Unifying the care experience.
Annual Report &
Financial Statements 2024
About Us
Oneview is the most trusted and reliable
care experience software platform on
the market. Oneview’s cloud-native and
on-premises technology synchronises
with hospitals’ existing technology and
processes to activate a truly integrated
connected environment of care.
With Oneview’s technology, clinical,
operational and technical workflows are
optimised, while patients are empowered
to take control of their care experience.
Our Mission
To improve connected care
experiences, every day.
Founded in 2008
in Dublin, Ireland
Deployed to
+30,000 endpoints
Enterprise-wide in
3 top 20 U.S. hospitals*
* US News Best Hospitals 2023 – 2024
Our Vision
Redefining the digital
environment of care to make
it accessible, seamless and
reliable for all.
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
Contents
Strategic Report
Our Principles
02
Chair’s statement
03
Message from the CEO
04
About Oneview
06
2024 Performance Review
10
Innovation
14
Business Outlook
15
Environmental, Social, and Governance
16
Governance
Risk Management
19
Board of Directors
24
Leadership team
26
Corporate Governance Overview
27
Remuneration & Nomination Committee
Report
30
Directors’ report
36
Financial Statements
Independent auditors’ report
39
Consolidated statement of total
comprehensive income
43
Consolidated statement of financial
position
44
Company statement of financial position
45
Consolidated statement of changes
in equity
46
Company statement of changes in equity
48
Consolidated statement of cash flows
50
Notes to the consolidated and company
financial statements
51
Additional ASX Info
85
Corporate Information
88
Performance &
Position Snapshot
19,429 contracted beds
at 31 December 2024
23% growth during 2024
12,514 live beds
at 31 December 2024
23% growth during 2024
€9.9 million revenue
for the year ended 31 December 2024
€9.4 million for the year ended 31 December 2023
67% gross margin
for the year ended 31 December 2024
66% for the year ended 31 December 2023
€13.8 million cash
at 31 December 2024
€11.5 million at 31 December 2023
Performance Highlights
Baxter Value-Added-Reseller partnership extended
for 2 more years through June 2027 and agreement
expanded to include Canada in addition to the U.S. market
Completed a €13.9 million (A$23.0 million) fundraise
in November 2024 including a placement of A$20 million
and an oversubscribed securities purchase plan of A$3
million.
Added 8 major new logos; Inova Health System; Mercy;
Rady Children’s Health (formerly Children’s Hospital of
Orange County (CHOC)); Nicklaus Children’s Hospital;
Sharp HealthCare; Care New England, Citizens Medical
Center and Summit Pacific Medical Center.
Record U.S. sales opportunity pipeline comprised of
potential direct sales and sales under the Baxter Value-
Added-Reseller Agreement partnership.
Strategic Report
1
Governance
Financial Statements
The Oneview Principles are the behaviours that are unique to
Oneview, that help us articulate who we are, what we believe in, what
we aspire to, how we see ourselves and what we expect from each
other. They’re ultimately the things we do and say every day with our
customers, partners and each other.
Our Principles
Accountability
We rely on each other. We understand
that together we make our customers –
and their patients and staff – happy and
solve problems quickly. We don’t let
each other down.
• We pitch in
• We go the extra mile
• We have each other’s backs
• We execute with urgency
• We find the solution and make it
happen
Attitude
We overcome obstacles because we
have the right attitude. We focus on the
long game and we never give up on
each other, our customers, or our goals.
• We are passionate
• We are inclusive
• We are welcoming
• We are approachable
• We are loyal
• We are determined
Communication
We are always striving to improve how
we communicate with others. From
1:1 conversations to team meetings,
from interns to leaders, from Slack to
PowerPoint, we turn up for each other.
• We keep each other in the loop
• We say it as it is
• We ask for help
• We think before we type
• We listen to each other
Connection
We understand that we are what makes
Oneview unique. It’s why we joined and
it’s why we stay. We appreciate each
other and understand the strengths
and value we all bring to our teams,
customers, partners and shareholders.
• Be yourself
• We are one team
• We are considerate
• We celebrate the wins
• We value each other’s time
Learning
In a world where change is constant, we
are always learning, always improving,
always innovating. We aren’t afraid of
failure – we know it makes us stronger.
• We share knowledge
• We think creatively
• Mistakes happen – we learn from
them
Legacy
This is what you leave behind for your
colleagues, customers, partners, and
shareholders.
• Legacy is how we are remembered.
• It’s not one single act
• It’s built every day
• We make it better
• We do right by the customer and
patients
• We win with dignity and humility
2
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
Chair’s Statement
Well positioned for
growth in 2025
Dear Shareholders,
I am pleased to share the Oneview Healthcare
plc Annual Report for the financial year ended
31 December 2024.
On behalf of your Board, I am proud to
report that Oneview has made some important
progress during 2024 in expanding our market
presence and enhancing our technology’s
capabilities and differentiation.
Our vision for the Connected Patient Room
has been delivered, with the completion of
second-generation versions of the Digital
Whiteboard and the Digital Door Sign during
2024. We also launched MyStay Mobile
bringing the power of the Care Experience
Platform to patients’ own devices, through the
cloud. All of these new products have already
been deployed commercially.
We recently launched the first initiative from
our Artificial Intelligence (“AI”) Product
Strategy, a Virtual Patient Assistant “alpha”
product called Ovie. Ovie delivers on the
continuous aim of Oneview to provide
thoughtful innovation for our customers,
combining efficiencies for nurses and
improved and empowered care for the patients
served by our technology.
Our channel for commercial opportunity
continues to progress. Oneview added eight
new customer logos during 2024, including
three health systems. The business’s contracted
beds increased by 23% to 19,429 beds
during 2024. Deployment of our software to
these contracted beds remains an important
business priority and management is focused
on making our deployment process more
efficient through configuration tooling and
other initiatives.
Our Software as a Service (“SaaS”) business
continues to grow as a healthy portion of our
overall revenue. This combined with our high
retention rate with our customers lays a strong
foundation for the future.
Our 2024 reported revenue was significantly
impacted by delayed projects at two major
customers. Despite the challenges that these
types of delays cause to the business, we
know from the business’s extensive track
record and from the Board’s collective
experiences that this is not at all uncommon
in our industry and resilience and patience
are required to succeed. We are fortunate
to have and very appreciative of supportive
shareholders who understand the challenges
and long-term opportunities of this sector.
We do not take this support for granted and
management is working with urgency to
deliver on our significant potential. As well
as working diligently with our customers
to deploy our contracted beds as soon
as possible, management has focused on
building our commercial pipeline, generating
new opportunities and innovating to further
differentiate our product from our competitors.
We are confident that these initiatives will
enable us to grow our market presence and
deliver long-term value for our shareholders.
With the delivery of our vision for the
Connected Patient Room, our significant
pipeline of opportunities, directly and through
our partnership with Baxter, and our recently
completed capital raise, there is a strong
foundation for delivery during 2025. We
appreciate the trust and confidence of our
shareholders, and we look forward to a year of
progress and success.
I would like to welcome Darragh Lyons to
the Board as an Executive Director. Darragh
joined Oneview in September 2024 as Chief
Financial Officer and brings very relevant
board and C-level experience. I would also like
to welcome Toni Pettit to the role of Company
Secretary. Toni, the company’s Chief of Staff,
has been with Oneview since 2016 and took
over as Company Secretary in September
2024.
On behalf of the Board, I would like to extend
my gratitude to our CEO, James Fitter, and
all of our employees for their dedication and
determination to deliver on the enormous
potential that exists in our business. I would
also like to thank our customers and partners
for their support and partnership in improving
patient care and clinical outcomes.
Finally, I would like to thank my fellow directors
for all their support to the Company and to me
personally in 2024. I look forward to working
with all of them in 2025.
Barbara Nelson
Chair
5 March 2025
Financial Statements
Strategic Report
Governance
3
The first commercial adoption of MyStay
Mobile is progressing at the CHOC (now Rady
Children’s Health), where it will complement
the in-room television, providing access to
education, information and meal ordering
for patients and family members on their own
devices.
Our vision of the connected patient room has
now been delivered and has already been
deployed with Inova Health implementing
digital door signs, digital whiteboards and
patient televisions in their new Fairfax facility.
Artificial intelligence has the potential to
revolutionise healthcare delivery in hospitals,
just as it is poised to reshape nearly every
aspect of daily life and business. During 2024,
we launched an AI Product Strategy defining
how AI would be incorporated into Oneview’s
product portfolio. At the recent ViVE
tradeshow meeting in Nashville, we introduced
“Ovie”1, an innovative new GenAI product
that provides personalised, real-time support
for patients and families throughout their
hospital stay. Ovie helps reduce interruptions
for nurses, and improves communication, by
giving patients and family members a
secure, personalised voice assistant for
common questions and requests. We are
excited by the potential that Ovie has to further
improve patients’ care experience and to
deliver additional efficiencies for hospitals. A
customer pilot of Ovie will be progressed over
the coming months followed by a targeted
market launch during the second half of 2025.
We will continue to invest in our products to
improve the efficiencies and value we deliver
for our customers and their care teams and
to improve the care experiences and clinical
1
Trademark pending
Message from the CEO
Dear Shareholders,
It gives me pleasure to share our annual
report for the financial year 2024. Throughout
this annual report, you will find detailed
information regarding the financial and
operating highlights of Oneview for 2024 and
our outlook. I would like to add some of my
own personal reflections.
Market Opportunity
I believe that we have reached a watershed
moment in how care is delivered in our
hospitals. The industry continues to face
mounting challenges, including nursing
shortages, funding deficits and increasing
operating costs. The patient population is
becoming more technologically adept and
accustomed to empowerment and autonomy.
Synchronization of hospital technologies,
automation of operating tasks and the
virtualisation of care are the only viable options
to address these challenges for hospitals in
an efficient and cost-effective way. Oneview’s
products are therefore becoming increasingly
vital to the efficient operation of hospitals,
and this underscores my absolute confidence
in the positive outlook for Oneview and the
Connected Patient Room. To fully capitalise
on this escalating market opportunity, we are
focused on:
• continuing to develop our products with
thoughtful innovation to further differentiate
us from competitors and to augment the
efficiencies and patient experience benefits
we bring to hospitals;
• expanding and growing our customer base
and revenue channels, particularly in the
US; and
• developing our software deployment
processes to accelerate delivery and
maximise efficiency.
I will discuss each of these focus areas in
further detail below.
2024 Financial Results
Our revenue for 2024 was €9.9 million,
an increase of 5% over the €9.4 million we
reported in 2023. Our recurring revenue
increased by 9% to €7.2 million. Our reported
revenue for 2024 has been significantly
impacted by the delayed deployment projects
at two major customers during 2024. We are
confident that these projects will re-commence
during 2025.
