IAS 32 and IAS 1 Puttable instruments and obligations arising on liquidation  1 January 2009 No
Revised IFRS 3 Business combinations    1 July 2009 No
Amendment to IFRS 2 Share-based payment: vesting conditions and cancellations  1 January 2009 No
Amendment to IFRS 7 Improving disclosures about financial instruments   1 January 2009 No
Revised amendment to IFRS 7 Improving disclosures about financial instruments   1 January 2009 No
IFRIC 16 Hedges of a net investment in a foreign operation    1 October 2008 No GROUP NBT PLC ANNUAL REPORT 2009
23
2 critical accounting estimates and Judgements
In preparing the Consolidated Financial Statements, management has to make judgements on how to apply the Group’s accounting policies and make estimates about 
the future. The critical judgements that have been made in arriving at the amounts recognised in the Consolidated Financial Statements and the key sources of estimation 
uncertainty that have a significant risk of causing a material adjustment to the carrying value of assets and liabilities in the next financial year are discussed below:
acquisitions
When acquiring a business, the Directors have to make judgements and best estimates about the fair value allocation of the purchase price and seek appropriate 
competent and professional advice before making any such allocations. 
determination of fair values of intangiBle assets acquired in Business comBinations
Externally acquired intangible assets are initially recognised at cost and subsequently amortised on a straight-line basis over their useful economic lives. The amortisation 
expense is included within administrative expenses in the income statement. Intangible assets are recognised on business combinations if they are separable from 
the acquired entity or give rise to other contractual/legal rights. The amounts ascribed to such intangibles are arrived at by using appropriate valuation techniques.
deferred tax on Business comBinations
The recognition of a deferred tax asset in respect of trading losses is based on the assessment of future profits around which there is always a degree of uncertainty.
impairment reviews
The Group tests annually whether goodwill has suffered any impairment, in accordance with the accounting policy stated above. The recoverable amounts of cash 
generating units have been determined based on value-in-use calculations. These calculations require the use of estimates (note 11). The use of this method requires 
the estimation of future cash flows and the choice of a discount rate in order to calculate the present value of the cash flows. Actual outcomes may vary .
income taxes
The Group is subject to income taxes in numerous jurisdictions. Significant judgement is required in determining the worldwide provision for income taxes (note 8). 
There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. The Group recognises liabilities 
for anticipated tax audit issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different from the amounts 
that were recorded, such differences will impact the income tax and deferred tax provisions in the period in which such determination is made.
useful lives of intangiBle assets and propertY , plant and equipment
Intangible assets are amortised and property, plant and equipment are depreciated over their useful lives. Useful lives are based on the management’s estimates 
of the period that the assets will generate revenue, which are periodically reviewed for continued appropriateness. Changes to estimates can result in significant 
variations in the carrying value and amounts charged to the income statement in specific periods. 
share-Based pa Yments
The Group has three equity-settled share-based remuneration schemes for employees. Employee services received, and the corresponding increase in equity, 
are measured by reference to the fair value of the equity instruments at the date of grant, excluding the impact of any non-market vesting conditions. The fair value 
of share options is estimated by using the valuation model, Black-Scholes, on the date of grant based on certain assumptions. Those assumptions are described in 
note 21 and include, among others, the dividend growth rate, expected volatility, expected life of the options and number of options expected to vest. More details 
including carrying values are disclosed in note 21. The charge recognised in future periods in respect of these schemes will vary if changes are made in respect of 
the estimates for the rate of lapse of the options.
deferred tax on share options
The deferred tax asset on share option charges is affected by the difference between the grant price of the share options and the market price of the Company’s 
shares at the accounting year end. If the market value of the shares at the date of exercise were to be lower than the market value at the accounting year end, 
the amount of tax relief obtained would be less than anticipated in the deferred tax calculations. GROUP NBT PLC ANNUAL REPORT 2009
24
Notes to the Consolidated Financial Statements continued
for the year ended 30 June 2009
3 segmental anal Ysis
The Group has early adopted IFRS 8 Operating segments, and therefore the information below complies with IFRS guidance on the identification of operating segments.
At present the Group’s activities are operated largely through a common infrastructure and support functions and therefore in the opinion of the Directors its activities 
constitute one operating segment through which it provides its services.
The Group reviews the operating performance of the business by revenue from each of its following services: domain name services – management of corporate 
domain name portfolios; managed hosting services – dedicated hosting solutions for SMEs; reseller services – white-labelled domain name registration services for 
ISPs and other intermediaries; online services – domain names, email and shared hosting; and brand protection services – monitoring the Internet for brand abuse, 
fraud, piracy and counterfeiting. 
        2009  2008 
       £’000  £’000 
Revenue by service      
Corporate domain names       19,341 15,707
Managed hosting       5,969 5,074
Reseller       7,763 5,371
Online       7,121 7,773
Brand protection       1,331 1,356 
       41,525 35,281
Gross profit       30,406 27,355
Underlying operating profit*       6,740 5,713
Net finance expense       (13) (205)
Underlying profit before tax**       6,727 5,508
Restructuring costs       (760) (515)
Amortisation       (942) (782)
Profit before taxation       5,025 4,211
 * Underlying operating profit is defined as operating profit excluding amortisation and restructuring costs and is shown on the face of the Consolidated Income Statement. Share-based payments 
are now no longer excluded from this measure as they are considered to be a fundamental part of the Group’s reward structure. 
**Underlying profit before tax is defined as pre-tax profit excluding amortisation and restructuring costs.
The assets and liabilities of the Group cannot be allocated to the above segments. For internal reporting purposes balance sheets are not split into segments.
The Group operates in three main geographic areas: UK, other European countries and the USA. Revenue, profit before tax and non-current assets by origin 
of geographical segment are as follows:
   Turnover   Profit before tax  Non-current assets
    2009  2008  2009  2008  2009  2008 
   £’000  £’000  £’000  £’000  £’000  £’000 
UK   21,872  19,496  2,746  2,050  12,577  12,917 
Other European countries   17,734  14,559  1,620  1,844  22,103  21,341 
USA   1,919  1,226  659  317  71  253 
   41,525  35,281  5,025  4,211  34,751  34,511 
4 operating profit
Operating profit is stated after charging:
        2009  2008 
       £’000  £’000 
Staff costs       16,382 14,222
Research and development       848 423
Depreciation of owned assets       1,632 1,489
Other intangibles amortisation       942 782
Operating lease rentals  – land and buildings     922 751
 – other     68 78
Auditors’ remuneration  – Group audit fee     121 135
 – Company audit fee     15 33
 – taxation services     60 38
 – other services     18 73
Foreign exchange gains      309 127
Group restructuring – redundancy costs     21 66
 – software integration     655 449
 – legal and professional     84 —
The Group restructuring costs have arisen as a direct result of acquisitions and integration of the Group’s IT infrastructure. In addition to the auditors’ remuneration 
shown above, fees amounting to nil (2008: £60,000) were incurred and capitalised during the year for due diligence work carried out in connection with the acquisition 
Envisional Solutions Limited. GROUP NBT PLC ANNUAL REPORT 2009
25
5 information regarding emplo Yees
Staff costs (including Directors’ emoluments) incurred in the year were as follows:
        2009  2008 
       £’000  £’000 
Wages and salaries       14,655 12,748
Social security costs       1,238 1,045
Share-based payments       171 177
Pension costs       318 252
       16,382 14,222
Average number of employees during the year:
        2009  2008 
       number  Number 
Administrative       50 49
Operational       234 227
       284 276
        2009  2008 
       £’000  £’000 
Directors’ emoluments       749  701 
Compensation for loss of office       175  — 
Pension costs       36  34 
           960  735 
Share-based payments          171  177 
Emoluments of highest paid Director:     
Emoluments           253  241 
Gain made on exercise of share options         295  — 
Directors’ emoluments are detailed, by Director, in the Directors’ Remuneration Report on page 11, and this information includes the payments made to the 
personal pension scheme of the Directors. 
