Interim Results

28 December 2017

OneView Group plc

("OneView" or the "Company" or the "Group")

Unaudited Interim Statement for the Six Months to 30 September 2017

OneView Group (AIM: ONEV), one of the retail industry's leading digital transformation software providers for in store customer sales and service, presents its results for the six months ended 30 September 2017.

Financial Highlights

· Revenue up 75% to $1.8m (H116: $1.0m)

· Recurring revenue increased by 359% to $0.9m (H116: $0.2m)

· Loss from operations before exceptional items $2.1m (H116: $2.3m)

· Loss before tax of $2.7m (H116: $2.4m)

· Basic loss per share of $0.01 (H116: $0.01)

· Debt free post June conversion (debt at 30 Sept 2016 $2.8m)

· Cash and cash equivalents of $0.6m at period end ($0.2m at 30 Sept 2016)

Operational Highlights

· Signed five-year SaaS agreement with Carhartt, Inc. for Store and Promotions solutions

· The Company continues to make good progress in Australia and expects to sign a major customer early in the New Year

· Board strengthened with appointment of Michael Jackson as Non-Executive Chairman

· Adopted Scrum development framework greatly accelerating customer project development

· £3.9 million raised before expenses through the issue of 260 million new ordinary shares

· $4.0 million debt converted into equity leaving Company debt free

Stuart Mitchell, CEO of OneView, commented:

The Company is now debt free and well positioned with solutions that allow retailers to respond to the digital revolution within their industry. The pipeline of new opportunities is solid although the precise timing of closure of new business remains difficult to forecast owing to the characteristically long sales cycles of the market in which we operate.

Whilst the Company has limited working capital and remains reliant on continued support from its shareholders the Board views the future with cautious optimism.

Further Details:

Chairman's Statement

I joined the Board as Chairman following July's fund raising and have since been pleased with the progress made. In the marketplace we continue to make good progress in Australia and expect to sign a major customer early in the New Year. This will add another marquee retailer to the customer list and is further validation of the market's acceptance of the Company's innovative technology solutions.

Development productivity has improved over recent months with the adoption of a new framework for collaboration on complex projects. This is called the Scrum framework for software development and is helping us drive the business forward. This will also benefit our customers by speeding up time to delivery for key business features, support future sales activities, and will differentiate us in the enterprise software market.

The financial results, as described in the CEO report, are lower than we would like them to be due to the long lead times in winning new contracts. However, the Company is confident that improvements will follow as further new business is won.

Strategy

OneView's technology is focused on taking the bricks and mortar store into the digital age and allowing the retailer untethered access to customer, inventory, and order information to better service shoppers in the store. This is enabled through the Company's software platform including point of sale (POS), enterprise inventory and the promotions engine, fully integrated with the retailer's e-commerce solution and all built on the most modern technologies.

The product is cloud based and hosted by OneView with Amazon Web Services. The cloud services offered are either Software as a Solution (SaaS) for mid-sized retailers or a private cloud for larger retailers. OneView hosted agreements are generally a five-year term. OneView has invested a great deal into its cloud service platform and sees the cloud infrastructure and continuous product delivery model as a key differentiator in the market. This model has the additional benefit of driving rapid growth in recurring revenues, as further described in the CEO report.

The trend toward modernisation is not limited to any specific retail sector or geographic area. OneView customers have a global reach and service numerous retail sectors including DIY, apparel, luxury goods, the automotive aftermarket and postal services. This aligns with market research that bricks and mortar stores across all sectors must upgrade their technology to better communicate with the other more modern channels that the customer uses, such as online and customer service. While the industry groups we support appear diverse they have one important similarity, they all have retail models embracing strong customer engagement.

OneView is well positioned to penetrate this market through continued expansion of the sales force in its main territories and through building strong partnerships to support a larger global reach.

The benefits to the retailer of OneView's solutions and delivery approach are significant. It is agile and will allow the retailer to respond to changes in its operating environment quickly. It also enables the retailer to focus on its brands and customers, eliminating the non-core task of software development and application maintenance.

Michael Jackson

Chairman

Chief Executive Officer's Statement

The last six months have been a busy period for the business. We refinanced the Company through an issue of new equity accompanied by the conversion of debt into equity followed by a share consolidation. We have made great strides with the product and our customers and have won new business.