Our EBITDA loss for the year was €8.8 million
(2023: €5.5 million). The higher loss in 2024
is attributable to the upfront investment the
business made in headcount to support the
expected deployment activity from Baxter and
our direct pipeline of opportunities.
During the fourth quarter of 2024, we
completed a share placement and share
purchase plan (“SPP”) equity capital raise,
generating aggregate net proceeds of €13.3
million (A$22.0 million) to strengthen our
balance sheet as we progress our contracted
bed deployments, expand our pipeline of
sales opportunities and advance our innovation
in a disciplined and thoughtful manner. Our
cash balance at 31 December 2024 was €13.8
million.
Innovation & Differentiation
We delivered three new products during
2024, with the launch of MyStay Mobile,
bringing the power of the care experience
platform to patients’ own devices, and the
delivery of second-generation versions of
both the Digital Door Sign and the Digital
Whiteboard.
Delivering
on our vision
4
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
outcomes of the patients that use our software.
Our passion for collaborative innovation is
inspired by our work with large enterprise-
scale health systems and helps us maintain our
competitive advantages and differentiation.
Oneview is an enterprise-ready vendor with a
proven ability to scale enterprise-wide.
Our Operational and Commercial
Activity
Accelerating the deployment of our software
to our contracted beds is a strategic priority
for me and the rest of the management team.
Executing these deployments faster and more
efficiently will drive material revenue growth
and expand our margins. We are investing
in configuration tooling and adopting AI to
further automate the deployment process.
During 2024, we deployed our software to
approximately 2,400 beds, ending the year
with 12,514 live beds.
There is tangible evidence that our commercial
efforts are yielding results that have the
potential to create significant value in the
future. Over the past two years, we added 14
new major customer logos. This is more than
was added over the previous 9 years (2014 to
2023: 12). The growth in our logos over the
past two years also underpins our 34% growth
in contracted beds during that period. We
ended 2024 with 19,429 contracted beds.
Our experience of the lengthy sales cycle in
hospitals, involving comprehensive decision-
making and vetting processes, makes our
addition of 14 new logos over the past 2
years more significant. The deployment of our
software to these newly contracted customers
is now a priority, but adding the new logo is
the crucial initial step in creating a valuable
customer relationship for Oneview. Our “land
& expand” commercial strategy has two
avenues to expansion once we gain a new
customer. With our now completed Connected
Patient Room vision, we have a 92% upsell
opportunity for each contracted bed through
the inclusion of an extra tablet endpoint, a
Digital Door Sign, a Digital Whiteboard or
by adding the additional modality of MyStay
Mobile.
Furthermore, we typically have the potential
of expanding contracted beds for each new
customer once they have had time to assess
the value proposition of our platform. We have
typically started our relationship with enterprise
customers with hundreds of contracted beds
and grown this to thousands of beds over
time. The overall potential future value of
each of these new customer logos is also
augmented by our recurring revenue model
and the “stickiness” of our customers. Our
focus on delivering high-quality white-glove
service to our customers coupled with the
deep integration of our software into hospitals’
technical and operational workflows results
in low customer churn, with our average
customer tenure approaching seven years.
Our partnership with Baxter
During 2024, we extended our Value-Added-
Reseller (“VAR”) partnership with Baxter for a
further two years to mid-2027 and expanded
the partnership to include the Canadian
market, in addition to the United States. We
see significant momentum in this partnership
with a pipeline of over 130 sales opportunities
and 5 purchase orders delivered to date.
Beyond our close collaboration on sales,
marketing and delivery, Oneview and Baxter
executives are also partnering on product
innovation and integration initiatives with the
first integration completed in November 2024,
enabling the delivery of service requests via
Baxter’s Voalte Nurse Call system.
Our Outlook
As I noted above, we raised net proceeds
of €13.3 million (A$22.0 million) through a
share placement and SPP during the fourth
quarter of 2024. Our ability to access this
additional capital and endure the lengthy and
challenging sales cycle of our industry is a
significant advantage that we believe will be
fully rewarded over time. We are extremely
grateful to our shareholders for supporting
our determination to capitalise on the wave of
opportunity that lies ahead.
Hospital systems are experiencing dramatic
change with the increasing focus on the
virtualisation of care. Oneview is uniquely
positioned with our enterprise-proven platform
to act as the conduit for this change. We
are working with urgency and diligence to
make sure we capitalise on this macro trend
and deliver on the substantial value creation
opportunity this trend presents.
As we look to the year ahead, we have
never been more optimistic about the role
bedside technology can play in the delivery
of world-class care. We are confident that we
can execute upon our various commercial
channels and opportunities, while maintaining
our competitive advantages through thoughtful
and disciplined innovation. I look forward to
communicating our progress to you in the
months ahead. I appreciate the continued
support of our shareholders and our loyal
customers, but would especially like to thank
our dedicated employees, all of whom are
inspired by our vision of redefining the digital
environment of care to make it accessible,
seamless and reliable for all.
James Fitter
Chief Executive Officer
5 March 2025
Financial Statements
Strategic Report
Governance
5
Founded in Dublin, Ireland in 2008, Oneview
enables the “Connected Care Experience”
in hospitals and healthcare systems with a
modular, scalable software system that has
been contracted in over 135 hospitals across
26 health systems, including 3 of the Top 20
U.S. hospitals. Oneview connects the patient
room to the care team and the hospitals’
technology systems, delivering efficiencies for
the hospital and a better, more engaged care
experience for patients.
About Oneview
Dissatisfied Patients & Families
Patients have limited control during their
stay and rely on nurses for many of their
needs.
Connected Patients & Families
Oneview brings your patients calm and
control
• Self-service meal ordering, clinical
requests and room controls
• Personalised information and
educational content
• Multi-lingual support of 32 languages
• Hotel-like entertainment experience
Overworked Care Teams
Limited automation and workforce
challenges place burdens on the care
team.
Optimised Care Teams
Oneview streamlines your clinical team’s
experience by automating tasks and
unifying data
• Automated manual processes like
meal ordering and educational write-
back
• Direct routing of non-clinical requests
to care team wireless devices
• Virtual care platform integration for
hybrid care models
Disconnected Hospital
Systems
Disconnected technologies cost
hospitals time and money.
Synchronised Hospital Systems
Oneview scales and integrates across
the enterprise
• Cloud-native or on-prem deployment
• Reduced upfront and ongoing costs
• Potential HCAHPS improvement
• Increased focus on Patient & Care
Team safety
The Connected Care Experience
Through integrations with Electronic
Health Records (EHR) and other hospital
technologies, the Connected Care Experience
Room saves time for the clinical team by
unifying data, enabling real-time access to
important patient information at the bedside
and automating tasks. The Connected Care
Experience Room also enhances the patient’s
care experience by empowering the patient
with information and self-service access to
the hospital’s technologies and services,
allowing patients to actively engage in their
care plan and supporting care updates and
communication between the patient, their
family and the care team.
The Challenge
6
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
Patients & Families
Care Teams
The Connected Care
Experience Room
Oneview’s Care Experience software platform
is delivered using interactive Patient TVs,
bedside Tablets, Digital Whiteboards and
Digital Door Signs; as well as being accessible
through patients’ and their families’ own
devices, MyStay Mobile.
The Connected Care Experience can
be deployed using cloud-based hosting
or installed using on-premises servers,
depending on the needs and preferences
of each healthcare system. The Connected
Care Experience has been instrumental in
connecting patients, families and care teams,
improving the overall patient experience while
lessening the burden on the care team. The
MyStay Mobile product allows patients to
access the platform on their own devices, as
another modality for patients and families,
alongside patient televisions and tablets, or to
eliminate the need for hardware at the point-
of-care.
Oneview scales and integrates across the
enterprise. System integrations enable
information flow and workflow automation,
while the ability to deploy Android apps
at the bedside opens new possibilities
for innovation and experience. Oneview’s
extensive track record of working with large
enterprise-scale hospitals means that system
integrations are an organisational core
competency and it has over 50 “out of the
box” system integrations, proven and ready to
deploy. Key system integrations include EHRs,
virtual care platforms, clinical communication
systems, dietary solutions, location systems,
room controls and translation & interpretation
applications. Oneview also integrates with
content applications including patient
education portals, entertainment & gaming
systems, calming & distraction applications and
streaming & social media channels. Oneview’s
virtual care Application Programming Interface
(“API”) enables hospitals to leverage the
Oneview patient television for inpatient virtual
care, including virtual observation and nursing.
Interoperability with leading virtual care
platforms allows customers to choose the best
solution for their needs.
Television, Tablet and Mobile
• Synchronised Across Multiple Devices
(including MyStay Mobile)
• Integrated with EHR and Nurse Call
• Configurable Patient Education
• Virtual Care System Compatible
• Full Entertainment Package
• Self Service Functionality:
−Meal Ordering
−Service Requests
−Room Controls
Digital Whiteboard
• Integrated with EHR and Nurse Call
• Configurable patient content by location
• Supports care updates and communication
between the patient, their family and the
care team
• Equips care teams with real-time important
safety and patient-centric information
Digital Door Sign
• Integrated and automatically updated
with EHR data
• “At a glance” important patient-care
information and care flags
• Supports private and semi-private room
occupancy
Oneview is an enterprise-ready vendor with
a proven ability to scale enterprise-wide.
The ability to support scalability across
multiple facilities and thousands of beds is a
differentiator for Oneview.
At the heart of everything Oneview does is its
robust cybersecurity measures, its continued
compliance with global data regulations and
industry standards and an enduring focus on
protecting the systems and data of Oneview
and its customers.
Financial Statements
Strategic Report
Governance
7
About Oneview
(continued)
Delivering
Efficiency &
Value
Patient Self Service
& Service Routing
2-12 minutes
nurse time saved
per service request1
Up to 12%
of nurse time saved
based on task
delegation and
21% based on task
automation2
87% reduction
in wasted meals3
75% reduction
in employee time
due to self-service
meal ordering3
Access to
interpreter during
inpatient stay reduces
length of stay and 30-
day readmission rate4
1
Oneview customer user group
feedback
2 https://www.mckinsey.com/industries/
healthcare/our-insights/reimagining-the-
nursing-workload-finding-time-to-close-
the-workforce-gap
3
Customer case study
4
https://www.ncbi.nlm.nih.gov/pmc/
articles/PMC5309198/
Oneview’s Customers
Oneview’s customers span the U.S., Australia, Ireland and Asia. Oneview’s “land and expand”
commercial strategy, has focused on fostering long term partnerships with large enterprises,
built on a foundation of trust and expanded through Oneview’s proven ability to scale enterprise
wide. Customer contracts are typically for 3 to 5 years but there is a low customer churn because
of the service and value that Oneview offers to its customers and because of the deep system
integrations that are made as part of the deployment of the Connected Care Experience to
enable information flow and workflow automation. The average customer tenure is approximately
6 and a half years.