6 finance income
        2009  2008 
       £’000  £’000 
Bank interest       99 124
Other interest       29 —
       128 124
7 finance expense
        2009  2008 
       £’000  £’000 
Bank loan interest payable       136 321
Other interest payable       5 8 
       141 329 
8 t axation
a) anal Ysis of tax expense
        2009  2008 
       £’000  £’000 
currenT T ax      
Current year tax       1,107  1,220 
Adjustment in respect of prior periods       (126)  20 
Total current tax expense           981  1,240 
      
deferred T ax      
Origination and reversal of temporary differences       158  (243)
Adjustment in respect of prior period losses       (78) (58)
Total deferred tax expense/(credit)          80  (301)
      
Total tax expense (note 8B)          1,061  939  GROUP NBT PLC ANNUAL REPORT 2009
26
Notes to the Consolidated Financial Statements continued
for the year ended 30 June 2009
8 t axation continued
B) t ax expense reconciliation
        2009  2008 
       £’000  £’000 
Profit before taxation           5,025  4,211 
Profit before taxation multiplied by standard rate of corporation tax in the UK of 28.0% (2008:29.5%)    1,406  1,242 
effec Ts of:      
Expenses not deductible for tax purposes       (16) 51 
Unrecognised losses created in the year       152  147 
Losses recognised in the year       (38) (165)
Overseas tax reliefs       (193) (292)
Difference in overseas tax rates       (46) (64)
Adjustment to prior year tax charge       (204) 20 
Total tax expense (note 8A)          1,061  939 
9 dividends
        2009  2008 
       £’000  £’000 
Final paid of 1.6 pence (2008: 1.2 pence) per share – relating to previous year’s results     406 302
Interim paid of 1.0 pence (2008: 0.8 pence) per share       253 201
Dividends paid in the year       659 503
The Board of Directors has proposed the payment of a final dividend of 2.0 pence (2008: 1.6 pence) per share which is payable on 11 January 2010 to shareholders 
on the register at 4 December 2009, subject to approval by shareholders at the Annual General Meeting on 26 November 2009.
10 earnings per share
The basic and diluted earnings per share for the year ended 30 June 2009 are based on the profit for the year attributable to ordinary shareholders, of £3,964,000 
(2008: £3,272,000) and on the weighted average number of shares of 25,279,000 (2008: 25,128,000).
An adjusted earnings per share has also been presented in addition to the earnings per share and is based on earnings adjusted to eliminate the effects of amortisation 
and restructuring costs. It has been calculated to allow shareholders to gain a clearer understanding of the trading performance of the Group.
The basis of the calculation of the basic and diluted profit per share is set out below:
        2009  2008 
       £’000  £’000 
Profit attributable to ordinary shareholders       3,964  3,272 
Amortisation of intangible assets (net of tax)       701  578 
Restructuring costs (net of tax)       560  360 
Profit attributable to ordinary shareholders before amortisation and restructuring costs     5,225  4,210 
Weighted average and adjusted weighted average number of ordinary shares:
        number  Number 
       000s 000s
Shares used for basic earnings per share       25,279  25,128 
Effect of dilutive share options       625  756 
Shares used for diluted earnings per share         25,904  25,884 
     Basic   Diluted
      2009  2008  2009  2008 
      pence  pence  pence  pence
Earnings per share     15.68 13.02 15.30 12.64
Amortisation of intangible assets (net of tax)     2.77 2.30 2.71 2.23
Restructuring costs (net of tax)     2.22 1.43 2.16 1.39
Adjusted earnings per share     20.67 16.75 20.17 16.26 GROUP NBT PLC ANNUAL REPORT 2009
27
11 goodwill and intangiBle assets
     Domain  Other  
    Goodwill  names Technology intangibles Total 
    £’000  £’000  £’000  £’000  £’000 
c osT      
At 1 July 2008    27,430  31  1,149  3,331  31,941
Adjustment to deferred consideration (note 25)    (204) —  —  —  (204)
Foreign exchange movements    1,372  —  66  347 1,785
aT 30 June 2009     28,598  31  1,215  3,678  33,522
amor Tisa Tion      
At 1 July 2008    —  3  222  916  1,141
Provided in year    —  2  207  733 942
Foreign exchange movements     — — 37  194 231
aT 30 June 2009     —  5  466  1,843  2,314
neT book value      
aT 30 June 2009     28,598  26  749  1,835  31,208
Cost      
At 1 July 2007    21,461  31  447  2,865  24,804
Additions    2,982  —  641  136 3,759
Foreign exchange movements    2,987  —  61  330 3,378
At 30 June 2008     27,430  31  1,149  3,331  31,941
Amortisation      
At 1 July 2007    —  1  41  317  359
Provided in year    —  2  181  599 782
At 30 June 2008     —  3  222  916  1,141
Net book value      
At 30 June 2008     27,430  28  927  2,415  30,800
Other intangibles include customer lists and non-compete agreements.
