1. Interim Results Presentation
27 NOVEMBER 2002
For more information please contact:
Mike Sheard
Director of Corporate Affairs
ICAP plc
Park House
16 Finsbury Circus
London EC2M 7UR
(44)

2. FINANCIAL HIGHLIGHTS Results Change Profit* £58.2m +30% Turnover
Comparison with six months to
30 September 2001
Results
Change
Profit*
£58.2m
+30%
Turnover
£311.3m
+23%
Adjusted earnings per share
35.9p
+26%
Cash inflow from operating activities
£47.3m
+118%
Interim dividend
7.0p
+17%
Comparison with 31 March 2002
Results
Change
Shareholders’ funds
£231.9m
+23%
Cash balances
£133.4m
-14%
*Profit before tax, goodwill amortisation and exceptional items

3. RECORD RESULTS
Continued expansion through organic growth as well as selective acquisitions
Underlying cost base remains stable
Market conditions across all regions active as longer-term rates and credit have been volatile
Successful conclusion of two acquisitions - First Brokers Securities, Inc and APB Energy 
Recent purchase of Nittan’s South East Asian businesses

4. INTEREST RATE VOLATILITY% %

5. CREDIT SPREAD* VOLATILITY
* Spread to underlying US Treasuries (bp)

6. MARKET GROWTH
*Figures from New York Federal Reserve Board data

7. OPERATING PROFIT* BY ACTIVITY
£’m
Securities broking
73%
Derivatives and money broking
-8%
35%
Electronic broking 3%
Information
*after charging goodwill amortisation and including share of profit (losses) for JVs & associates
but before exceptional items and interest.

8. OPERATING PROFIT* BY REGION
119%
Americas 3%
Europe
Asia
Pacific
-6%
£’m
*after charging goodwill amortisation and including share of profit (losses) for JVs & associates
but before exceptional items and interest.

9. PROFIT & LOSS *At reported exchange rates.
**Excludes goodwill amortisation and exceptional items.

10. UNDERLYING GROWTH
*Previously a JV.
# From 30 April 2002

11. EARNINGS
*At reported exchange rates.

12. CASHFLOW
*Includes £14.6m of WTC replacement capex less £9.1m of insurance receipts. A further £5.3m insurance receipts occurred in October.
**Includes £5.7m of exchange movements.

13. BALANCE SHEET

14. FIRST BROKERS SECURITES
The leading interdealer broker in U.S. dollar-denominated corporate debt
Good fit with ICAP’s strong position in broking non-corporate bonds, particularly government bonds and Euro bonds.
Financial details:
Revenue $87m (year to 31/12/01)
Normalised pre-tax profit US$17.7m (year to 31/12/01)
Consideration: $36m with estimated deferred payment of $55m
Net assets $3.5m
Goodwill of some $87m amortised over seven years
Earnings enhancing
Excellent performance since April with significant activity in the secondary bond markets

15. APB ENERGY A leading energy broker in the US and European markets
Electricity, natural gas, coal and other energy related products
Good fit with ICAP’s existing commodity derivatives business
Financial details:
Revenue $32.5m (year to 31/12/01).
Normalised pre-tax profit US$8.7m (year to 31/12/01).
Initial consideration $15.5m, anticipated additional payments total $30m.
Net assets $4.4m.
Goodwill of some $40m amortised over seven years
Earnings enhancing
Encouraging performance to date
Significant long term potential for broking in the energy markets and potential for further acquisitions

16. STRONGER NETWORK IN ASIA
Acquisition of Nittan’s South East Asian operations:
Largest interdealer broker in Hong Kong after merger of Nittan and ICAP businesses
Adds 79.9% of Singapore equity ICAP did not already own
Additional office in Thailand joins the network
Acquisition completed 15 November 2002
Establishes ICAP as the leading interdealer broker in the Asia Pacific region with 450 staff in 9 locations
Good local and network synergies
Retained senior managers
Financial details:
Initial consideration approximately £18m in cash with a further cash payment of £7m after one year for the assets of the business
Normalised pre-tax profit £4.4m
Net assets £7m including £5m cash or cash equivalents
Earnings enhancing

17. BROKERTEC ACQUISITION STRATEGIC RATIONALE
To create a strong combination, the world’s leading voice broker and a leading electronic broker
Acquire a successful electronic trading platform with low operating costs handling transactions in excess of $160 billion a day
Complements ICAP’s presence in the fixed income markets

18. THE BROKERTEC BUSINESS
One of the world’s leading electronic inter-dealer brokers of fixed income securities
Operates a global, open-access, fully electronic platform for trading cash and repo transactions in US Treasuries, Agencies and Euro-denominated sovereign debt in the US, Europe and Asia
Began operations in June 2000

19. TRANSACTION DETAILS
Share only deal with initial consideration of c.12 million new ICAP shares
Further consideration of up to an additional 6.75 million new ICAP shares, dependent upon the revenues earned on the BrokerTec platform in the 12 months following completion of the acquisition.  
6-18 month restrictions on the transfer of ICAP shares received as apart of the initial consideration

20. BROKERTEC ACQUISITION TIMESCALE
The UK Secretary of State for Trade & Industry cleared the merger unconditionally on 26/11/02
All agreements to be approved by the relevant parties
Complete response to the comprehensive requests for information from the US Department of Justice/HSR filing
Expiry of the Hart-Scott-Rodino period
Deal completion anticipated early 2003

21. OUTLOOK Strong market position
Continue growing market share (both voice and electronic) organically and through selective acquisition
Derivative, credit and bond markets buoyant
Profitable and highly cash generative
BrokerTec acquisition

22. Additional Financial Information

23. TURNOVER AND OPERATING PROFIT: BY ACTIVITY
*At reported exchange rates.
**Group operating profit after goodwill amortisation but before interest, exceptional items and JVs & associates..

24. TURNOVER & OPERATING PROFIT: BY GEOGRAPHICAL LOCATION
*At reported exchange rates.
**Group operating profit after goodwill amortisation but before interest, exceptional items, JVs & associates..

25. PRE-TAX EXCEPTIONAL ITEMS

26. TAXATION

27. UK TRANSACTIONAL FOREX HEDGING