US
Australia & rest of world
3 top 20
US hospitals
6 of the World’s Best
Smart Hospitals
8
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
Commercial Strategy
Oneview’s “land & expand” commercial
strategy is focused on growing both the
products used by each customer and
expanding the Care Experience Room across
the entire hospital enterprise.
CXP TV
CXP Tablet
MyStay
Mobile add-on
Digital
Door Sign
Digital
Whiteboard
% Per Bed Per Day Uplift
LAND
EXPAND
Oneview’s products are modular which lends itself to upselling additional products
during the customer lifetime. Add-on products can drive up to a 92% upsell in per
day per bed revenue over the core platform alone.
Oneview has a proven reputation and ability to scale across large hospital
enterprises, growing bed count from hundreds of beds to thousands of beds.
Oneview’s primary commercial focus is currently on the U.S. market which has been
the key driver of recent growth. Oneview has its own sales team in the U.S. market
and this commercial presence is amplified by a value-added-reseller distribution
deal with Baxter, which was originally signed in June 2023 and which, in October
2024, was extended for a further two years until mid-2027 and expanded to include
the Canadian market in addition to the U.S. Oneview is collaborating with Baxter
on a joint product roadmap and streamlining integration to help improve patient
experience and quality of care for Baxter customers. Oneview and Baxter completed
the first integration from this roadmap during 2024, enabling the delivery of
service requests via Baxter’s Voalte Nurse Call. In addition to product integrations
and enhancements, the collaboration brings the unique value of Baxter’s scaled,
nation-wide network of knowledgeable technicians and installation contractors to help
streamline the deployment of the Oneview Care Experience Platform (CXP).
Financial Statements
Strategic Report
Governance
9
2024 Performance Review
2024 Financial Performance
Year ended 31
December 2024
Year ended 31
December 2023
Variance
€’m
€’m
%
Recurring revenue
7.2
6.6
9%
Non-recurring revenue
2.7
2.8
(4%)
Total Revenue
9.9
9.4
5%
Cost of sales
(3.2)
(3.2)
-
Gross Profit
6.7
6.2
8%
Cash operating Expenses
(15.5)
(11.7)
(32%)
Adjusted EBITDA loss
(8.8)
(5.5)
(60%)
Non-cash expenses:
Share based payment expense
(2.0)
(2.4)
(17%)
Depreciation & amortisation
(0.5)
(0.5)
-
Net finance income / (costs)
0.6
(0.5)
220%
Loss before tax
(10.8)
(8.9)
(21%)
Income tax expense
-
-
-
Loss after tax
(10.8)
(8.9)
(21%)
Of the €9.9 million of revenue in 2024, €7.2
million of this revenue is recurring revenue, a
9% increase over 2023’s recurring revenue
of €6.6 million. 2024 revenue was impacted
by the postponement of deployment projects
by a large customer because of its focus on
a corporate transaction and by construction
delays in the new Children’s Hospital in
Ireland. As a result, revenue for 2024 of
€9.9 million was only 5% higher than 2023’s
revenue of €9.4 million.
Gross Margin in 2024 was 67% compared
to 66% in 2023 due to a greater portion of
high-margin recurring revenue streams in 2024
compared to 2023.
Oneview’s Adjusted EBITDA loss increased in
2024 to €8.8 million from an Adjusted EBITDA
loss of €5.5 million in 2023. The higher
loss in 2024 is largely attributable to a 32%
increase in cash operating expenses in 2024
to €15.5 million compared to €11.7 million
in 2023, partially offset by the higher gross
profit of €6.7 million (2023: €6.2 million).
The higher cash operating expenses in 2024
is due to the full-year impact of additional
headcount hired to support the anticipated
additional deployment activity from sales
generated from Oneview’s direct sales pipeline
and from the Baxter VAR agreement.
€9.9m
Total Revenue
(2023: €9.4 million): 5% increase
€7.2m
Recurring Revenue
(2023: €6.6 million): 9% increase
12,514
Live Beds
(2023: 10,151): 23% increase
€13.9m
Capital fundraise
(net proceeds of €13.3m)
€13.8m
Cash at 31 December 2024
(€11.5m at 31 December 2023)
Financial
10
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
2024 Balance Sheet and Cash Flow Position at 31 December 2024
Balance Sheet Position
As at 31
December 2024
As at 31
December 2023
Variance
€’m
€’m
%
Cash and cash equivalents
13.8
11.5
20%
Trade & other receivables
5.3
5.7
(7%)
Inventory
3.1
2.2
41%
Property, plant & equipment
1.1
1.0
10%
Intangible assets
0.7
0.5
40%
Other assets
2.0
1.0
100%
Total Assets
26.0
21.9
19%
Trade and other payables
1.3
1.3
-
Lease liabilities
1.2
0.9
33%
Deferred income
5.0
4.9
2%
Pandemic Support: Warehoused Debt
1.9
2.6
(27%)
Accruals and other liabilities
3.3
3.1
6%
Total Liabilities
12.7
12.8
-
Net Assets / Total Equity
13.3
9.1
46%
Cash Flow Statement Summary
As at 31
December 2024
As at 31
December 2023
Variance
€’m
€’m
%
Net cash used in operating activities
(10.5)
(7.3)
44%
Net cash used in investing activities
(0.5)
(0.5)
-
Net cash generated by / (used in) financing
activities
13.1
13.0
1%
Net increase in cash held
2.2
5.2
(58%)
Cash at 1 January
11.5
6.4
80%
Foreign exchange impact on cash
0.1
(0.1)
-
Cash at 31 December
13.8
11.5
20%
Cash at 31 December 2024 was €13.8 million, a 20% increase over the €11.5 million of cash
held at 31 December 2023. The increase in cash in the year is attributable to the completion of
a €13.9 million (A$23.0 million) fundraise in November 2024. This is partially offset by the net
cash used in operations and investing activity during 2024 of €11 million (2023: €7.8 million),
which is largely driven by the Adjusted EBITDA loss of €8.8 million in the year and a net working
capital investment of €2.2 million.
€13.9 million (A$23 million) Capital
Raise
The capital fundraising of €13.9 million
(A$23.0 million) included a placement
which raised gross proceeds of A$20
million (approximately €12.1 million) and
an oversubscribed securities purchase plan
that raised gross proceeds A$3 million
(approximately €1.8 million). The Company
issued approximately 69 million CDIs at
A$0.29 per CDI under the placement and
issued a further 10.4 million CDIs at A$0.29
per CDI under the securities purchase plan.
The issue price of A$0.29 represented a
9.38% discount to the last closing price on
8 November 2024, being the last day the
Company traded prior to the Placement. The
aggregate net proceeds of approximately
€13.3 million (approximately A$22.0 million)
strengthens the balance sheet as deployment
of the direct pipeline of contracted beds
continues and as sales under the recently
extended and expanded Baxter partnership
ramps up. The proceeds will also fund
Oneview’s critical growth initiatives related to
its AI strategy and internal configuration tooling
to enable more efficient deployment at scale.
Financial Statements
Strategic Report
Governance
11
2024 Performance Review
(continued)
Commercial
Baxter Value-Added-Reseller Agreement
In October 2024, Oneview announced that it had signed a 2-year
extension of the Baxter VAR agreement and expanded the agreement to
include Canada in addition to the United States.
Since the signing of the VAR agreement in June 2023 for the US market,
Oneview and Baxter have focussed on sales enablement and operational
readiness to enable Baxter to sell, quote, contract and deliver Oneview
to their customers by offering comprehensive training across Baxter’s
Care & Connectivity Solutions division. The collaboration between the
companies has the potential to yield advancements in patient engagement
and care team efficiency. The two companies are also collaborating on
a joint product roadmap, streamlining integration to help improve patient
experience and quality of care for Baxter customers.
Oneview and Baxter share a vision of improving patient care through
technology. This contract extension and territorial expansion into Canada
demonstrates their commitment to exploring new opportunities and
expanding the reach of their innovative solutions. In addition to product
enhancements, the collaboration brings the unique value of Baxter’s
scaled, nation-wide network of knowledgeable technicians and installation
contractors to help streamline the deployment of the Oneview CXP.
Northern Virginia’s leading nonprofit
healthcare provider with operating
revenue of US$5.7bn and 1,900 beds
across 5 existing and 2 new hospitals.
•
Master Service Agreement signed for
1,900 beds
•
5-year term
•
Installations ongoing at several sites
•
Direct sale
Mercy is the 6th largest Catholic
healthcare system in the US with
operating revenue of US$6bn across
45 hospitals in Arkansas, Louisiana,
Mississippi and Texas.
•
Master Technology Agreement
signed for 3-year term to support
deployments across the Mercy
health enterprise system
•
Initial two sites live with others in
planning
•
Direct Sale
South Florida’s only licensed
specialty hospital for children with
307 beds
•
First Baxter implementation
project of Digital Door
Sign completed at Nicklaus
Children’s Hospital
•
Sale via Baxter channel
Sharp HealthCare is a nonprofit
healthcare system in San Diego with
operating revenues of $US4.7bn and
over 2,000 beds across 7 hospitals
•
Oneview Digital Door Sign being
deployed at the Sharp Grossmont
Neuroscience Center
•
Sale via Baxter channel
Rady Children’s Health (formerly CHOC)
is a paediatric healthcare system based in
Orange County, California with two state-
of-the-art hospitals in Orange and Mission
Viejo and a regional network of primary and
specialty care clinics serving children and
families in four counties.
•
Agreement signed to deploy Oneview’s
Care Experience Platform across inpatient
and outpatient points of care
•
Includes first commercial adoption of the
new product, MyStay Mobile
•
Deployment ongoing
Citizens Medical Center is a not-for-
profit healthcare provider in northwest
Kansas with a critical access hospital
and a new medical campus opening
in 2026.
•
Digital Whiteboard and Digital
Door sign deployment
•
Sale through Baxter
Care New England is a non-
profit health system serving
the southeastern New England
community with five hospitals
and teaching affiliation with The
Warren Alpert Medical School of
Brown University
•
Care Experience Platform and
Digital Door sign deployment
•
Direct Sale
Sales Opportunity & Pipeline
The sales cycle to sell Oneview’s solutions to hospitals and healthcare
systems is lengthy and complex. Hospitals and healthcare systems
typically have extensive decision-making and evaluation processes
and are subject to extensive regulations which can lengthen product
deployment and contracting. However, once Oneview’s solutions
have been adopted, Oneview typically executes three-to-five-year
contracts with its customers and enjoys very low customer churn
rate after this, given Oneview’s key role in operational, technical and
clinical workflows in hospitals and the deep integrations it performs
with other technologies and systems.