goodwill impairment tests
During the year, goodwill was reviewed for impairment in accordance with the Group’s accounting policy. Goodwill was allocated to individual cash generating 
units based on the Group’s operations and the carrying value of each unit is set out below: 
        2009  2008 
       £’000  £’000 
UK       8,889 9,094 
Other European countries       19,709 18,336 
       28,598 27,430
The recoverable amounts of the cash generating units were determined from value-in-use calculations. These calculations were based on cash flow projections 
from approved budgets and forecasts, past performance and management’s expectations of future performance of the relevant cash generating units which cover 
a five-year period. Other key assumptions used in these calculations were the discount rate applied to future cash flows, 10% (2008: 11%) and future perpetuity 
rates ranging from 1% to 3% (2008: 1% to 5%). As a result of these tests, no impairment provisions are considered necessary. GROUP NBT PLC ANNUAL REPORT 2009
28
Notes to the Consolidated Financial Statements continued
for the year ended 30 June 2009
12 propertY , plant and equipment
      Fixtures,    
     Computer  fittings and  Leasehold  
     equipment  equipment  improvements Total  
     £’000  £’000  £’000  £’000 
c osT      
At 1 July 2008     6,336  1,869  361  8,566 
Additions     1,249  158  45  1,452 
Disposals     (10) (28) —  (38)
Exchange differences     24  32  4  60 
aT 30 June 2009       7,599  2,031  410  10,040 
deprecia Tion      
At 1 July 2008     4,955  800  150  5,905 
Disposals     (10) (28) —  (38)
Provided in year     1,352 214  66  1,632 
Exchange differences     25  (16) —  9 
aT 30 June 2009       6,322  970  216  7,508 
neT book value      
aT 30 June 2009       1,277  1,061  194  2,532 
Cost      
At 1 July 2007     4,643  2,321  288  7,252 
Acquisition of subsidiaries     —  101  15  116 
Additions     1,728  374  88  2,190 
Disposals     (35) (927) (30) (992)
At 30 June 2008       6,336  1,869  361  8,566 
Depreciation      
At 1 July 2007     3,899  1,344  100  5,343 
Acquisition of subsidiaries     —  43  15  58 
Disposals     (35) (920) (30) (985)
Provided in year     1,091  333  65  1,489 
At 30 June 2008       4,955  800  150  5,905 
Net book value      
At 30 June 2008       1,381  1,069  211  2,661 
13 investments
All subsidiaries have been included in the consolidation. Details of the principal subsidiary undertakings at 30 June 2009 are as follows:
       Country of Proportion 
       incorporation of voting 
       and operation equity held
NetBenefit (UK) Limited       UK 100%
NetNames Limited*       UK 100%
Easily Limited       UK 100%
NetNames Inc*       USA 100%
Eurl Group NBT France        France 100%
Group NBT A/S        Denmark 100%
Ascio Technologies Inc*       USA 100%
Ascio Technologies GmbH*       Germany 100%
Speednames AB*       Sweden 100%
Speednames GmbH*       Germany 100%
Speednames AS*       Norway 100%
Speednames GmbH*       Switzerland 100%
Speednames Technology Holding ApS*       Denmark 100%
Speednames A/S*       Denmark 100%
Envisional Limited*       UK 100%
* These investments are not held directly by the ultimate holding company.
All of the above companies are involved in the provision of domain name, hosting, brand protection or other internet-related services. GROUP NBT PLC ANNUAL REPORT 2009
29
14 trade and other receivaBles
        2009  2008 
       £’000  £’000 
Trade receivables       4,752 3,006
Other receivables       285 489
Prepayments and accrued income       1,842 1,500
       6,879 4,995
15 deferred tax
Deferred tax has been calculated at 28% (2008: 28%) in respect of UK companies and at the appropriate rate for foreign companies.
The Group only recognises deferred tax assets to the extent that future taxable profits will be available to allow all or part of the asset to be recovered.
The movement in the deferred tax account is shown below:
        2009  2008 
       £’000  £’000 
asseT s     
At 1 July 2008       1,050  1,175 
Prior period adjustment       78  58 
Arising in respect of intangible assets recognised on acquisitions       — (218)
Foreign exchange movements       17 (97)
Origination and reversal of temporary differences       (134) 132 
aT 30 June 2009           1,011  1,050 
Excess depreciation over capital allowances       396  207 
Short term temporary differences       337  334 
Intangibles       (668) (862)
Tax deductable goodwill       502  580 
Unrelieved trading losses       102  374 
Share option relief       342  417 
aT 30 June 2009           1,011  1,050 
      
liabiliTies      
At 1 July 2008       —  (19)
Origination and reversal of temporary differences       — 19 
aT 30 June 2009           —  — 
 
neT deferred T ax asseT     
aT 30 June 2009           1,011  1,050 
Deferred tax assets and liabilities have been netted off as the Directors believe the unwinding of the deferred tax liability to be at the same time and in the same 
jurisdiction as the deferred tax assets.
The Group had potential deferred tax assets that were not recognised at 30 June 2009 as the timing of the relief could not be assessed with sufficient certainty 
and a proportion of the tax losses have yet to be agreed with the appropriate revenue authority. The unrecognised amounts shown below are the gross temporary 
differences, not their value in tax terms.
        2009  2008 
       £’000  £’000 
Excess depreciation over capital allowances       2,059  2,045 
Short term timing differences       708  249 
Unrelieved trading losses       11,258  13,211 
           14,025  15,505 
16 trade and other pa YaBles
        2009  2008 
       £’000  £’000 
Trade payables       1,409 1,875
Other taxation and social security taxes       1,993 1,130
Other payables       1,452 2,544
Accruals and deferred income       8,401 5,741
       13,255 11,290 GROUP NBT PLC ANNUAL REPORT 2009
30
Notes to the Consolidated Financial Statements continued
for the year ended 30 June 2009
17 l oans and Borrowings
        2009  2008 
       £’000  £’000 
currenT : Secured bank loan       983 983
non-currenT : Secured bank loan       1,974 2,957
       2,957 3,940 
Bank loan
On 16 January 2007, a five-year term bank loan of £5,000,000 was arranged and drawn down in connection with the acquisition of Group NBT A/S. The loan bears 
interest based on LIBOR which for the year was at an average rate of 3.90%; and is secured by a fixed and floating charge over the Group’s assets and will be repaid 
by equal amounts over the loan term. The maturity of the bank loan is shown in note 19iii.
In the above table, loans are stated net of unamortised issue costs of £43,208 (2008: £60,208). The Group has charged to the Consolidated Income Statement issue 
costs of £17,000 (2008: £17,000) in respect of these facilities. These costs are allocated to the income statement over the term of the facility at a constant rate on the 
carrying amount.
18 provision 
The provision relates to a deferred contingent consideration arising in connection with the acquisition of Envisional Solutions Limited on 10 July 2007 (see note 25).
        2009  2008 
       £’000  £’000 
Balance 1 July 2008       643  — 
Amounts paid       (155) — 
Adjustment to deferred consideration (note 25)       (204) 643 
balance a T 30 June 2009           284  643 
Of the above amount which is based on achieving revenue targets, £155,000 has been earned and was paid in April 2009. The balance of £284,000 is currently 
estimated to be payable within the first quarter of 2010. Further details of the consideration are included in note 25.
19 financial instruments
This note describes the Group’s objectives, policies and processes for managing those risks and the methods used to measure them. 
There have been no substantive changes in the Group’s exposure to financial instrument risks, its objectives, policies and processes for managing those risks 
or the methods used to measure them from previous periods unless otherwise stated in this note.
The Group’s financial instruments at 30 June 2009 comprised: trade and other receivables, cash and cash equivalents, loans and borrowings, trade and other payables.
f air value of financial instruments
All the Group’s financial instruments are carried at amortised cost.
The Group believes that there is no material difference between the book and fair value of its financial instruments, in the current or prior year, 
due to the instruments bearing interest at floating rates or being of short term nature.
general oBJectives, policies and procedures
The Board has overall responsibility for the determination of the Group’s risk management objectives and policies and, whilst retaining ultimate responsibility 
for them, it has delegated the authority for designing and operating processes that ensure the effective implementation of the objectives and policies, to the 
Executive Directors and senior management.
The overall objective of the Board is to set policies that seek to reduce risk as far as possible, without unduly affecting the Group’s competitiveness and flexibility.
i) credit risk
Credit risk refers to the possibility that a financial loss will occur as a result of a customers’ inability to meet its financial obligations.
Credit risk arises principally from the Group’s trade and other receivables. Potential customers are subjected to credit verification procedures before credit terms 
are granted. The quality of existing debt which has not been provided for is considered to be collectable and procedures are in place to monitor trade receivables 
on an ongoing basis to minimise exposure to bad debts. Trade receivables are only written-off once all methods of collection have been exhausted. 