Changes in Capital structure

Following shareholder approval at a General Meeting on 17 July 2017 the Company raised £3.9 million before expenses through the issue of 260 million new ordinary shares at 1.5p and the holders of the $4.0 million convertible debt converted their loans into 209.4 million shares at the same price leaving the Company debt free.

These share issues resulted in the Company having over 825 million shares in issue, which the Board felt excessive for a company of OneView's size and a 1 for 10 share consolidation was approved by shareholders at the Annual General Meeting in September. Today there are 82,558,129 shares in issue.

Products and Existing Customers

Over the summer, we reorganised our development organisation embracing the Scrum framework for software development. The increase in productivity from Scrum has been dramatic with output doubling since August. As a result, we expect three of our customers to be development complete by early January and to move to the pilot / extended pilot stage of their projects before the end of our financial year.

New Business

We announced the signing of a five-year SaaS agreement with Carhartt, Inc. for our Store and Promotions solutions with the implementation now underway. We have good progress in the Australian market and expect to be able to announce further new business early in the New Year.

Financial

Revenues increased 75% to $1.79 million in the six months to 30 September 2017 from $1.02 million in the previous year. The increase was principally attributable to recurring revenues, increasing from $201k in the six months last year to $922k in the current period driven by the hosting business won from Travis Perkins, Molton Brown, Discount Tire and Carhartt over the past 18 months.

The revenue increase enabled losses before interest, taxes, depreciation and amortisation, exceptional items and foreign exchange translation movements to reduce from $2.20 million to $1.64 million. Depreciation and amortization expense increased from $135k (September 2016) to $481k reflecting higher capitalised development costs. Higher debt balances resulted in an increase in interest of $131k to $225k in the six months to September 2017. Exceptional costs of $395k were incurred (2016- $nil) being fees and commissions associated with the fundraising and a gain of $145k (2016- $20k loss) on the translation of foreign operations recorded, all producing a total comprehensive loss for the period of $2.59 million. (2016 - loss $2.44 million).

There was a net cash outflow from operating activities of $3.30 million (2016- $2.14 million outflow) which reflects losses in the period and working capital movements totalling $1.3 million, principally in accrued and deferred income, with the majority of customers being invoiced for their annual hosting in the six months to 31 March 2017. Net cash used in investing activities was $1.61 million (2016- $1.83 million) being principally the capitalisation of software development costs. Cash at period end was $591k (31 March 2017- $525k).

Shareholders' equity increased by $6.50 million in the six-month period to $4.99 million at 30 September 2017. The share issue and capitalised debt contributed $9.1 million offset by the comprehensive loss of $2.6 million.

Board Changes

Contemporaneous with the July fundraising, Michael Jackson joined the Board as Chairman. Michael was on the Board of Sage plc from 1983 and Chairman from 1997 to 2006. He is now the Executive Chairman of Elderstreet Investments Limited, specialising in raising finance and investing in smaller companies, both quoted and unquoted. We are delighted to have Michael on board with his wealth of experience both in the technology and capital markets.

Richard Abraham who has served as Chairman from the inception of the business in 2011 remains on the Board as a Non-Executive Director and we are very grateful for his considerable contribution over the years.

Outlook

The Company is now debt free and well positioned with solutions that allow retailers to respond to the digital revolution within their industry. The pipeline of new opportunities is solid although the precise timing of closure of new business remains difficult to forecast owing to the characteristically long sales cycles of the market in which we operate.

The Company has limited working capital. The Board continues to monitor its cash position closely and the business remains reliant on the continued support of its shareholders.

Against this background the Board views the future with cautious optimism.

Stuart Mitchell

Chief Executive Officer

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the six months to 30 September 2017

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

At 30 September 2017

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY

For the six months to 30 September 2017 (unaudited)

For the six months to 30 September 2016 (unaudited)

For the twelve months ended 31 March 2017

CONSOLIDATED STATEMENT OF CASH FLOWS

For the six months to 30 September 2017

Notes to the Interim Financial Statements

1. Basis of Preparation

These interim financial statements have been prepared in accordance with International Financial Reporting Standards, International Accounting Standards ("IAS") and Interpretations (collectively "IFRS") issued by the International Accounting Standards Board as adopted by the European Union and with those parts of the Companies Act 2006 applicable to companies preparing their financial statements under IFRS. They have been prepared on the historical cost basis.