Oneview’s endurance in the lengthy sales cycle is being rewarded.
Oneview now has a record U.S. sales opportunity pipeline
comprised of potential direct sales and sales under the Baxter VAR
partnership. This Baxter partnership also has the potential to shorten
the sales cycle in certain instances.
Oneview grew its contracted beds by 23% to 19,429 beds during 2024, including adding 8 major
new logos. The new logos included 3 healthcare systems.
Summit Pacific is a public hospital
district located in Elma, Washington,
operating a Critical Access Hospital.
•
Care Experience Platform
•
Sale through Baxter
12
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
Operations
19,429
Contracted beds
(2023:15,821): 23% increase
12,514
Live beds
(2023:10,151): 23% increase
An integrated paediatric emergency room at Inova Health’s Fairfax Hospital in Virginia. The new paediatric emergency department includes
Oneview TV, tablet, digital door sign and digital whiteboard in every room.
As discussed in the financial review above, Oneview encountered revenue delays from
two significant deployment projects during 2024 due to postponements. One large
customer’s deployment project was postponed due to its focus on a corporate transaction
and construction delays impacted the planned opening of the new Children’s Hospital in
Ireland during 2024. We are confident that both these deployment projects will advance in
2025 with the corporate transaction now completed at our first customer and construction
expected to be completed on the new Children’s Hospital in Ireland by mid-2025 enabling
our deployment to proceed during the second half of 2025.
Live Beds Burn-up Chart
Q3 24
Beds Live Total
Total Contracted Beds
Beds Live Forecast
19067
19429
19429
Q4 24
11744
Q1 25
12514
Q2 25
13468
Q3 25
14952
Q4 25
16315
17775
19429
19429
19429
Financial Statements
Strategic Report
Governance
13
Three New Products Launched in
2024
Oneview launched the newly developed
product, MyStay Mobile during the first quarter
of 2024, bringing the power of the Care
Experience Platform to patients’ own devices
thereby empowering patients by offering a
seamless, digital experience that aligns with the
modern expectations of healthcare consumers.
MyStay Mobile has the potential to expand
Oneview’s addressable market by eliminating
the need for in-room hardware for cost-
conscious organisations as well as providing
an alternative medium for patients alongside
in-room hardware for organisations seeking a
premium experience.
The commercial partnership agreement
signed with Rady Children’s Health (formerly
CHOC) in September 2024 included the first
commercial adoption of MyStay Mobile, where
it will complement the in-room television,
providing access to education, information
and meal ordering for patients and family
members on their own devices.
Innovation
During 2024, Oneview also launched second-
generation versions of both the Digital Door
Sign and the Digital Whiteboard. These
products implement Oneview’s new design
system and provide unique configurability and
extensibility to meet the complex needs of
enterprise healthcare systems. These products
complete the Connected Patient Room product
portfolio. Inova Health was the first customer
to implement the full Connected Patient
Room in 2024, with digital door signs, digital
whiteboards and patient televisions in their
new Fairfax facility.
Smart Hospital Integrations
Oneview continued to expand its Smart
Hospital integrations in the year. Integration
with Mytonomy’s Patient Experience Cloud™
enables patients to access Mytonomy’s award
winning micro-learning content on Oneview
devices. Oneview also launched the first
product integration from a joint roadmap
under the Baxter partnership, enabling the
delivery of service requests via Baxter’s Voalte
Nurse Call. This provides nursing teams
with visibility of patient needs, while routing
requests directly to the roles that can best meet
these needs.
Oneview’s AI Product Strategy
In 2024, Oneview launched an AI Product
Strategy defining how AI would be incorporated
into Oneview’s product portfolio to augment
and enhance existing products. The first new
initiative under this strategy, a Large Language
Model-based Virtual Patient Assistant, completed
proof-of-concept phase during the fourth quarter
of 2024. The Virtual Patient Assistant enables
patients to ask questions about their care, to
request services, and to control the Oneview
system with their voice. Designed to reduce the
burden on nursing, the Virtual Patient Assistant
“alpha” product was launched at the key ViVE
trade show in the U.S. in February 2025. A
customer pilot for this product is planned for
2025 and market launch is targeted for the
second half of 2025.
Finally, Oneview’s dedication to innovation is
also reflected in its operations. The company has
driven the use of AI to automate and optimise
workflows and increase employee leverage with
assistance from Generative AI technologies. Use
cases include software development, product
management and marketing.
Data Analytics
Oneview’s investment in the Cloud Data
Platform provides a foundation for AI. Unlike
competitor solutions for data analytics which
are customer-specific, Oneview’s Data Platform
brings de-identified “event” data from user
interactions, workflows and integrations into a
standard data model in the cloud. The open
approach also enables data to be ingested
from other customer systems and sources and
linked to Oneview data to provide greater
context, such as determining the percentage
of meals provided in a hospital which were
ordered using the Oneview system.
Customers are provided with Executive
Snapshots showing key metrics, aligned to
Oneview’s Value Framework, enabling the
tracking of value delivered. Interactive analytics
dashboards provide the ability to “slice and
dice” data by time and location, for greater
insight and to support optimisation initiatives.
Sources
Insight
Care Experience
Platform
Operational events
and user actions
Customer
Third-party system data
to provide context for
Oneview data
(e.g. meal ordering)
Industry
Open data on quality
and satisfaction (e.g. HCAHPS)
Executive Reports
Monthly KPI reports
for customer
executives
Interactive
Dashboards
Interactive dashboards
for customer power
users
Experience
Intelligence
In the future,
AI-powered insights on
patient and care team
experience
Oneview’s Data Analytics platform, aligned with the Oneview Value Framework,
enables customers to track data that impacts their goals
Cloud Data
Platform
14
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
Oneview’s Business Outlook
The Connected Care Experience
Patient Empowerment
• Reduce the workload on scarce nursing resources by routing
non-clinical requests to other relevant people on the care team
• Self-service meal ordering and room controls
• Personalised information and educational content
• Multi-lingual support of 32 languages
• Hotel-like entertainment experience
• Potential improvement in patient’s care experience (for
example under the Hospital Consumer Assessment of
Healthcare Providers and Systems (HCAHPS) survey used in
the U.S. to measure patients’ perspectives on hospital care)
Operational workflow efficiency
• Streamlines clinical team’s experience by automating tasks and
unifying data
• Automates manual processes like meal ordering and
educational write-back
• Direct routing of non-clinical requests to care team wireless
devices
• Virtual care platform integration for hybrid care models
Enterprise Ready
• Proven track record of supporting scalability across multiple
facilities and thousands of beds
• Integrates seamlessly with existing and new systems
• Provide open APIs
Virtual Care
• The Connected Care Experience offers a vendor agnostic
virtual care API enabling new hybrid care models including
virtual nursing and virtual patient observation to prevent falls
and patient harm
• This also creates a pathway to “Augmented Care” using AI in
the future
Data
• Oneview’s Data Analytics platform, aligned with the Oneview
Value Framework, enables customers to track data that impacts
their goals
1.
https://www.amnhealthcare.com/siteassets/amn-insights/surveys/amn-rnsurvey-2023-final.pdf
2. https://www.nursingworld.org/practice-policy/work-environment/health-safety/disaster-preparedness/coronavirus/what-you-need-to-know/annual-survey--third-year/
3. https://bhw.hrsa.gov/sites/default/files/bureau-health-workforce/data-research/nursing-projections-factsheet.pdf
4. https://www.aha.org/costsofcaring
5. https://www.theaustralian.com.au/nation/politics/private-hospital-financial-crisis-prompt-closures/news-story/f87573a4f0fdce94845348e59165e140
6. https://www.kff.org/health-costs/issue-brief/ten-things-to-know-about-consolidation-in-health-care-provider-markets
7.
https://www.cio.com/article/657327/what-it-executives-are-saying-about-vendor-consolidation.html
8.
https://www.pwc.ie/industries/healthcare/publications/enhancing-patient-engagement-through-genai.html
9.
https://onlinelibrary.wiley.com/doi/full/10.1002/nop2.2070
10. Data from study conducted by Joslin Insight on behalf of AvaSure: https://www.aonl.org/news/Survey-CNOs-view-virtual-nursing-as-integral-to-care
Market Trends
Nursing Shortages
• Surveys show 85% of US nurses planning to
leave current roles and 43% are considering or
planning to leave nursing profession1,2
• Projected national shortfall of 350,540 Registered
Nurses in the US by 20263
Financial Challenges
• US Hospitals’ labour costs increased by more
than $42.5 billion between 2021 and 2023,
representing 60% of all hospital expenses4
• Hospital costs are rising faster than reimbursement
rates in both U.S. and Australian markets4,5
Consolidation & Rationalisation
• Healthcare systems continue to consolidate and
seek vendor rationalisation6,7
• Vendors are consolidating with multiple
transactions of competing and adjacent vendors
Artificial Intelligence
• AI offers the potential to create new opportunities
to drive personalised engagement at scale and
reduce task burden for care teams 8,9
• Regulatory landscape still emerging
• Driving changes in competitive landscape
Virtual Care
• Virtual nurses augment floor nurses to perform
non-physical care thereby alleviating the shortfall
of nurses and the task burden for care teams
• 66% of Chief Nursing Officers (CNOs) believe
virtual nursing will become integral to care
delivery models in acute patient care10
Financial Statements
Strategic Report
Governance
15
Oneview is committed to integrating
Environmental, Social and Governance
(ESG) principles into its business
operations. Oneview’s dedication to ESG
is reflected in its continuous efforts to
enhance patient care, support employees
and minimise its environmental footprint.
Oneview has implemented an ESG
reporting framework, measured against
the World Economic Forum universal
ESG framework, to track and report its
progress.
Environmental, Social and Governance (ESG) Report
Environmental
Oneview is focused on reducing its
environmental impact through sustainable
practices and innovative solutions.
Oneview’s MyStay Mobile solution reduces
the capital-intensive deployment of its
platform and minimises environmental
impact. Oneview’s Connected Care
Experience creates operational and cost
efficiencies in hospitals and helps to
eliminates waste.
Social
Oneview’s social initiatives are centred
around empowering patients to take control
of their care and ultimately facilitating better
patient outcomes, as well as reducing the
task burden of care providers.