The maximum exposure to credit risk is the trade receivable balance at the year end. The Group has no significant exposure to large or key customers.
Loans and receivables are summarised as follows:
    Trade receivables  Cash and cash equivalents
      2009  2008  2009  2008 
     £’000  £’000  £’000  £’000 
Up to 30 days     1,757 1,893  8,158 4,658 
Past due but not impaired:    
30 to 90 days     2,056 1,171  — — 
More than 90 days     1,709 1,158  — — 
Gross     5,522 4,222  8,158 4,658 
Less: allowance for impairment     (770) (1,216) — — 
Net     4,752 3,006  8,158 4,658 
Since the year end, good progress has been made on reducing the trade receivables balance, and particular emphasis has been placed on receivables greater than 
90 days old and to date no significant write-off has been incurred. GROUP NBT PLC ANNUAL REPORT 2009
31
19 financial instruments continued
general oBJectives, policies and procedures continued
i) credit risk continued
Impairment loss allowance movement:
        2009  2008 
       £’000  £’000 
Opening balance       1,216 981 
Increase in provisions       107 235 
Written-off amounts       (417) —
Recovered amounts reversed       (136) —
Closing balance       770 1,216 
ii) market risk
Market risk refers to fluctuations in interest rates and exchange rates.
a) interest rate risk
The Group analyses the interest rate exposure on a quarterly basis and analyses the sensitivity of the net result for the year to a reasonable possible change 
in interest rates of +1% and –1%. The impact on the income and net assets of a 1% change would be £7,000 (2008: £19,000). The gain or loss potential is then 
compared to the limits determined by management.
b) currency risk
The Group has overseas subsidiaries, which operate in Continental Europe and the USA. Their activities and net assets are denominated in the functional currencies 
of the operating units. The Group’s principal exposure to exchange rate fluctuations arises on translation of the overseas net assets and results into Sterling for 
accounting purposes. In addition the Group as a whole is exposed to transactions which give rise to foreign exchange risk. The Group reviews its exposure on 
an on-going basis. The foreign currency monetary assets and liabilities are as follows: 
       Other  
       European  
    Sterling  US Dollar Euro currencies Total 
    £’000  £’000  £’000  £’000  £’000 
as a T 30 June 2009      
Trade and other receivables    2,577 749  1,087  624  5,037 
Cash and cash equivalents    4,788 269  804  2,296  8,157 
Trade and other payables    (3,447) (1,423) (1,552) (1,699) (8,121)
Bank loans    (2,957) — — —  (2,957)
Provision    (284) — — — (284)
    677  (405) 339 1,221  1,832 
As at 30 June 2008      
Trade and other receivables    1,784 298  1,015  398  3,495 
Cash and cash equivalents    3,618 84  743  213  4,658 
Trade and other payables    (4,012) (377) (741) (2,370) (7,500)
Bank loans    (3,940) —  —  —  (3,940)
Provision    (643) —  —  —  (643)
    (3,193) 5 1,017 (1,759) (3,930)
The Group’s currency exposures are in part minimised as natural hedging occurs through costs and revenues incurred in the same currency. The exposures that 
arise give rise to net currency gains and losses which are recognised in the income statement. Such exposures reflect the monetary assets and liabilities of the 
Group that are not denominated in the operating or functional currency of the operating unit involved. At 30 June 2009 and 30 June 2008, these exposures are 
immaterial to the Group.
If exchange rates had moved by +10% or -10% over and above the rates at the year end, the change in monetary assets and liabilities would be £115,000 (2008: £74,000). GROUP NBT PLC ANNUAL REPORT 2009
32
Notes to the Consolidated Financial Statements continued
for the year ended 30 June 2009
19 financial instruments continued 
general oBJectives, policies and procedures continued
iii) liquidity risk
Liquidity risk is the risk that the Group is unable to meet its payment obligations associated with its financial liabilities when they fall due, and to replace funds 
when they are withdrawn.
The Group seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably, 
by the use of medium-term and long-term facilities. At the balance sheet date all borrowing facilities were held with the Bank of Scotland. The Group believes 
that there is a low likelihood on there being an immediate call on its liabilities. 
The table below analyses the Group’s financial liabilities by remaining contractual maturities, at the balance sheet date, and financial assets which mitigate liquidity 
risk. The amounts disclosed in the table are the contractual undiscounted cash flows.
    Up to 3 3 to 12 1 to 5 More than  
    months months years 5 years Total 
    £’000 £’000  £’000 £’000  £’000 
aT 30 June 2009      
Trade and other receivables    4,888  149  —  —  5,037 
Cash and cash equivalents    8,157  —  —  —  8,157 
Trade and other payables    (4,260) (3,326) (415) (120) (8,121)
Bank loans    (491) (492) (1,974) —  (2,957)
Provision    —  (284) —  —  (284)
    8,294  (3,953) (2,389) (120) 1,832 
At 30 June 2008      
Trade and other receivables    3,490  5  —  —  3,495 
Cash and cash equivalents    4,658  —  —  —  4,658 
Trade and other payables    (7,272) (23) (85) (120) (7,500)
Bank loans    (492) (491) (2,957) —  (3,940)
Provision    —  (155) (488) —  (643)
    384 (664) (3,530) (120) (3,930)
iv) capital
As described in note 1j, the Group considers capital to comprise its ordinary share capital, share premium and accumulated retained earnings. In managing its capital, 
the Group’s primary objective is to ensure its continued ability to provide a consistent return for its equity shareholders through a combination of capital growth 
and distributions. The Group considers the appropriate type of funding according to its requirements.
20 called up share capital
      2009  2008  2009  2008 
      number  Number £’000  £’000 
auThorised ordinar Y shares of 1 pence each    
At 1 July 2008     40,000,000 30,000,000 400  300 
Authorised during the year     — 10,000,000  — 100 
aT 30 June 2009     40,000,000 40,000,000 400 400 
allo TTed, called up and full Y paid ordinar Y shares of 1 pence each    
At 1 July 2008     25,144,360 24,745,397 251  248 
Share options exercised     206,500 — 3 — 
Shares issued on acquisition     — 398,963 — 3 
aT 30 June 2009     25,350,860 25,144,360 254 251 
During the year, 206,500 shares (2008: nil) were issued following the exercise of share options and no shares (2008: 398,963) were issued in connection with the 
acquisition of subsidiary undertakings.
reserves
The following describes the nature and purpose of each reserve within capital and reserves:
Reserve  Description and purpose
Share capital Amount subscribed for share capital at nominal value
Share premium  Amount subscribed for share capital in excess of nominal value
Merger reserve   The premium on shares issues where the Company has taken advantage of the merger relief provisions under  
section 131 of the Companies Act 1985 on the acquisition of subsidiaries
Other reserve   Amounts arising from share-based payments charge on employee share options, and in respect of options  
issued in connection with acquisitions
Currency translation  Gains/losses arising on retranslating the net assets of overseas operations into Sterling
Retained profit  Cumulative net gains and losses recognised in the Consolidated Income Statement GROUP NBT PLC ANNUAL REPORT 2009
33
21 share-Based pa Yments
The Group has a number of employee schemes as shown below. As at the date of transition to IFRS all options granted after 7 November 2002 had vested 
and therefore were not required to be accounted for in accordance with IFRS2 Share-based payments.
