OneView Group Regulatory News (ONEV)

24 February 2017

OneView Group plc

("OneView" or the "Company")

Trading Update, potential fundraise and proposed debt restructuring

OneView (AIM: ONEV), one of the retail industry's leading digital transformation software providers for in store customer service, provides a trading update ahead of the year ending 31 March 2017.

OneView has made positive progress with a number of pipeline opportunities since the start of calendar year 2017 and has experienced considerable interest in its hosted solution, increasing both total deal size and recurring revenues. This includes, as recently announced , the Company's largest ever multi-year contract to host their solutions for existing customer Discount Tire.

Revenues for the second half of the 2017 financial year are now therefore expected to be considerably higher than in the first half and not less than $2m (H1 2017: $1m actual). Accordingly full year 2017 revenues are expected to be not less than $3m (2016:$8.1m) which includes the up front element of the Discount Tire contract.

As noted in the Interim Statement released in December 2016, the Company's principal focus during the financial year has been on product development, getting solutions production ready to enable OneView to take customers live in their store estates. The Company has made strong progress in this regard and its project plans anticipate four customers going live in the current calendar year.

Despite the progress, the Board of OneView recognises the need to strengthen its balance sheet to enable the Company to take full advantage of its growth opportunities. This will require external funding to scale up sales and marketing, provide working capital to deliver new projects and to maintain, develop and upgrade the suite of products and solutions. Two additional loans have been taken out in the last three months to meet working capital requirements and the Board is now considering an equity fund raising which, combined with a restructuring of the debt, (as detailed below) will enable the Company to focus on delivering its pipeline.

The Company has now reached agreement with its debt providers to allow, contingent on the success of the fundraise and repayment of its short term debt maturing in the next four months ($1.3m), the outstanding debt to be restructured as follows:

· $2million of the remaining fully drawn $3m debt facility that matures in July 2018 will be converted into ordinary shares at the same share price as the equity fund raise.

· The maturity of the remaining $1m of debt will be extended to July 2020 and the coupon reduced to 8%. This debt will also be convertible at the price at which the equity is raised, subject to the Company's right to elect to repay it at any time.

The current debt providers are Lane Capital Group ("LCG") (a significant shareholder in the Company and ultimately controlled by interests associated with Gary Lane, a Non-Executive director) and Hawk Investment Holdings Limited ("Hawk"). Hawk is controlled by the Morton Private Trust Company. Given the significant shareholdings of LCG and Hawk and the board position held by Gary Lane, the proposed debt restructuring 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 proposed debt restructuring are fair and reasonable insofar as the Company's shareholders are concerned.

Stuart Mitchell, CEO of OneView commented: "We have built a good pipeline of potential business at OneView and it is very pleasing that this has translated into new business and increased revenue in the closing months of our financial year. A strengthened balance sheet will allow us to deliver on our pipeline and we expect further growth helped by a number of our existing customers going live in the coming months."

The information communicated in this announcement is inside information for the purposes of Article 7 of Regulation 596/2014.

Further Details:

About OneView Commerce

OneView Commerce is a pioneer in digital store transformation, helping global retailers implement successful unified commerce strategies that centre on the critical engagement in store. The company's cloud-based Digital Store Platform combines digital-ready point of sale, line busting, and end-to-end unified commerce capabilities, with the ability to capture and deliver the rich content from these store interactions across the retail enterprise. OneView enables the exchange of this powerful store information to immediately impact sales, business operations and the customer experience. Travis Perkins plc, Wickes, and Discount Tire Corporation are among the global retailers revolutionizing their stores with OneView Commerce. For more information, visit www.oneviewcommerce.com.