Oneview’s Connected Care Experience:
Unifies a facility’s systems, content and services into one digital platform streamlining
operational, clinical and technical workflows. These integrations, including with the
EHR, provide more control for patients and families, more time for care teams and
less complexity for executives and IT teams. This helps patients navigate their hospital
experience so that they return home safer, faster and less likely to readmit, thereby
reducing the overall burden on the health system. Improving a patient’s health literacy with
customised education content during their stay improves the likelihood of them following
their care plan post-discharge.
Routes non-clinical service requests directly to the appropriate department, bypassing the
need for nurse intervention for every request and reducing the burden on nursing staff.
Digitalises the hospital meal ordering process, enabling patients to order meals directly
from their bedside technology or their own device with MyStay Mobile thereby reducing
the task burden of care staff, reducing food waste and ultimately leading to cost savings
for the hospital and a better patient experience.
Empowers patients to control various aspects of their room environment directly from their
bed using Oneview’s Room Control app, reducing the task burden of care staff.
Enables virtual care using a vendor-agnostic virtual care API enabling new hybrid care
models and making the delivery of care more efficient by, for example, enabling virtual
patient observation and reducing the need for physicians to travel across multiple sites in
large complex healthcare systems.
Case Study:
Children’s Nebraska
Hospital
Children’s Nebraska hospital integrated
Oneview’s Digital Meal Ordering
system, with the following results:
• 95% take-up rate: The hospital
reported a high adoption rate of the
digital meal ordering system.
• 87% reduction in wasted and
late food trays: The digital system
significantly reduced the number of
wasted and late food trays, improving
overall efficiency.
• Decreased phone-in call volume:
The meal ordering call centre saw a
dramatic reduction in call volume, as
patients could order meals directly
through the digital system.
16
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
Governance
& People
Oneview adheres to robust governance
practices to ensure transparency,
accountability and ethical conduct.
Oneview also places a high priority on
data protection and cybersecurity. See
pages 27 to 29 for more information
on Oneview’s governance frameworks
and policies. Oneview’s people are key
to achieving its vision of “redefining
the digital environment of care to make
it accessible, seamless and reliable for
all”. Oneview has a highly engaged,
enabled and loyal team whose specialised
knowledge in software development,
hospital technologies, operating workflows
and system integrations, as well as its
deep understanding of patient care and
engagement, helps us create value. We
continue to invest in our employees to
create a positive work environment, which
has numerous benefits for both our staff
and the overall success of our business,
including high commitment and low
turnover, as well as increased productivity.
Talent and Expertise
Oneview leverages the talents and expertise of
its employees through a structured approach
that includes comprehensive policies,
programmes and benefits. The company
places a strong emphasis on personnel safety,
culture and awareness. Oneview provides
comprehensive learning and development
support for its employees including a
comprehensive onboarding programme,
continuous mandatory information security and
data compliance training, internal development
and leadership programmes and external
development and technical skills courses. All
Oneview employees are encouraged to spend
2 hours per week for some form of learning,
upskilling or improvement.
Innovation
Innovation is at the core of Oneview’s strategy,
driven by its commitment to using technology
responsibly while developing and delivering
innovative solutions for customers. Oneview
encourages a culture of collaboration and
open communication to harness creative
thinking and innovative solutions and facilitates
activities such as an annual hackathon to
nurture this capability. Oneview is thoughtfully
evaluating and adopting AI-powered innovation
across its business to improve efficiency and
augment its technology solutions. Oneview’s AI
policy emphasises responsible and ethical use
of AI, aligning with the company’s values and
legal standards. It mandates that AI tools and
services be evaluated and approved by the
AI Governance Group before use, ensuring
security and data privacy.
Employee Engagement & Retention
Oneview’s approach to employee retention
includes a range of benefits and programmes
designed to attract and retain high-calibre
executives and staff. As well as its career
development initiatives to empower employees
to grow, both personally and professionally,
the company offers competitive remuneration
packages and enables all employees to share
in the future success of the Company through
long-term equity incentive programmes.
Oneview supports a healthy work-life balance
by offering flexible work arrangements
and other initiatives that support physical
and mental wellbeing. The Company also
performs an annual employee survey to assess
employee engagement, satisfaction and to
identify areas of future improvement.
Diversity and inclusion
Oneview values and is proud of its strong
and diverse workforce and is committed to
supporting and further developing this diversity
through attracting, recruiting, engaging
and retaining diverse talent and aligning
the Company’s culture and management
systems with this commitment. The Company
believes that such a commitment to diversity
creates competitive advantage and enhances
employee participation and in this way is
essential to the organisation continuing to
succeed and grow strong. The Company’s
Diversity Policy includes strategies to provide
and promote a corporate culture that embraces
diversity and the Company tracks its diversity
and inclusion progress on a quarterly basis.
91%
of employees state they “feel highly valued” in
the 2024 employee sentiment survey
5.2%
employee turnover rate in 2024
Financial Statements
Strategic Report
Governance
17
In the following pages, Oneview’s corporate governance
framework and disclosures are outlined. Oneview believes that its
governance framework fosters a high-performing and respectful
culture while underpinning Oneview’s principles. The values of
integrity, transparency, accountability and objectivity guide all Board
interactions internally, with shareholders and with other stakeholders.
Risk Management
19
Board of Directors
24
Leadership team
26
Corporate Governance Overview
27
Remuneration & Nomination Committee
Report
30
Directors’ report
36
Corporate Governance Introduction
The Board has a formal charter documenting
its role, responsibilities, membership,
operating procedures and the allocation
of responsibilities between the Board and
management.
Oneview’s Board of Directors is responsible
for overseeing the management of Oneview
and providing strategic direction. It monitors
operational and financial performance,
strategic human resource matters and approves
Oneview’s budgets and business plans. It is
also responsible for overseeing Oneview’s risk
management framework, compliance system
and internal control framework, and approving
statutory financial reports.
The Board has delegated the day-to-
day management of Oneview, and the
implementation of approved business plans
and strategies, to the CEO, who in turn
further delegates (as appropriate) to senior
management. Robust processes are in place
to ensure the delegation flows through
the Board and its committees to the CEO
and into the organisation. The CEO has
responsibility for the day-to-day management
of the Company. This governance framework
also aligns the flow of information and
accountability from Oneview’s people, through
the management levels, to the Board and
ultimately the shareholders and other key
stakeholders.
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
18
The Company takes a proactive approach to
risk management. The Board is responsible for
ensuring that risks are identified on a timely
basis and that the Company’s objectives and
activities are aligned with identified risks and
opportunities. The Company has an Audit
and Risk Management Committee which has a
guiding role in the development and evolution
of the risk management framework. The Audit
and Risk Management Committee’s primary
responsibility is to monitor and review the
Company’s risk management framework at
least annually to assess whether it is sound
and is operating in accordance with the nature
and extent of the acceptable levels of risk
determined by the Board and report to the
Board the results of those assessments. The
material strategic, operational, financial and
other general risks being managed by the
Company are outlined below.
Strategic Risks
1. Failure to successfully implement
its business strategy
There is a risk that Oneview’s business strategy
or any of its growth initiatives will not be
successfully implemented, deliver the expected
returns or ultimately be profitable.
If Oneview is unable to successfully implement
the Oneview solution for new clients, or if
implementation costs overrun, or attractive
pricing and other terms in new or extended
contracts cannot be agreed with clients, or
implementation is unexpectedly delayed,
Oneview may not deliver expected returns
and may fail to comply with its contractual
obligations to the client. Should it not deliver
its strategy, Oneview may be unable to meet
operating expenditures as they become due.
As a result of any of these risks, Oneview,
which operated at a loss for the financial year
ended 31 December 2024, may not generate
the financial returns it intends. As an example,
there is a risk that the VAR partnership
agreement with Baxter International Inc. may
not execute as planned or there may be delays
in delivery of milestones under the Baxter VAR
agreement which may result in unforeseen
costs, failure to achieve anticipated revenue or
failure to achieve intended outcomes.
There is also a risk that Oneview is unable to
scale fast enough to secure and implement
client contracts that may present to it in the
future. Further, growth into new markets may
be inhibited by unforeseen issues particular
to a territory or sector, including the need to
invest significant resources and management
attention to the expansion, and the possibility
that the desired level of return on its business
will not be achieved.
2. Implementation, installation and
hardware risk
Clients have frequently required Oneview
to contract with third party suppliers to
source and install the appropriate hardware
to operate the Oneview Connected Care
Experience solutions. There is a risk that
Oneview is required to fund the hardware
procurement costs where it is unable to
negotiate preferential payment terms with its
clients or alternatively encourage its clients
to enter into direct contracts with third-party
hardware providers. A requirement to fund
hardware procurement costs has an initial
negative cashflow impact and any interruptions
in the timing for hardware installation can
result in further delayed realisation of cash
flows. Oneview’s reliance on third parties to
deliver and support its products also exposes
it to risks where those third-party suppliers
may not satisfy their obligations in accordance
with their contract with Oneview. For example,
where the product delivered and installed
by a third-party hardware provider does not
match contracted requirements or there are
supply chain interruptions, this can lead to
disruptions in the implementation process,
operational or business delays, which may
damage Oneview’s reputation and may result
in claims against Oneview by its clients and
potential client disputes, potential breach or
termination of contracts and/or may impact
the renewal of existing contracts or Oneview’s
ability to win new contracts. Oneview’s third-
party technology supplier contracts may also
not entitle the Company to recover all of the
losses it may suffer. These events may have a
material adverse effect on Oneview’s business,
operating and financial performance and
position.
Risk Management
Strategic Report
19
Governance
Financial Statements
3. Competition and technology risk
Oneview’s operating performance is
influenced by several competitive factors,
including the success and awareness of its
brand, its sophisticated technology and its
commitment to ongoing product innovation.
The industry in which Oneview operates,
including in Australia, the U.S., Europe
and other markets, is subject to increasing
domestic and global competition and any
change in the foregoing competitive factors,
or others, may impact Oneview’s ability to
execute its growth strategy. As such there is a
risk that:
• Oneview may fail to anticipate and adapt to
technology changes or client expectations at
the same rate as its competitors;
• Existing competitors could increase their
competitive position through aggressive
marketing, product innovation and/or price
discounting;
• Existing or new competitors could offer
software with less functionality but at a
more competitive price, which may affect
Oneview’s ability to sustain or increase
prices;
• Clients who currently utilise patient
engagement solutions offered by existing
competitors (including local operators in
specific markets or those with a greater
market share in certain markets) which have
often been in place for a considerable
period of time or have onerous termination
clauses, may determine that it is prohibitively
costly and/or time consuming to adopt the
Oneview solution;
• New competitors, including large global
Electronic Health Record corporations or
large software vendors operating in adjacent
industries, may enter the market. These
corporations may have well-recognised
brands, longer operating histories or
pre-existing contractual relationships, or
greater financial and other resources to
apply to R&D and sales and marketing,
which may enable them to expand in the
patient engagement solutions industry
more aggressively than Oneview and/or
may enable them to better withstand any
downturns in the market.