The Group operates an Enterprise Management Incentive Plan (EMI), an Inland Revenue Approved Scheme and an Unapproved Scheme.
The EMI Plan is an HM Revenue and Customs approved discretionary director and employee share option scheme. All options under this scheme have vested 
and no grants have been made since March 2007.
The Unapproved Scheme exists for grants to Directors and key management where the value of the options granted is in excess of the EMI scheme limits 
or where options cannot be granted under the EMI scheme. There are no performance conditions attached to the grant of options save for the vesting periods. 
The Group also has options outstanding under an HM Revenue and Customs Approved Scheme. No grants have been made under this scheme since September 2000.
The details of outstanding share options over ordinary shares of the Parent company are set out below. All option agreements are for a ten-year period. All of the 
options listed below had vested and were exercisable by 30 June 2009.
enterprise management incentive plan
   At     at  at  
  Exercise 1 July    30 June 30 June 
  price 2008    2009 2009 
Date granted  £ outstanding Granted Exercised Lapsed outstanding exercisable
30 June 2003   0.25   630,000  — 180,000 — 450,000 450,000
22 August 2003   0.01   11,500  — 2,500 — 9,000 9,000
7 April 2004   0.01   6,500  — — — 6,500 6,500
10 April 2006   1.30   38,610  — — — 38,610 38,610
26 March 2007   3.14   62,000  — — — 62,000 62,000
    748,610  — 182,500 — 566,110 566,110
Weighted average exercise price (£)       
2009:    0.54  — 0.25 — 0.63 0.63
2008:     0.54  — — — 0.54 0.54
The weighted average share price at the date of exercise for the options exercised was £1.86 (2008: nil). The total charge for the year relating to the scheme was nil 
(2008: nil).
unapproved scheme
   At     at  at  
  Exercise 1 July    30 June 30 June 
  price 2008    2009 2009 
Date granted  £ outstanding Granted Exercised Lapsed outstanding exercisable
8 September 1998   0.25   24,000  — 24,000 — — —
4 June 1999   2.50   25,000  — — 25,000 — —
30 June 2003   0.25   105,000  — — —  105,000   105,000 
10 April 2006   1.30   100,000  — — —  100,000   100,000 
26 March 2007   3.14   218,000  — — —  218,000   218,000 
18 July 2007   3.03   200,000  — — —  200,000   200,000 
22 July 2008   2.29  —  325,000  — —  325,000   325,000 
     672,000   325,000   24,000   25,000   948,000   948,000 
Weighted average exercise price (£)      
2009:   2.25  2.29 0.25 2.50  2.17 2.17
2008:     1.92   3.03  — —  2.25  2.25
The weighted average share price at the date of exercise for the options exercised was £2.38 (2008: nil). The total charge for the year relating to the scheme was 
£171,000 (2008: £177,000).
approved scheme
   At     at  at  
  Exercise 1 July    30 June 30 June 
  price 2008    2009 2009 
Date granted  £ outstanding Granted Exercised Lapsed outstanding exercisable
18 September 2000   4.55   2,708  — — —  2,708   2,708 
Weighted average exercise price (£)      
2009:    4.55  — — —  4.55  4.55
2008:     4.55  — — —  4.55  4.55
The weighted average share price at the date of exercise for the options exercised was nil (2008: nil). The total charge for the year relating to the scheme was nil 
(2008: nil). GROUP NBT PLC ANNUAL REPORT 2009
34
Notes to the Consolidated Financial Statements continued
for the year ended 30 June 2009
21 share-Based pa Yments continued
The fair value of the options granted under the unapproved scheme during the current and prior year was calculated using the Black-Scholes model as follows: 
      Options issued in year
        2009  2008
Share price        £2.29 £3.03
Expected life (years)       3.00 3.00
Strike price        £2.29 £3.03
Volatility       31.5% 34.5%
Dividend yield       1.0% 1.0%
Risk free interest rate       4.5% 5.2%
Fair value of each option at measurement date       £0.57 £0.83
The volatility assumption is based upon a statistical analysis of daily share prices over a period of between two and three years. The expected life of options is based 
on historical data and is not necessarily indicative of exercise patterns that may occur.
Directors’ share options are set out in the Directors’ Remuneration Report and total 1,062,610 (2008: 1,237,610).
o ther share-Based pa Yments
The Group committed to grant 1,000,000 options at an exercise price of £2.75 per share, vesting immediately and exercisable over a five-year term, on 16 January 2007 
as part of the consideration in connection with the acquisition of Group NBT A/S. The total fair value of these options, £423,000 was calculated using the Black-Scholes 
model and was included as part of the cost of investment. At 30 June 2009 946,000 (2008: 970,000) options were in existence.
22 operating lease commitments
At 30 June 2009 the Group had the following operating leases commitments:
       2009 2008 
       £’000  £’000 
land and buildinGs  
In one year or less       943 892
Between one and five years       2,163 2,314
In five years or more       102 488
       3,208 3,694
oTher  
In one year or less       31 34
Between one and five years       38 39
In five years or more       — —
       69 73
23 c ontingent liaBilities
At 30 June 2009, the Group had contingent liabilities in respect of the following:
à standby letters of credit and credit guarantees to domain name registries of £61,000 (2008: £57,000);
à amounts held in lieu of rent deposits for premises of £194,000 (2008: £165,000); and
à bank guarantee covering deductions of tax for employees in Norway of £23,000 (2008: £25,000).
24 cash and cash equivalents
      Cash Cash on  
      available treasury  
       on demand deposit Total 
      £’000  £’000 £’000
At 1 July 2008      3,452 1,206 4,658
Cash flow      976 2,523 3,499
aT 30 June 2009      4,428 3,729 8,157
Cash on treasury deposit is held for periods up to six weeks. GROUP NBT PLC ANNUAL REPORT 2009
35
25 acquisition in prior period
envisional solutions limited 
On 10 July 2007 the Group acquired Envisional Solutions Limited (Envisional) for a maximum consideration of £4.25 million including acquisition expenses. Its principal 
activity is the provision of automated internet search and monitoring services to identify and deal with brand abuse, counterfeiting, piracy and fraud.
The consideration comprised an initial payment of £1.26 million in shares and further contingent payments for a maximum consideration of £2.8 million in cash 
payable as follows; £1.01 million paid in February 2008 based on the revenue target for the year ended 31 December 2007, and a maximum of £1.79 million 
relating to revenue targets for the years ending 31 December 2008 and 31 December 2009.
The details of the fair value of the assets and liabilities at acquisition are set out below:
     Book  
     value of Intangible Accounting  
     assets assets policy  
     acquired acquired alignment Fair value 
     £’000 £’000 £’000 £’000
Intangible fixed assets     —  777 —  777
Tangible fixed assets     58 —  —  58
Current assets     332 —  —  332
Cash at bank     34 —  —  34
Current liabilities     (749) —  (91) (840)
Deferred tax       —  (218) —  (218)
     (325) 559 (91) 143
Goodwill        2,960
Consideration as at 30 June 2008        3,103
Adjustment to deferred consideration        (204)
c onsidera Tion as a T 30 June 2009            2,899
Satisfied by:      
398,963 Ordinary shares at 316 pence each        1,261
Cash consideration (including expenses of £191,000)        1,354
Deferred contingent consideration        488
Consideration as at 30 June 2008        3,103
Adjustment to deferred consideration        (204)
c onsidera Tion as a T 30 June 2009            2,899
Effects on Group cash flow:     
Cash consideration and costs        1,354
Cash balances on acquisition        (34)
neT cash ouTflow             1,320
The intangible assets acquired relate to the recognition of intangible assets and the deferred tax thereon.
