Unaudited Interim Statement

5 December 2016

OneView Group plc

("OneView" or the "Company")

Unaudited Interim Statement for the Six Months to 30 September 2016

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 2016.

Financial Highlights

· Revenue of $1.02m (H115: $4.0m)

· Loss before tax of $2.4m (H115: loss of $0.4m)

· Basic loss per share of $0.01 (H115: $0.01)

· Cash and cash equivalents of $0.2m at period end ($0.2m at 30 September 2015)

Operational Highlights

· Focus in the period on getting our existing customers live, with the first store being operational in October 2016

· Continued significant investment in product development

· First cloud based hosting deal closed during the period

· Second cloud based hosting deal with Molton Brown signed post period end

· Store inventory product is receiving strong initial market interest

· Completed technical integration with IBM's e-commerce and order management solutions and working with them to take our offering to their retail customer base

Stuart Mitchell, CEO of OneView, commented: "We are a young Company with leading edge technologies resolving some of the most pressing challenges faced by retailers today. In a short space of time we have achieved encouraging market acceptance as evidenced by the quality of our customer base, who have entrusted us to deliver mission critical technology solutions to them in their stores.

However, because our customers and prospects tend to be large retailers, sales cycles remain long and forecasting closure dates can be difficult, leading to uncertainty in the timing of revenues. Notwithstanding this, we believe the Company is well positioned to deliver good returns to our shareholders over the coming years."

Further Details:

Chairman's Statement

As referenced in our Annual Report for the year ending 31 March 2016 and in subsequent announcements, the Company continues to achieve significant milestones in its relationships with major existing customers and partners, particularly with IBM Commerce. Positive progress has also been made with regard to hosting, signing new customers, building upon partnership development and expanding the new business pipeline.

Our "unified commerce" business is leading-edge and directed at early adopters of next generation in-store digital solutions. In consequence, our customers' decision cycles are long and accordingly the timing of revenues remain difficult to predict. These characteristics underlie our interim results, and also our earlier announcements that results for the year to 31 March 2017 are likely to fall short of previous market expectations.

However, though customer decisions inevitably move to the right, they are not moving away and our confidence in achieving significant revenue growth in the next financial year and beyond remains undiminished.

Richard Abraham

Chairman

Chief Executive Officer's Statement

We have made good progress in many areas of the business in this current period but lower than expected order intake has led to a poor financial performance.

Progress

The focus in the first half was to work with our existing customers with the clear objective of getting them live in their store estates. We have made good headway in this respect with the first tills at our initial UK customer fully operational post period end in October. Performance of our platform has been good and the feedback positive, with the intuitive nature of the product enabling training budgets for their store staff to be reduced. We expect further rollouts at this customer over the coming months and to be ready to pilot with two further customers during the first half of calendar 2017.

On the product front our newly built store inventory solution is receiving a lot of interest from the market. This solution tracks inventory balances real-time at a store level, a first-of-a-kind for larger retailers and an important component in our strategic mission to deliver "OneView" of customers, orders and products across all shopping channels to our retail customers.

We are also pleased to have closed two cloud-based hosting services deals over the past few months. This is a new service for us, expanding our product portfolio and enhancing the quality of our earnings by adding to the annual, recurring revenue stream.

We are already live at the first of these hosted customers. The other is Molton Brown, a leading UK luxury cosmetic brand. This was announced post period end and is an important win for us as it demonstrates the appeal of our solutions to smaller retailers, broadening our market from the Tier 1 space we have traditionally targeted and occupied.

Additionally, as the product has matured greatly in the past year and with the streamlined delivery afforded by the hosted model, we anticipate Molton Brown will be operational in their first stores no later than the third quarter of calendar 2017. This rapid speed-to-market produces considerable benefit to the retailer. In addition, the ability to accelerate the time taken to go live at the tills increases the attractiveness of our offering and will lead to earlier revenue recognition.

We have also made good progress with our Independent Software Vendor [ISV] partners, particularly IBM as referenced in the Chairman's report. We have completed the technical integrations with IBM's e-commerce and order management solutions and are now working with them on a go-to-market strategy to take our Omni-channel offering to their retail customer base. This partnership has the potential to deliver considerable benefit to all relevant stakeholders, OneView, IBM and their customers.

An area of disappointment has been our order intake during the period, which was below our internal targets. Our prospects are generally large retailers whose decisions are subject to capital budgeting timelines and can be influenced by changing corporate priorities, all leading to long sales cycles. While none of our important prospects have cancelled projects or selected competitors, disappointingly a number of decisions have been delayed. Despite these delays our pipeline of global opportunities remains strong, positioning us well for the year ending 31 March 2018.

We have also experienced delays in our implementation projects. With any new software solution unexpected issues are likely to arise in the transition from development to production and we had a number of technical issues to resolve as we moved customers to the production phase. We are pleased to report these issues are now largely behind us since bringing our first store live.