As a result, Oneview’s current and future
technologies and products may become
obsolete or uncompetitive, which may result
in adverse effects on revenue, margins and
profitability.
4. Product Development
Cost estimates with respect to product
development, product improvement and
innovation are made in advance of the
development of the product or product
improvement projects are initiated and are
dependent upon assumptions, estimates and
judgments, which may ultimately prove to be
inaccurate or unreliable. There is a risk that
significant unanticipated costs or delays may
arise during the course of development due
to (i) errors and omissions; (ii) unforeseen
technical conditions or increases in hardware
costs; or (iii) inadequate contractual
arrangements. Significant unanticipated costs
could have a material adverse impact on
margins and, ultimately, Oneview’s business,
financial performance and operations. When
new products are developed or product
improvements are made available to clients,
they may not be adopted by new or existing
clients which may impact Oneview’s operations
and business. Due to the contractual nature
of Oneview’s relationships, Oneview may in
the future be subject to claims, disputes or
proceedings in its ordinary course of business.
Any dispute could be costly and damaging to
Oneview’s reputation, business relationships,
operating and financial performance and
position.
Operational Risks
5. Failure to retain existing
customers and attract new business
/ contracts
Oneview’s business is dependent on its
ability to retain its existing clients, secure new
clients and contracts and maintain business
relationships. There is a risk that existing
Oneview clients terminate their contracts
without cause and on short notice and
without financial penalty or do not renew
their contracts when the initial contract term
comes to an end (generally 3 to 5 years
after commencement). There is also a risk
of delay or cancellation of projects that
Oneview successfully tendered for and/
or termination of client customer contracts
that Oneview has entered into but not yet
commenced implementing. There is also a risk
that clients may adopt different strategies or
priorities which reduce the need or desire to
implement Oneview’s solution. This could have
a negative impact on Oneview’s successful
implementation of its business strategy, having
an adverse impact on its business, financial
performance and operations, particularly if
this were to occur in relation to a number of
different customer relationships.
6. Contract risk
Oneview’s client contract tender processes
often take 12-18 months to conclude. As a
consequence, there is a timing risk: external
factors may change the nature of these
contracts and cause them to be cancelled or
delayed, which will impact future revenue,
earnings and cash flow.
7. Risk that the Oneview solution is
disrupted, fails or ceases to function
efficiently
Oneview depends on the performance and
reliability of its technology platform. There
is a risk that the Oneview solution contains
defects or errors, which become evident when
the software is implemented for new clients
or new versions or enhancements are rolled
out to existing clients. Internet-based services
frequently contain undetected errors when
they are introduced or when new versions or
enhancements are released. Such occurrences
could harm Oneview’s reputation, its financial
position and performance and its ability to
generate new business. Further, Oneview
typically warrants its software for the life of the
client contract, so defects in existing or future
developed products and services may lead to
warranty claims, which could have a material
adverse effect on Oneview’s business, financial
performance and operations.
Risk Management
(continued)
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
20
8. Information technology and
cyber security
Oneview’s business is dependent on the
efficient operation of information technology
systems to support its operations and to ensure
security and privacy of information. Any system
failure, virus, breach of data and IT security
could result in business interruption, the loss
of clients or contracts, damaged reputation
and a weakening of Oneview’s competitive
market position, particularly where restorative/
substitute technology systems are not available
on acceptable terms. Furthermore, there is a
risk that the Oneview solution is the subject
of a cyber-attack which could compromise
or even breach the technology rendering the
Oneview solution unavailable for a period until
the software is restored and/or resulting in
the theft, loss or corruption of sensitive data
(including patient data, client or business data)
and damage to Oneview’s business prospects
and reputation. The effect of any such event
could extend to compensation claims from
patients, reputational damage, regulatory
scrutiny and fines. Such circumstances could
negatively impact upon Oneview’s business,
financial performance and operations.
9. Actual and potential disputes
Due to the contractual nature of Oneview’s
relationships, Oneview may in the future be
subject to claims, disputes or proceedings in
its ordinary course of business. Any dispute
could be costly and damaging to Oneview’s
reputation, business relationships, operating
and financial performance and position.
10. Significant unanticipated costs
or delays might arise in relation to
Oneview’s business
Cost estimates are made in advance of
undertaking a contract and are dependent
upon assumptions, estimates and judgments,
which may ultimately prove to be inaccurate
or unreliable. There is a risk that significant
unanticipated costs or delays may arise during
the course of implementation due to (i) errors
and omissions; (ii) unforeseen technical
conditions or increases in hardware costs;
or (iii) inadequate contractual arrangements.
Significant unanticipated costs could have
a material adverse impact on margins and,
ultimately, Oneview’s business, financial
performance and operations.
11. Personnel risk
Oneview is reliant on the talent, effort,
expertise, industry experience and contacts,
and leadership of its management. Whilst
Oneview has entered into employment
contracts with all management personnel,
their retention cannot be guaranteed and the
loss of any of Oneview’s senior members of
management and the inability to recruit suitable
replacements represents a material risk to
Oneview which may have a material impact
on its business, financial performance and
operations. Due to a shortage of appropriately
skilled workers in the software and technology
development industry, Oneview may not be
able to find appropriate replacements for
departing employees in a timely manner.
This may impact the quality of services
Oneview provides, the value of the business
and Oneview’s ability to compete with its
competitors in enhancing and developing its
products. There is also a risk that, as Oneview
grows, it cannot attract and retain personnel
with the necessary industry experience,
expertise and ability to execute its strategy,
such that its future growth may be restricted
and the quality of its services and revenues
reduced, with a corresponding adverse impact
on its business, financial performance and
operations.
12. Market adoption of Patient
Engagement Solutions
If Oneview’s patient engagement solutions
are not widely accepted for use by healthcare
providers, including as a result of Oneview’s
failure to prove return on investment, or if the
market for patient engagement solutions (or
Oneview’s other products) in the healthcare
industry fails to grow at the expected rate,
demand for the Oneview solution could be
negatively impacted and Oneview’s ability to
sustain and grow its business may be adversely
affected.
13. Reliance on its core product and
failure to develop new products
Oneview derives all of its revenue from the
sale and associated installation of the Oneview
solution as well as the recurring software
license fees. It relies on its ability to develop
new products, features and enhancements
to the Oneview solution. There is a risk that
upgrading the Oneview solution or introducing
new products may result in unforeseen costs,
may fail to achieve anticipated revenue or may
not achieve intended outcomes. A failure by
Oneview to develop successful new products,
features and enhancements to the Oneview
solution may have an adverse impact on its
ability to develop client relationships and
maintain current relationships.
14. Intellectual Property Risk
Oneview relies on its intellectual property
rights and there is a risk that Oneview may fail
to protect its rights for a number of reasons.
Oneview has historically used a mixture of
legal (e.g. confidentiality agreements and
code of conduct agreements) and technical
(e.g. data encryption) methods to protect
its intellectual property. As Oneview grows
and diversifies geographically, there is a risk
that these actions may not be adequate and
may not prevent the misappropriation of its
intellectual property or deter independent
development of similar products by others. If
Oneview fails to protect its intellectual property
rights adequately, competitors may gain
access to its technology, which would in turn
harm its business, financial performance and
operations.
15. Integration risk
Oneview depends on the performance and
integration capability of the Oneview solution
with clients’ existing systems. The functionality
and accessibility of the platform is important
to customers and any disruption or issues
with the integration could harm Oneview’s
reputation and its ability to generate revenue
from existing customers or to win new
business.
Strategic Report
21
Governance
Financial Statements
16. Foreign operations and
sovereign risks
As the Company is incorporated in
Ireland, certain provisions of the Australian
Corporations Act, including in relation to
takeovers and substantial holdings do not
apply. Similarly, the Company is not bound by
the takeover rules under Irish law because they
only apply to public companies incorporated
in Ireland whose securities are, or have in
the previous five years been, traded on
certain exchanges (which do not include the
ASX (Australian Securities Exchange)). The
Company has therefore incorporated into
its Constitution security holder protection
provisions that are similar to the provisions
of the Australian Corporations Act. In these
circumstances, any claim against the Company
for a breach of its Constitution would need to
be brought in Ireland. Any such claim would
be contractual in nature and may therefore not
have the same level of enforceability as a claim
under the Australian Corporations Act. As a
result of the Company being incorporated in
Ireland, it may also be difficult for investors to
effect service of process upon the Company
within Australia and/or to enforce any
judgments obtained in a court other than the
Irish courts against the Company.
17. Dependency on service providers
Oneview conducts a significant amount of
its operations through a series of contractual
relationships with third-party service providers.
Such arrangements carry a risk that the third
parties do not adequately or fully comply
with their respective contractual rights
and obligations. Such failure may lead to
contractual termination and/or significant
reputational damage to Oneview. Oneview
relies on third-party hardware providers to
support its products and services. Factors
concerning performance of this hardware,
the availability of spare parts and maintenance
services which can only be completed
externally, may affect the ability of Oneview to
maintain its software and minimise interruptions
to the continuous performance of its systems,
which could impact existing customer retention
and attraction of new customers and also
cause reputational damage to Oneview.
Financial Risks
18. Funding requirements, including
reduced access to funding
In the future, Oneview could be required
to raise capital through public or private
financing or other arrangements. There is no
certainty that such financing will be available
on acceptable terms, or at all, and a failure
to raise capital when required could harm
Oneview’s business. There is a risk that if
Oneview requires additional funding and
cannot raise funds on acceptable terms, it may
not be able to fund its operations, grow its
business or respond to competitive pressures.
19. Working capital risk
Maintaining sufficient working capital is a
fundamental requirement for Oneview to meet
its financial obligations. Given the timing
difference between accounts receivables and
accounts payables falling due, Oneview may
face temporary cash constraints, in particular,
when Oneview has to make large advance
payments for hardware procurement. The
inability to maintain a strong balance sheet or
to secure new capital or credit facilities (in the
form of cash advance, overdraft and bonding
facilities) could impact Oneview’s opportunity
to meet its ongoing liquidity needs, tender for
new business or deliver under existing client
contracts.
20. Absence of dividends
The Board has yet to establish a dividend
policy and does not expect to pay dividends
in the near term. While Oneview continues
to expand its business operations, Oneview
expects to continue to reinvest in its growth
rather than distribute profits in the form of
dividends. The ability of Oneview to pay
any dividend in the future is dependent on
many factors. The Directors do not give any
assurance regarding the payment of dividends
in the future.