The accounting policy alignment arises from a change in the revenue recognition policy on a contract which has now been brought into line with the Group’s 
accounting policy. 
The goodwill arising on acquisition recognises the strategic industry knowledge of the staff and the benefit to the Group in its ability to cross-sell its services 
alongside the Group’s product portfolio.
The adjustment to deferred consideration has arisen as revenue targets have not been met.
Envisional’s results are set out below:
       Audited 
      10 July 2007  1 January Year ended  
      to 30 June to 9 July 31 December  
      2008 2007 2006 
      £’000 £’000 £’000
Revenue      1,356 720 1,237
Gross profit      1,306 681 1,178
Other operating expenses      (1,727) (1,018) (2,729)
Restructuring costs      (66) —  — 
Operating loss      (487) (337) (1,551)
Finance income/(expense)      6 (7) (9)
Loss before tax      (481) (344) (1,560)
As Envisional had been acquired soon after the financial year commenced, the Directors believe that the revenues and loss before tax for the full year to 30 June 2008 
would not have been materially different to that reported above. The post-acquisition results shown above include intra-group recharges.
26 related parties
All transactions with subsidiary undertakings have been eliminated on consolidation. There are no transactions with external related parties. Key management 
personnel remuneration is disclosed in note 5. 36
Company Balance Sheet 
as at 30 June 2009
       2009  2008 
      Note £’000  £’000 
fixed asseT s   
Tangible assets      6 1,224 1,161 
Investments      7 26,916 27,120 
       28,140 28,281 
currenT asseT s   
Debtors      8 6,038 6,968 
Cash at bank and in hand       4,530 2,439 
       10,568 9,407 
crediT ors: amounT s fallinG due wiThin one Y ear      10 (13,665) (14,750)
neT currenT liabiliTies       (3,097) (5,343)
To Tal asseT s less currenT liabiliTies       25,043 22,938 
crediT ors: amounT s fallinG due afTer more Than one Y ear     11 (1,974) (2,957)
provision for liabiliTies      12 (284) (643)
neT asseT s       22,785 19,338 
capiT al and reserves   
Called up share capital      13 254 251 
Share premium account      15 3,536 3,487 
Merger reserve      15 12,098 12,098 
Other reserve      15 1,026 855 
Profit and loss account      15 5,871 2,647 
shareholders’ funds      16 22,785 19,338 
These financial statements were approved by the Board of Directors and authorised for issue on 23 October 2009.
Signed on behalf of the Board of Directors
geoff wicks
chief executive officer
The notes on pages 37 to 43 form part of these Financial Statements. GROUP NBT PLC ANNUAL REPORT 2009
37
Notes to the Company Financial Statements
for the year ended 30 June 2009
1 accounting policies
Basis of preparation
These Financial Statements present financial information for Group NBT plc as a separate entity, and have been prepared in accordance with the historical cost 
convention, the Companies Act 2006 and United Kingdom Accounting Standards (UK Generally Accepted Accounting Practice). The Company’s consolidated 
financial statements, prepared in accordance with IFRSs as adopted by the European Union, are separately presented. The principal accounting policies adopted 
in these Company Financial Statements are set out below and, unless otherwise indicated, have been consistently applied for all periods presented.
In accordance with FRS 18 Accounting policies, the Directors have reviewed the accounting policies of the Company as set out below and consider them 
to be appropriate. 
The principal accounting policies are:
share options
When shares and share options are granted to employees a charge is made to the profit and loss account and a reserve created in capital and reserves to record the 
fair value of the awards at the date of grant in accordance with FRS 20 Share-based payment. This charge is spread over the vesting period. When shares and share 
options are granted to employees of subsidiary companies, the fair value of the awards is treated as a capital contribution, increasing the cost of the investment and 
spread over the period of performance relating to the grant. The corresponding entry is made in reserves.
revenue
Revenue is the total amount receivable by the Company for management and other services provided to other Group companies, excluding VAT, and is recognised 
on performance of these services. 
t angiBle fixed assets
Depreciation is provided on tangible fixed assets at the rates calculated to write-off the cost of each asset evenly over its expected useful life as follows:
à  computer equipment  – 2 to 4 years
à  fixtures, fittings and equipment – 3 years
à  leasehold improvements   – over the period of the lease
investments 
Investments held as fixed assets are stated at cost less any provision for impairment in value. Where applicable, the Company takes advantage of merger relief, 
recording the investment in the Company’s balance sheet at the fair value of the shares issued, with any premium included within the merger reserve.
impairment of fixed assets
The need for any fixed asset impairment write-down is assessed by comparison of the carrying value of the asset against the higher of its net realisable value 
and value in use.
pension costs
Contributions to the Company personal pension scheme are charged to the profit and loss account in the period in which they become payable. The Company 
does not operate any defined benefit pension plans.
dividend income
Dividend income from investments is recognised when the shareholders’ rights to receive payment have been established.
equitY dividends
Final dividends are recognised in the Company’s financial statements in the period in which the dividends are approved by shareholders. Interim equity dividends 
are recognised in the period they are paid.
2 result for the financial Y ear
The Company has taken advantage of section 408 of the Companies Act 2006 and has not included its own profit and loss account in these financial statements. 
The Company profit for the year ended 30 June 2009 under UK GAAP was £3,883,000 (2008: loss £781,000).
Fees paid to BDO LLP and its associates for audit and other services to the Company itself are not disclosed in the individual accounts of Group NBT plc because 
the Company’s consolidated accounts are required to disclose such fees on a consolidated basis. GROUP NBT PLC ANNUAL REPORT 2009
38
Notes to the Company Financial Statements continued
for the year ended 30 June 2009
3 information regarding emplo Yees
Staff costs (including Directors’ emoluments) incurred in the year were as follows:
        2009  2008 
       £’000  £’000 
Wages and salaries       7,300 6,613
Social security costs       751 633
Share-based payments       171 177
Pension costs       113 78
       8,335 7,501
Staff costs for the UK based employees, except those for employed by Envisional Limited, are shown above. Appropriate recharges are made to the UK subsidiary 
undertakings to reflect staff costs incurred by those undertakings.
The average number of employees during the year was made up as follows:
        2009  2008 
       number Number
Administrative       27 26
Operational       122 115
       149 141
4 directors
The remuneration of Directors is set out below:
        2009  2008 
       £’000  £’000 
Directors’ emoluments       749  701 
Compensation for loss of office       175  — 
Pension costs       36  34 
           960  735 
Share-based payments          171  177 
Emoluments of highest paid Director:    
Emoluments           253  241 
      
Gain made on exercise of share options         295  — 
Directors’ emoluments are detailed, by Director, in the Directors’ Remuneration Report on page 11 and this information includes the payments made to the personal 
pension scheme of the Directors. 