The principal accounting policies used in preparing these interim financial statements are those expected to apply to the Group's Consolidated Financial Statements for the year ending 31 March 2018 and are unchanged from those disclosed in the Group's Annual Report for the year ended 31 March 2017. The financial information for the six months ended 30 September 2016 and 30 September 2017 is unaudited and does not constitute statutory financial statements for those periods.

The comparative financial information for the twelve months ended 31 March 2017 has been derived from the audited statutory financial statements for that year. These financial statements were approved by shareholders at the Annual General Meeting and have been delivered to the Registrar of Companies. The Auditors' Report on those financial statements was unqualified, did not include a reference to any matters to which the Auditors drew attention by way of emphasis without qualifying their report and did not include a statement under section 498(2) or 498(3) of the Companies Act 2006.

IFRS15 - The Group earns the majority of its revenues, from hosting its cloud based digital platform on behalf of its customers, and from implementation consultation and related support. Hosting and support agreements are an annual fee and revenue is apportioned on a time basis. Implementation consultation contracts are supported by a statement of works which details specific milestones and performance obligations which need to be met before payment for that milestone can be received. The Group currently recognises revenue on a percentage-of-completion basis against the total cost of the statement of works. The Group has commenced its review of the implementation of IFRS15 and is working to conclude whether this will have any material impact on the revenue recognised.

The Board of Directors approved this interim report on 27 December 2017.

2. Business Segments

During the period the Group operated in the following main business segments:

OneView Commerce Licensing of software and providing the related consulting, support and other services related to the software sold; and

Unallocated central costs The provision of Group-wide support services including finance to the other business segment within the Group.

Customers accounting for more than 10% of the total revenue are as follows:

3. Exceptional Items

Exceptional items in the period are for professional fees, relating to the fundraising completed in July 2017.

4. Taxation

No taxation charge/credit has been recognised for the six months to 30 September 2017 (30 September 2016: Nil and 31 March 2017: Taxation Credit $14,000), this will be assessed at the year end, and will be based on the effective taxation rate, which is estimated will apply for the year ending 31 March 2018.

5. Loss per Ordinary Share

The basic loss per ordinary share is calculated using the weighted average number of 10p ordinary shares in issue during the financial period of 55,141,426 (30 September 2016: 348,329,592 1p ordinary shares and 31 March 2017: 348,329,592 1p ordinary shares). The diluted loss per ordinary share is calculated using the weighted average number of 10p ordinary shares in issue during the financial period of 55,141,426 (30 September 2016: 348,329,592 1p ordinary shares and 31 March 2017: 348,329,592 1p ordinary shares). The effect of the exercise of options on the weighted average number of ordinary shares in issue is nil for all periods. On 7 September 2017, the company completed a share consolidation on a 1 for 10 basis.

At 30 September 2017, the Armour Employees' Share Trust held 342,400 10p ordinary shares. The weighted average number of ordinary shares held by the Armour Employees' Share Trust during the period of 342,400 is not included in either the weighted average or diluted weighted average ordinary shares in issue during the period or prior year.

6. Share Capital

On 17 July 2017, the Company finalised a fundraising of £3.9 million, satisfied by the placing of 260,000,000 ordinary shares. This consisted of a firm placing of 72,000,000 ordinary shares, which was issued under the Company's existing authorities. These were admitted to AIM on 3 July 2017. A conditional placing and subscription of 188,000,000 ordinary shares received shareholder approval at the General Meeting held on 17 July 2017 and were admitted to AIM on 18 July 2017. In addition, following the General Meeting, the Company's debt providers Hawk Investment Holdings Limited and Lane Capital Group Limited converted the outstanding debt of $4.0 million to 209,389,138 ordinary shares, being 104,694,569 shares each. On 7 September 2017, the Company completed a share consolidation on a 1 for 10 basis.

7. Net Cash from Operations

*EBITDA is defined as profit/(loss) before interest, taxation, depreciation and amortisation.

8. Copies of Interim Report

A copy of this interim report can be viewed on the Group's website: www.oneviewcommerce.com.