21. Foreign Currency risk
Oneview’s financial reports are prepared in
Euros. However, revenue, expenditure and
cashflows, and assets and liabilities from
Oneview’s operations are denominated in
various other currencies. For example, its
Australian, U.S., and Thailand operations
are denominated in Australian dollars,
U.S. dollars and Thai Baht respectively.
Oneview is therefore exposed to the risk of
fluctuations in the value of currencies (for
example fluctuations of the Euro against
those currencies), and adverse fluctuations
in exchange rates may negatively impact the
translation of account balances and profitability
from these offshore operations.
22. Public healthcare funding and
other changes to laws, regulations
and policies
Oneview’s business plan and strategy has
been formulated based on the prevailing
healthcare policy from the time of listing
until present, in its focus markets (including
the U.S. and Australia). It is possible that
governments in Oneview’s focus markets could
implement healthcare policy changes that
have an effect on Oneview’s business and,
whilst such changes can create opportunities
for Oneview, there is also potential for these
changes to favour competitor offerings, to
require Oneview to re-engineer its products
or otherwise to be unfavourable to Oneview’s
business.
There is also a risk that government policy
changes result in a reduction in healthcare
funding, including specific funding for
Healthcare Information Technologies
“HCIT” initiatives. If funding is reduced or
discontinued in the U.S. or in other target
jurisdictions, this could influence the extent
to which customers purchase the Oneview
solution, which would have an unfavourable
impact on Oneview’s future business, financial
performance and operations. Oneview must
comply with the laws and governmental
regulations in the markets in which it
operates. These laws and regulations often
provide broad discretion to the administering
authorities. Additionally, all of these laws and
regulations are subject to change, which may
be retrospective. Such changes may cause
Oneview to incur increased costs to ensure
compliance with new applicable laws or
regulations or otherwise negatively impact
Oneview’s business, financial performance and
operations.
Risk Management
(continued)
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
22
General Risks
23. Economic and government risks
The future viability of Oneview is also
dependent on a number of other factors
affecting performance of all industries and not
just the technology industry, including, but not
limited to, the following:
• general economic conditions in jurisdictions
in which Oneview operates;
• changes in government policies, taxation
and other laws in jurisdictions in which
Oneview operates;
• movement in, or outlook on, interest rates
and inflation rates in jurisdictions in which
Oneview operates; and
• natural disasters, social upheaval or war in
jurisdictions in which Oneview operates.
24. International Trade Policies
Oneview may be adversely affected by
changes in trade policies in the U.S. and
other jurisdictions in which it operates. The
imposition of tariffs on goods that Oneview
imports to the U.S. could raise costs, disrupt
supply chains and impact profitability.
Additionally, retaliatory trade measures or
shifting regulatory requirements may create
further economic uncertainty, affecting
customer demand and expansion plans in
the U.S. market. While Oneview seeks to
mitigate such risks through strategic sourcing
and supplier diversification, there can be no
assurance that future tariffs or trade restrictions
will not materially impact the Company’s
financial performance.
25. Global Events and Business
Interruption
Disruptions from global events outside of
Oneview’s control, including geopolitical
tensions, natural disasters, pandemics, and
other large-scale events may disrupt the
Company’s operations. While Oneview
has mitigation plans for potential business
disruptions and can implement health and
safety measures as required in the jurisdictions
in which it operates, such events may have a
material adverse impact on its ability to:
• implement software projects at healthcare
facilities and hospitals. This may result in a
significant reduction in Oneview’s non-
recurring revenue and the ability to grow the
recurring revenue base;
• maintain and fulfil client-facing service
obligations, customer engagement and
communications;
• protect the health (both mental and
physical), safety and security of employees;
• maintain adequate cash flows and manage
liquidity; and
• comply with requirements under its leases
and its regulatory framework (including
in relation to corporate governance and
financial reporting requirements).
If any factors like these arise, there is a risk that
Oneview’s performance, position or reputation
will be adversely affected. There are also
other changes in the domestic and global
macroeconomic environment associated
with disruptions from global events that are
beyond the control of Oneview and may be
exacerbated in an economic recession or
downturn. These include, but are not limited
to:
• changes in inflation, interest rates and
foreign currency exchange rates;
• changes in employment level and labour
costs;
• changes in aggregate investment and
economic output; and
• other changes in economic conditions
which may affect the revenue or costs of
Oneview.
Strategic Report
23
Governance
Financial Statements
Barbara Nelson
Nationality: American
Chair and Independent
Non-Executive Director
Director since October
2023, Chair since October
2024
Barbara is a public board director and
C-level technology leader, who currently
serves on three corporate boards. She has
been CEO twice and led global P&Ls as
large as US$3 billion in companies ranging
from Fortune 500 leaders to VC-funded
companies. Barbara has scaled from
concept to over US$100M – US$200M,
four times in three companies, while
delivering profitability. She brings extensive
board, P&L and general management
experience in AI, SaaS/cloud services,
IaaS, cybersecurity, biotech/healthcare,
mobile, video, data management, storage,
IT infrastructure, and semiconductors.
Barbara holds a B.S. in Electrical
Engineering from Stanford University.
Board of Directors
Board
Composition
Oneview has an experienced and
balanced Board with diverse skills
drawn from industry leaders who
bring in-depth industry and business
knowledge, financial management
and corporate governance
expertise.
Nashina Asaria
Nationality: American
Independent
Non-Executive Director
Director since May 2021
Nashina currently serves as a Non-Executive
Director at Oneview Healthcare and is a
Trustee and Director at Ashinaga Foundation
UK. She is also on the Advisory Boards of
several HealthTech and FinTech AI-related
companies including Cylerity, Symbiosis and
Simplici.io. Nashina has held significant
roles, including Chief Product Officer at
Nanthealth and Chief Product and Marketing
Officer at Cloudbreak Health, where she led
substantial revenue growth. Her expertise
spans product strategy, commercialisation
and technology leadership, with a focus on
improving health outcomes and financial
inclusion. Nashina holds a BSc in Economics
from the London School of Economics and
Political Science.
Mark Cullen
Nationality: Australian
Independent
Non Executive Director
Director since October
2023
Mark was a non-executive Director and
Chair of the Audit Committee at Oneview
Healthcare from December 2015 until
January 2019. Mark has rejoined the Board
after retiring from a distinguished 30-year
career with Deutsche Bank and DWS Asset
Management, most recently as CEO of
DWS Americas & COO of DWS Group
GmbH & Co. Mark currently acts as a
Senior Advisor to BlackRock's technology
division in London and New York.
Joe Rooney
Nationality: Irish
Independent
Non-Executive Director
Director since February 2016
Joe joined the Board of Oneview in 2016 as a
non-executive Director. He is also Chair of
Fundraising for the Clongowes Wood College
Foundation. Until the end of 2012, Joe was
a partner and global strategist at Autonomy
Capital Research LLP, a global macro hedge
fund. Prior to this, he held a number of senior
positions at Lehman Brothers Inc, where, as
a Managing Director, he was the Head of
Global Equity Strategy and a trustee of their UK
pension fund. Joe assumed the role of Interim
Chairman of Oneview on two occasions,
first upon the death of James Osborne, from
August 2017 to November 2019, and then
again following the resignation of Michael
Kaminski, from June 2023 to October 2024.
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
24
Toni Pettit
Nationality: Irish
Company Secretary &
Chief of Staff
Toni, the Company’s
Chief of Staff, was appointed as Company
Secretary on 9 September 2024. Toni is
an accredited coach with the European
Mentoring and Coaching Council and also
leads the Company’s learning & development
strategy. Before joining Oneview, Toni held
multidisciplinary roles within the Technology,
Pharmaceutical, Hospitality and Education
sectors spanning multi-nationals, SMEs and
early-stage start-ups.
Executive
Directors
James Fitter (CEO)
Nationality: Australian
James Fitter has served as
CEO of Oneview Healthcare
since January 2013, leading
the company's remarkable transformation from
a 10-person startup to a publicly traded entity
in just over three years. His leadership has
been instrumental in Oneview's growth and
success. With over 25 years of experience
in global financial markets, including living
and working on four continents, James brings
a wealth of international business acumen to
the role. Prior to Oneview, he founded and
managed an independent asset management
company and spent over a decade as a
professional investor, corporate governance
advocate and independent advisor. This
extensive financial background provides him
with a unique perspective on the healthcare
technology sector. He holds a Bachelor
of Commerce from the University of New
South Wales, Sydney, Australia and has just
completed an Executive Diploma in Artificial
Intelligence for Business at the University of
Oxford.
Darragh Lyons
(CFO)
Nationality: Irish
Darragh joined Oneview
as CFO on 9 September
2024 and was appointed to the Board on
the same date. Darragh leads our finance
and commercial teams. Prior to joining
Oneview, Darragh was CEO of Malin plc,
a listed life sciences investment company,
where he previously served as CFO from
2015 until his appointment as CEO in
2019. Prior to that, Darragh held senior
finance positions in Elan Pharmaceuticals
plc and worked with PwC in Dublin, the
U.S. and Canada. Darragh holds a BA in
Accounting & Finance from Dublin City
University and is a Fellow of Chartered
Accountants Ireland. Darragh completed
a Professional Diploma in Artificial
Intelligence at University College Dublin
and has completed postgraduate education
at Harvard Business School and Cambridge
University.
Company
Secretary
Strategic Report
25
Governance
Financial Statements
James Fitter
CEO
James Fitter has served
as CEO of Oneview
Healthcare since January
2013, leading the company's remarkable
transformation from a 10-person startup to
a publicly traded entity in just over three
years. His leadership has been instrumental
in Oneview's growth and success. With over
25 years of experience in global financial
markets, including living and working on
four continents, James brings a wealth of
international business acumen to the role.
Prior to Oneview, he founded and managed
an independent asset management company
and spent over a decade as a professional
investor, corporate governance advocate
and independent advisor. This extensive
financial background provides him with
a unique perspective on the healthcare
technology sector. He holds a Bachelor
of Commerce from the University of New
South Wales, Sydney, Australia and has just
completed an Executive Diploma in Artificial
Intelligence for Business at the University of
Oxford.
Niall O’Neill
Chief Product &
Strategy Officer
Niall is accountable
for our product growth
strategy and leads our Data Analytics team.
With over 11 years of tenure at Oneview, he
has a deep understanding of our customers
and our market. Prior to Oneview, he was
in management consulting including roles
with Accenture and Deloitte. Niall has a
Bachelor of Arts in English Literature and
a M.Sc. in Multimedia Systems from Trinity
College, Dublin.