5 dividends
        2009  2008 
       £’000  £’000 
Final paid of 1.6 pence (2008: 1.2 pence) per share – relating to previous year’s results     406 302
Interim paid of 1.0 pence (2008: 0.8 pence) per share       253 201
Dividends paid in the year       659 503
The Board of Directors has proposed the payment of a final dividend of 2.0 pence (2008: 1.6 pence) per share which is payable on 11 January 2010 to shareholders 
on the register at 4 December 2009, subject to approval by shareholders at the Annual General Meeting on 26 November 2009.
6 t angiBle fixed assets
      Fixtures   
      fittings   
     Computer and Leasehold  
     equipment equipment improvements Total 
     £’000 £’000 £’000 £’000
c osT    
At 1 July 2008     1,517 281 114 1,912
Additions     472 14 38 524
aT 30 June 2009     1,989 295 152 2,436
    
deprecia Tion    
At 1 July 2008     530 179 42 751
Provided during year     367 61 33 461
aT 30 June 2009     897 240 75 1,212
    
neT book value    
aT 30 June 2009     1,092 55 77 1,224
At 30 June 2008     987 102 72 1,161 GROUP NBT PLC ANNUAL REPORT 2009
39
7 investments
        Shares in  
        subsidiary  
        undertakings  
        £’000 
c osT 
At 1 July 2008        47,664 
Adjustment to deferred consideration        (204)
aT 30 June 2009        47,460
provision 
aT 1 Jul Y 2008 and 30 June 2009        20,544
neT book value 
aT 30 June 2009        26,916
At 30 June 2008        27,120 
Details of the principal subsidiary undertakings at 30 June 2009 are as follows:
       Country of Proportion 
       incorporation of voting 
       and operation equity held
NetBenefit (UK) Limited       UK 100%
NetNames Limited*       UK 100%
Easily Limited       UK 100%
NetNames Inc*       USA 100%
Eurl Group NBT France        France 100%
Group NBT A/S       Denmark 100%
Ascio Technologies Inc*       USA 100%
Ascio Technologies GmbH*       Germany 100%
Speednames AB*       Sweden 100%
Speednames GmbH*       Germany 100%
Speednames AS*       Norway 100%
Speednames GmbH*       Switzerland 100%
Speednames Technology Holding ApS*       Denmark 100%
Speednames A/S*       Denmark 100%
Envisional Limited*       UK 100%
* These investments are not held directly by the ultimate holding company.
All of the above companies are involved in the provision of domain name, hosting, brand protection or other internet related services.
8 deBtors: amounts falling due within one Y ear
        2009  2008 
       £’000  £’000 
Amounts owed by Group undertakings       5,617 6,649 
Deferred tax asset (note 9)       52 1 
Other receivables       136 71 
Prepayments and accrued income       233 247 
       6,038 6,968  GROUP NBT PLC ANNUAL REPORT 2009
40
Notes to the Company Financial Statements continued
for the year ended 30 June 2009
9 deferred tax asset
The Company has recognised deferred tax assets to the extent that they are expected to be relieved by future taxable profits. The assessment of the recognised 
deferred tax assets has been made with reference to all available evidence including budgets and forecasts. The recognised deferred tax assets are as follows:
        2009  2008 
       £’000  £’000 
At 1 July 2008       1 34
Prior period adjustment       25 4
Charge to profit and loss account       26 (37)
aT 30 June 2009       52 1
Excess depreciation over capital allowances       46 (4)
Short-term timing differences       6 5
aT 30 June 2009       52 1
The Company had potential deferred tax assets of £178,000 (2008: £130,000) that were not recognised at 30 June 2009 as the timing of the relief could not be assessed 
with sufficient certainty and a proportion of the tax losses has yet to be agreed with the UK revenue authority:
        2009  2008 
       £’000  £’000 
Short-term timing differences       169 121 
Unrelieved trading losses       9 9 
       178 130 
10 creditors: amounts falling due within one Y ear
        2009  2008 
       £’000  £’000 
Bank loan       983 983
Trade payables       300 640 
Amounts owed to Group undertakings       10,814 11,967 
Other taxation and social security       338 1 
Other creditors       237 92 
Accruals and deferred income       993 1,067 
       13,665 14,750 
11 creditors: amounts falling due after more than a Y ear
        2009  2008 
       £’000  £’000 
Bank loan       1,974 2,957
On 16 January 2007, a five-year term bank loan of £5,000,000 was arranged for the acquisition of Group NBT A/S. The loan is secured by a fixed and floating 
charge over the Group’s assets and will be repaid by equal amounts over the loan term.
12 provisions 
Deferred contingent consideration:
        2009  2008 
       £’000  £’000 
At 1 July 2008       643 — 
Amounts (paid)/owed on acquisition of subsidiary       (155) 643 
Adjustment to deferred consideration       (204) —
aT 30 June 2009       284 643 
Of the above amount which is based on achieving revenue targets, £155,000 was paid in April 2009. The balance of £284,000 is currently estimated to be payable 
within the first quarter of 2010. Further details of the consideration are included in note 25 in the Consolidated Financial Statements. GROUP NBT PLC ANNUAL REPORT 2009
41
13 called up share capital
      2009  2008  2009  2008 
     number Number £’000  £’000 
auThorised ordinar Y shares of 1 pence each    
At 1 July 2008     40,000,000 30,000,000 400  300 
Authorised during the year     — 10,000,000  — 100 
aT 30 June 2009     40,000,000 40,000,000 400 400 
allo TTed, called up and full Y paid ordinar Y shares of 1 pence each    
At 1 July 2008     25,144,360 24,745,397 251  248 
Share options exercised     206,500 —  3 — 
Shares issued on acquisition     — 398,963 — 3 
aT 30 June 2009     25,350,860 25,144,360 254 251 
During the year, 206,500 shares (2008: nil) were issued following the exercise of share options and no shares (2008: 398,963) were issued in connection with the 
acquisition of subsidiary undertakings.
14 share-Based pa Yments
The Company has a number of employee schemes as shown below and options were granted both before and after 7 November 2002, the applicable date from 
which FRS 20 Share-based payments became effective. As at 30 June 2005 all options granted after 7 November 2002 had vested and therefore were not required 
to be accounted for in accordance with FRS 20.
The Company operates an EMI Plan, an Inland Revenue Approved Scheme and an Unapproved Scheme.
The EMI Plan is an HM Revenue and Customs approved discretionary director and employee share option scheme. All options under this scheme have vested 
and no grants have been made since March 2007.
The Unapproved Scheme exists for grants to Directors and key management where the value of the options granted is in excess of the EMI scheme limits 
or where options cannot be granted under the EMI scheme. There are no performance conditions attached to the grant of options save for the vesting periods. 
The Company also has options outstanding under an HM Revenue and Customs Approved Scheme. No grants have been made under this scheme since September 2000.