There have also been delays caused by aspects outside of our control, such as delays to e-commerce implementations running at the same time. Our project schedules have been pushed back as we integrate to, and take data feeds from, these solutions. These factors have delayed both revenue recognition and cash receipts as a number of large contractual milestone payments are back-ended to events when our involvement is almost at an end, such as store pilots. We are currently renegotiating terms with our supportive customers to provide a more even spread of cash flow over the remainder of their projects.

We have learnt many important lessons from these first implementations and believe that the resultant improvements in our processes and greater product maturity will lead to reduced implementation times in the future.

Financial Results

The new business delays have led to our first half revenues of $1.0m falling below those of the same period last year ($4.0m) resulting in a loss before tax of $2.4m (2015 loss $0.4m).

The reported losses lead to an outflow of cash from operations of $2.1m (2015 outflow $1.1m). Cash of $1.8m was used in investing activities (2015 $0.01m) being principally capitalised development expenditure, which was not capitalised in the prior periods.

These cash outflows were funded by new loans of $2.8m made to OneView Group plc which included $1.2m from a loan previously made to the main operating subsidiary OneView Commerce, Inc. and cash on hand at the beginning of the period of $2.7m.

At period end the Company had cash of $0.2m and undrawn credit facilities of $0.2m. These have been extended in the form of a working capital line of $1m provided by one of our existing lenders as described in Note 6 to the Financial Statements.

Outlook

We are a young Company with leading edge technologies resolving some of the most pressing challenges faced by retailers today. In a short space of time we have achieved encouraging market acceptance as evidenced by the quality of our customer base, who have entrusted us to deliver mission critical technology solutions to them in their stores.

However, because our customers and prospects tend to be large retailers, sales cycles remain long and forecasting closure dates can be difficult, leading to uncertainty in the timing of revenues. Notwithstanding this, we believe the Company is well positioned to deliver good returns to our shareholders over the coming years.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the six months to 30 September 2016

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

At 30 September 2016

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY

For the six months to 30 September 2016 (unaudited)

For the six months to 30 September 2015 (unaudited)

For the twelve months ended 31 March 2016

CONSOLIDATED STATEMENT OF CASH FLOWS

For the six months to 30 September 2016

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 2017 and are unchanged from those disclosed in the Group's Annual Report for the year ended 31 March 2016. The financial information for the six months ended 30 September 2015 and 30 September 2016 is unaudited and does not constitute statutory financial statements for those periods.

The comparative financial information for the twelve months ended 31 March 2016 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.

The Board of Directors approved this interim report on 2 December 2016.

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. Taxation

No taxation charge/credit has been recognised for the six months to 30 September 2016 (30 September 2015: Nil and 31 March 2016: Taxation Credit $35,000), 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 2017.

4. Loss per Ordinary Share

The basic loss per ordinary share is calculated using the weighted average number of ordinary shares in issue during the financial period of 348,329,592 (30 September 2015: 247,980,640 and 31 March 2016: 250,701,971). The diluted loss per ordinary share is calculated using the weighted average number of ordinary shares in issue during the financial period of 348,329,592 (30 September 2015: 247,980,640 and 31 March 2016: 250,701,971). The effect of the exercise of options on the weighted average number of ordinary shares in issue is nil for all periods. The weighted average number of ordinary shares in the prior year has been calculated using the share exchange ratio (74.82). The effect of the exercise of options on the weighted average number of ordinary shares in issue is nil.

At 30 September 2016, the Armour Employees' Share Trust held 3,424,000 ordinary shares. The weighted average number of ordinary shares held by the Armour Employees' Share Trust during the period of 3,424,000 is not included in either the weighted average or diluted weighted average ordinary shares in issue during the period or prior year.

5. Net Cash from Operations

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

6. Subsequent Event and Related Party Transaction

The Company has agreed terms with Lane Capital Group ("LCG") to provide an additional loan facility of $1m to on similar terms to the existing $3m facility. LCG is a significant shareholder in the Company and is wholly owned by Gary Lane, a Non-Executive director, and his immediate family. The new loan facility ("the Facility") is due for repayment on 30 May 2017, and is convertible into ordinary shares in OneView at the 10 day average mid-price prior to the initial draw down. The conversion price will be reduced to the price at which any subsequent equity is raised, if lower than the 10 day average. Hawk Investment Holdings Limited ("Hawk") has agreed to contribute 50% of the loan when it has sufficient funding available. Hawk is controlled by the Morton Private Trust Company and is also a significant shareholder. Both Hawk and LCG have undertaken not to convert amounts due under the Facility if such conversion would result in either party holding more than 29.99% of the ordinary share capital of the Company. Under the Facility, interest is payable at 12% per annum and the loan is secured over the assets of the Company and certain assets of Stuart Mitchell, CEO.

Given the significant shareholdings of LCG and Hawk and the board position held by Gary Lane, the new Facility is deemed a related party transaction under the AIM Rules for Companies. The independent Directors (being all those other than Gary Lane), having consulted with finnCap, consider that the terms of the new Facility are fair and reasonable insofar as the Company's shareholders are concerned.

7. Copies of Interim Report

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