For diluted EPS, the weighted average number of shares in issue is adjusted to assume conversion of dilutive potential shares. Potential dilution resulting from tracker shares takes into account profitability of the underlying tracker businesses and SThree plc's earnings per share. Therefore, the dilutive effect on EPS will vary in future periods depending on any changes in these factors. 


 
                                                                31 May    31 May 
 
                                                                2021      2020 
                                                                GBP'000     GBP'000 
Earnings 
Continuing operations before exceptional items                  19,070    8,072 
Exceptional items net of tax                                    98        337 
Discontinued operations                                         (276)     (595) 
Profit for the period attributable to the owners of the Company 18,892    7,814 
 
 
 
 
 
                                                                millions  millions 
Number of shares 
Weighted average number of shares used for basic EPS            132.3             132.0 
Dilutive effect of share plans                                  3.4                   3.3 
Diluted weighted average number of shares used for diluted EPS      135.7         135.3 
 
 
 
 
 
                                                                31 May    31 May 
                                                                2021      2020 
                                                                pence     pence 
Basic EPS 
Continuing operations before exceptional items                  14.4      6.1 
Exceptional items                                               0.1       0.3 
Discontinued operations                                         (0.2)     (0.5) 
                                                                14.3      5.9 
Diluted EPS 
Continuing operations before exceptional items                  14.1                5.9 
Exceptional items                                               -         0.3 
Discontinued operations                                         (0.2)     (0.4) 
                                                                13.9      5.8 
  8.                             Cash and cash equivalents 
                                                                       Audited 
                                                                31 May 
                                                                       30 November 
                                                                2021   2020 
                                                                GBP'000  GBP'000 
Cash at bank attributable to continued operations               47,136 49,720 
Bank overdraft attributable to continued operations             (7)    (468) 
 
Net cash and cash equivalents for continued operations          47,129 49,252 
 
Cash at bank attributable to discontinued operations            393    643 
Net cash and cash equivalents per the statement of cash flows   47,522 49,895

Cash and cash equivalents comprise cash and short-term bank deposits with an original maturity of three months or less, net of outstanding bank overdrafts. The carrying amount of these assets approximate their fair values. Substantially all of these assets are categorised within level 1 of the fair value hierarchy.

The Group has four cash pooling arrangements in place at HSBC US (USD), HSBC UK (GBP), NatWest (GBP) and Citibank (EUR). 9. SHARE CAPITAL

During the period 556,320 (HY 2020: 402,487) new ordinary shares were issued, resulting in a share premium of GBP1.6 million (HY 2020: GBP0.8 million). These shares were issued pursuant to the exercise of share awards under the Save As You Earn scheme, Long-Term Incentive Plan ('LTIP') and for certain vested tracker share awards.

Treasury Reserve

Treasury reserve represents SThree plc shares repurchased and available for specific and limited purposes. In the six months ended 31 May 2021, none of its own shares were purchased or utilised by SThree plc treasury. At the period end, 35,767 (HY 2020: 49,773) shares were held in treasury.

Employee Benefit Trust

The Group holds shares in the Employee Benefit Trust ('EBT'). The EBT is funded entirely by the Company and acquires shares in SThree plc to satisfy future requirements of the employee share-based payment schemes.

For accounting purposes shares held in the EBT are treated in the same manner as shares held in the treasury reserve by the Company and are, therefore, included in the financial statements as part of the treasury reserve for the Group.

In the six months ended 31 May 2021, the EBT purchased 700,928 (HY 2020: 380,000) of SThree plc shares. The average price paid per share was 350 pence (HY 2020: 348 pence). In addition, SThree plc gifted 54,054 shares to the EBT. The total acquisition cost of these shares was GBP2.6 million (HY 2020: GBP1.3 million), for which the treasury reserve was reduced. During the period, the EBT utilised 290,905 (HY 2020: 1,560,539) shares on settlement of LTIP awards. At the period end, the EBT held 1,098,463 (HY 2020: 532,013) shares. 10. other financial liabilities

The Group maintains a committed Revolving Credit Facility ('RCF') of GBP50.0 million along with an uncommitted GBP20.0 million accordion facility, with HSBC and Citibank, giving the Group an option to increase its total borrowings under the facility to GBP70.0 million. The Group also has an uncommitted GBP5.0 million overdraft facility with HSBC. Any funds borrowed under the RCF bear a minimum annual interest rate of 1.3% above the three-month Sterling LIBOR. During the current period, the Group did not draw down under these facilities (HY 2020: GBP50.0 million). Accordingly, the net finance costs decreased to GBP0.5 million (HY 2020: GBP0.7 million) and are mainly related to lease interest. In the prior period, average interest rate paid on drawdown was 1.9%.

The RCF is subject to certain covenants requiring the Group to maintain financial ratios over interest cover, leverage and guarantor cover. The Group has complied with these covenants throughout the current period. The RCF facility is available under these terms and conditions until April 2023.

The Group's exposure to interest rates, liquidity, foreign currency and capital management risks is disclosed in the Group's 2020 annual financial statements.

Leases

The leases which are recorded on the Condensed Consolidated Statement of Financial Position are principally in respect of buildings and cars.

The Group's right-of-use assets and lease liabilities are presented below: 


                                  Audited 
                              31 May  30 November 
                              2021    2020 
                              GBP'000   GBP'000 
Buildings                     30,774  30,819 
Cars                          1,717   1,936 
IT equipment                  80      123 
Total right of use assets     32,571  32,878 
Current lease liabilities     12,275  12,078 
Non-current lease liabilities 22,969  23,426 
Total lease liabilities       35,244  35,504 
 11.                         Contingent liabilities

Legal

The Group is involved in various disputes and claims which arise from time to time in the course of its business. These are reviewed on a regular basis and, where possible, an estimate is made of the potential financial impact on the Group. The Group has contingent liabilities in respect of these claims. In appropriate cases a provision is recognised based on advice, best estimates and management judgement. The Group currently believes the likelihood of any material liabilities to be low, and that such liabilities, if any, will not have a material adverse effect on its financial position. 12. RELATED PARTY DISCLOSURES

The Group's significant related parties are as disclosed in the Group's 2020 annual financial statements. There were no other material differences in related parties or related party transactions in the period compared to the prior period. 13. Shareholder communications

SThree plc has taken advantage of regulations which provide an exemption from sending copies of its Interim Financial Report to shareholders. Accordingly, the 2021 Interim Financial Report will not be sent to shareholders but will be available on the Company's website www.sthree.com or can be inspected at the registered office of the Company. 14. Subsequent events

There were no subsequent events following 31 May 2021. 15. ALTERNATIVE PERFORMANCE MEASURES ('APMs'): definitions and reconciliations

Adjusted APMs

In discussing the performance of the Group, comparable measures are used, which are calculated by deducting from the directly reconcilable IFRS measures the impact of the Group's restructuring costs, which are considered as items impacting comparability, due to their nature.

Restructuring costs

Support function relocation

This category currently comprises government grant income arising from a strategic relocation of SThree's central support functions away from the London headquarters to the Centre of Excellence located in Glasgow, further explained in note 3.

The Group discloses comparable performance measures to enable users to focus on the underlying performance of the business on a basis which is common to both periods for which these measures are presented. The reconciliation of comparable measures to the directly related measures calculated in accordance with IFRS is as follows:

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