The details of outstanding share options over ordinary shares of the Parent company are set out below. All option agreements are for a ten-year period. All of the 
options listed below had vested and were exercisable by 30 June 2009.
enterprise management incentive plan
   At     at  at  
  Exercise 1 July    30 June 30 June 
  price  2008     2009  2009 
Date granted  £ outstanding Granted Exercised Lapsed outstanding exercisable
30 June 2003   0.25   630,000  —  180,000  —  450,000   450,000 
22 August 2003   0.01   11,500  —  2,500  —  9,000   9,000 
7 April 2004   0.01   6,500  — — —  6,500   6,500 
10 April 2006   1.30   38,610  — — —  38,610   38,610 
26 March 2007   3.14   62,000  — — —  62,000   62,000 
     748,610  —  182,500  —  566,110   566,110 
Weighted average exercise price (£)     
2009:   0.54  — 0.25 — 0.63 0.63
2008:     0.54  — — —  0.54  0.54
The weighted average share price at the date of exercise for the options exercised was £1.86 (2008: nil). The total charge for the year relating to the scheme was nil 
(2008: nil). GROUP NBT PLC ANNUAL REPORT 2009
42
Notes to the Company Financial Statements continued
for the year ended 30 June 2009
14 share-Based pa Yments continued
unapproved scheme
   At     at  at  
  Exercise 1 July    30 June 30 June 
  price  2008     2009  2009 
Date granted  £ outstanding Granted Exercised Lapsed outstanding exercisable
8 September 1998   0.25   24,000  —  24,000  —  — —
4 June 1999   2.50   25,000  — —  25,000  — —
30 June 2003   0.25   105,000  — —  —  105,000   105,000 
10 April 2006   1.30   100,000  — — —   100,000   100,000 
26 March 2007   3.14   218,000  — —  —  218,000   218,000 
18 July 2007   3.03   200,000  — — —  200,000   200,000 
22 July 2008   2.29  —  325,000  — —  325,000   325,000 
     672,000   325,000   24,000   25,000   948,000   948,000 
Weighted average exercise price (£)     
2009:   2.25  2.29 0.25 2.50 2.17 2.17
2008:     1.92   3.03  — —  2.25  2.25
The weighted average share price at the date of exercise for the options exercised was £2.38 (2008: nil). The total charge for the year relating to the scheme was 
£171,000 (2008: £177,000).
approved scheme
   At     at  at  
  Exercise 1 July    30 June 30 June 
  price  2008     2009  2009 
Date granted  £ outstanding Granted Exercised Lapsed outstanding exercisable
18 September 2000   4.55   2,708  — — —  2,708   2,708 
Weighted average exercise price (£)     
2009:    4.55         4.55  4.55
2008:     4.55  — — —  4.55  4.55
The weighted average share price at the date of exercise for the options exercised was nil (2008: nil). The total charge for the year relating to the scheme was nil 
(2008: nil).
The fair value of the options granted under the unapproved scheme during the current and prior year was calculated using the Black-Scholes model as follows:
      Options issued in year
        2009  2008
Share price        £2.29 £3.03
Expected life (years)       3.00 3.00
Strike price        £2.29 £3.03
Volatility       31.5% 34.5%
Dividend yield       1.0% 1.0%
Risk free interest rate       4.5% 5.2%
Fair value of each option at measurement date         £0.57 £0.83
The volatility assumption is based upon a statistical analysis of daily share prices over a period of between two and three years. The expected life of options is based 
on historical data and is not necessarily indicative of exercise patterns that may occur.
Directors’ share options are set out in the Directors’ Remuneration Report and total 1,062,610 (2008: 1,237,610).
o ther share-Based pa Yments
The Company committed to grant 1,000,000 options at an exercise price of £2.75 per share, vesting immediately and exercisable over a five-year term, on 16 January 2007 
as part of the consideration in connection with the acquisition of Group NBT A/S. The total fair value of these options, £423,000 was calculated using the Black-Scholes model 
and was included as part of the cost of investment. At 30 June 2009 946,000 (2008: 970,000) options were in existence.
15 statement of movements on reserves
    Share  Share  Merger  Other  Profit and loss  
    capital  premium  reserve  reserve account  
    £’000  £’000  £’000  £’000  £’000 
At 1 July 2008    251  3,487  12,098  855  2,647 
Issue of shares    3  49  — — —
FRS 20 Share-based payment charge    — — — 171  —
Dividends    — — — — (659)
Retained profit for the financial year    — — — — 3,883 
aT 30 June 2009     254  3,536  12,098  1,026  5,871  GROUP NBT PLC ANNUAL REPORT 2009
43
16 reconciliation of movements in shareholders’ funds
        2009  2008 
       £’000  £’000 
Retained profit/(loss) for the financial year       3,883  (781)
Dividends           (659) (503)
       3,224  (1,284)
New share capital subscribed       3  3 
Share premium on issued shares       49  — 
Merger reserve on issue of shares       —  1,257 
FRS 20 Share-based payment charge         171  177 
Net addition to shareholders’ funds       3,447  153 
Opening shareholders’ funds       19,338  19,185 
Closing shareholders’ funds          22,785 19,338 
17 operating lease commitments
At 30 June 2009 the Company was committed to making the following minimum payments during the next financial year in respect of operating leases:
land and Buildings
Operating leases which expire:
        2009  2008 
       £’000  £’000 
Over five years       376 268 
18 related parties
The Company has taken advantage of paragraph 3(b) FRS 8 Related party disclosures in not disclosing transactions with Group undertakings as more than 90% 
of its shares are controlled within the Group which is headed by Group NBT plc. There are no transactions with external related parties. GROUP NBT PLC ANNUAL REPORT 2009
44
Officers and Advisers
directors
John p arcell 
(non-executive chairman)
geoff wicks
(chief executive officer)
raJ nagevadia
(f inance director)
k eith Young
(non-executive)
richard madden
(non-executive)
claus andersen
(non-executive)
secretar Y
raJ nagevadia 
registered and head office
3rd Floor 
Prospero House 
241 Borough High Street 
London SE1 1GA
c ompanY numBer
3709856
registrars
capita registrars limited
Northern House 
Woodsome Park 
Fenay Bridge 
Huddersfield 
West Yorkshire HD8 0LA
Bankers
Bank of scotland
Corporate 
Bishopsgate Exchange 
Level 7 
155 Bishopsgate Exchange 
London EC2M 3YB
solicitors
naBarro
Lacon House 
84 Theobald’s Road 
London WC1X 8RW
financial advisers
numis securities limited
10 Paternoster Square 
London EC4M 7LT
stockBrokers
numis securities limited
10 Paternoster Square 
London EC4M 7LT
auditors
Bdo llp
55 Baker Street 
London W1U 7EU  Offices
uNITED K INGDom
l oNDoN
3rd Floor 
Prospero House 
241 Borough High Street 
London SE1 1GA
cAmBrIDGE
Betjeman House 
104 Hills Road  
Cambridge CB2 1LQ
uS
13th Floor 
55 Broad Street 
New York NY 10004–3715
FrANcE
Green Side BP 296 
400 Avenue Roumanille 
06906 Sophia Antipolis Cedex
GErmANy
4. OG, Nord, Landshuter Allee 12–14 
80637 München
DENmArK
Islands Brygge 55 
2300 København S
Norw Ay
Majorstuhuset 
Kirkeveien 64A 
N–0364 Oslo
SwITzErlAND
Staffelstrasse 10 
CH–8045 Zürich Group NBT plc
3rd Floor 
Prospero House 
241 Borough High Street 
London SE1 1GA
Tel: +44 (0)207 015 9200 
Fax: +44 (0)870 458 9506 
www.groupnbt.com