Aaron Box
VP, Strategy &
Innovation
Aaron leads our Sales
Team in North America,
overseeing sales strategy and pre-sales
engineering. With extensive experience
in healthcare IT, he previously played
a key role at BJC Healthcare, leading
IT initiatives for planning, design and
construction as part of their billion-dollar
campus renewal project. Aaron received
a B.S. in Information Systems & Applied
Technologies from Southern Illinois
University.
JP Howe
Chief Operating Officer
JP works across all
functions within Oneview.
He is responsible
for ensuring that every aspect of the
businesses’ daily operations are running
effectively. He also plays a critical role
in achieving the company’s strategic
objectives. He has over 20 years’
experience working in financial services,
travel and education industries. JP holds a
BA in eBusiness Systems from the Institute
of Art, Design & Technology
and a M.Sc. in Strategic Management from
Technological University Dublin.
Toni Pettit
Company Secretary &
Chief of Staff
Toni, the Company’s
Chief of Staff, was
appointed as Company Secretary on 9
September 2024. Toni is an accredited
coach with the European Mentoring
and Coaching Council and also leads
the Company’s learning & development
strategy. Before joining Oneview, Toni
held multidisciplinary roles within the
Technology, Pharmaceutical, Hospitality
and Education sectors spanning multi-
nationals, SMEs and early-stage start-ups.
Declan Bright
Chief Technology
Officer
Declan leads Oneview’s
technology strategy
and roadmap, driving the on-going
development of innovative solutions
for our customers. With over 25 years
of experience in the IT industry across
various sectors, he specialises in software
architecture design, security, data privacy
and AI governance. Declan has a BEng.
and MSc. from Queen's University of
Belfast.
Leadership Team
Darragh Lyons
CFO
Darragh joined Oneview
as CFO on 9 September
2024 and was appointed
to the Board on the same date. Darragh
leads our finance and commercial teams.
Prior to joining Oneview, Darragh was
CEO of Malin plc, a listed life sciences
investment company, where he previously
served as CFO from 2015 until his
appointment as CEO in 2019. Prior to
that, Darragh held senior finance positions
in Elan Pharmaceuticals plc and worked
with PwC in Dublin, the U.S. and Canada.
Darragh holds a BA in Accounting &
Finance from Dublin City University and is
a Fellow of Chartered Accountants Ireland.
Darragh completed a Professional Diploma
in Artificial Intelligence at University College
Dublin and has completed postgraduate
education at Harvard Business School and
Cambridge University.
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
26
Corporate Governance Overview
Corporate Governance Statement
The Company has prepared a statement which sets out the corporate governance practices that were in operation throughout the financial year for
the Company, identifies any recommendations that have not been followed and provides reasons, if any, for not following such recommendations.
In accordance with ASX listing rules, the Corporate Governance Statement is available for review on the Company’s website (https://www.
oneviewhealthcare.com/oneview-healthcare/investors/) and has been lodged together with an Appendix 4G at the same time as this report is
lodged with ASX.
Board Committees
The Board and management team maintain high standards of corporate governance as part of our commitment to create value for our stakeholders
through effective strategic planning, risk management, transparency and corporate responsibility. The Company has an Audit and Risk Committee
and a Remuneration and Nomination Committee. Both committees are comprised of the four Non-Executive Directors. A description of the role of
each committee and its composition is set out in the following table.
Committee
Members
Composition
Role
Audit & Risk
Committee
Mark Cullen (Chair)
Barbara Nelson
Joe Rooney
Nashina Asaria
The committee includes at least three
members, all of whom must be Non-Executive
Directors and a majority of whom are
independent directors.
The chair must be an independent Non-
Executive Director, who is not the chair of the
Board.
The committee comprises members who are
financially literate and include at least one
member who has accounting and/or related
financial management expertise and some
members who have an understanding of the
industries in which the Company operates.
The Audit and Risk Committee assists the
Board in carrying out its oversight of the
quality and integrity of the accounting,
auditing and financial reporting of the
Company. The Committee also reviews the
adequacy of Oneview’s internal control
structure, corporate reporting processes
and risk management framework,
monitors the effectiveness, objectivity and
independence of the external auditor and
reviews reports from the external auditor.
The Committee also monitors Oneview’s
compliance with laws and regulations and
seeks to safeguard the assets of Oneview.
Remuneration
& Nomination
Committee
Joe Rooney (Chair)
Mark Cullen
Barbara Nelson
Nashina Asaria
The committee includes at least three
members, all of whom must be Non-Executive
Directors and a majority of whom are
independent directors.
The chair must be an independent Non-
Executive Director.
The committee includes at least one member
who has expertise in remuneration.
The Remuneration and Nomination
Committee assists the Board by reviewing
and recommending matters related to
remuneration policies, Board succession
planning, appointments, and re-elections.
It oversees Director induction and
evaluates the remuneration of senior
executives, Directors and employees,
including equity-based incentives. The
Committee addresses retention policies,
as well as CEO and senior executive
succession plans. It evaluates Board and
executive performance annually and
ensures shareholder approval for relevant
remuneration policies. Additionally, it
advises on Board size, composition and
diversity strategies, ensuring no gender or
other biases in remuneration practices.
Strategic Report
27
Governance
Financial Statements
Directors’ Meetings
The number of meetings of the Company’s Board of Directors and of each Board Committee held during the year ended 31 December 2024 and
the number of meetings attended by each Director are set out below:
Full Board
Remuneration
& Nomination
Committee
Audit and Risk
Committee
Eligible to attend
Attended
Eligible to attend
Attended
Eligible to attend
Attended
Barbara Nelson
9
9
3
3
2
2
Nashina Asaria
9
8
3
3
2
1
Mark Cullen
9
8
3
0
2
2
James Fitter
9
8
-
-
-
-
Darragh Lyons
4
4
-
-
-
-
Joe Rooney
9
9
3
3
2
2
Oneview’s Key Policies
Ethics and Transparency
While Oneview’s values serve as its
directional compass, the Code of Conduct
(Code) provides a more detailed map to
deliver on Oneview’s commitments to its
customers, patients and other stakeholders by
exemplifying high standards of conduct and
ethics throughout the organisation. Oneview’s
Code aims to foster a culture of high ethical
standards, personal and corporate integrity
and respect for others. The Code mandates
employees, Directors and, where relevant and
to the extent possible, consultants, secondees
and contractors of the Company to conduct
themselves with openness, honesty, fairness,
integrity and in the best interests of the
Company in all business transactions and in
all dealings with others including customers,
suppliers, shareholders, employees, joint
venture partners, creditors, financiers, the
financial markets, investors, governments and
the general public. All employees undertake
training on the Code. The Company has
internal control systems to ensure financial
statements comply with the applicable local
laws of the countries in which it operates and
to prevent fraud and other improper conduct.
The Code prohibits directly or indirectly
offering, paying, soliciting or accepting bribes
or giving or receiving personal favours,
financial or other rewards or inducements in
exchange for making business decisions.
Communication and Disclosure
As an Irish headquartered, publicly listed
company on the Australian Securities Exchange
(ASX), Oneview has obligations under Irish
company law, Australian company law and
the ASX Listing Rules. Subject to limited
exceptions, Oneview must continuously
disclose to the ASX information about
Oneview that a reasonable person would
expect to have a material effect on the price
or value of Oneview’s securities. Oneview has
Communication and Continuous Disclosure
policies that set clear guidelines and describes
the actions that the Directors and all employees
should take when they become aware of
information that may require disclosure. The
policies also include clear guidelines on how
this information should be provided.
Oneview’s Whistleblower’s Policy encourages
employees to raise any concerns without
fear of intimidation, disadvantage or reprisal
and it outlines the reporting and investigation
mechanisms.
Data protection and cybersecurity
Oneview collects, stores and uses data for a
range of purposes associated with its business,
including Protected Health Information (PHI).
Oneview places a high priority on privacy and
data protection, adhering to various global
regulations including the EU General Data
Protection Regulation (GDPR); the U.S. Health
Insurance Portability and Accountability Act of
1996 (HIPAA), and the Australian Privacy Act
1988. The Company’s Data Protection policies
mandate strict compliance with data collection,
access, use and disclosure rules. Data security
and privacy is embedded into the Company
culture and the Software Development
Lifecycle (SDLC). This includes practices such
as privacy by design, threat modelling and
regular security training for all employees.
Data retention policies at Oneview require that
records be protected against loss, destruction
and falsification, with clear labelling and
categorisation for easy retrieval. Records are
retained according to legal requirements and
business needs, with specific retention periods
outlined in the Oneview Asset Register.
Destruction of records is conducted securely,
with logs maintained for data classified as
sensitive.
Corporate Governance Overview
(continued)
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
28
Oneview also ensures that personal data
is processed lawfully, with policies and
procedures in place to comply with applicable
laws and regulations. Confidential information
from clients and partners is protected
according to Oneview’s security policies and
any breaches of data protection guidelines
may result in disciplinary action.
Oneview’s cybersecurity policy is
comprehensive and aligned with ISO
27001/27701 standards, ensuring robust
protection of information assets. The policy
includes a formal Information Security
Programme, annual reviews of security
policies, and a formalised Risk Management
process to identify, quantify and prioritise
risks. Employees undergo annual Security
Awareness and HIPAA training, with
additional random phishing tests to ensure
compliance. Cybersecurity incidents are
reported through a defined process and
customer data is encrypted both at rest and
in transit. The organisation conducts regular
third-party penetration tests and internal
network assessments to identify and mitigate
vulnerabilities. Oneview’s User Security
Manual, which applies to all employees,
contractors and business partners, outlines
security controls in areas such as audit and
accountability, configuration management,
incident response and logical access.
Oneview has defined guidelines and best
practices for the responsible and ethical use of
Artificial Intelligence (AI) within our Company
and products. All users of AI-enabled systems
must use those systems in a manner that aligns
with the Company’s principles, adheres to
legal and regulatory standards and promotes
the safety and well-being of our employees
and customers.
Risk management
Oneview’s Risk Management Policy ensures
that Oneview has appropriate systems in place
to identify all material risks that may impact on
the Company’s business and to understand
the financial impact of identified risks. The
policy also seeks to ensure Oneview has
appropriate internal control systems in place
to limit the Company’s exposure and delegates
appropriate responsibilities to control the
identified risks effectively. Further details of
Oneview’s risk management framework are
contained in Oneview’s Corporate Governance
Statement and a description of Oneview’s
material risks can be found on pages 19 to 23
of this report.
Securities Trading Policy
Directors, employees and consultants must
comply with the insider trading prohibitions
of the Australian Corporations Act and the
Market Abuse Regulation (EU) No 596/2014.
The Securities Trading Policy assists Directors,
employees and consultants, to comply with
these insider trading prohibitions and to
protect the reputation of the Company, its
Directors, employees and consultants.
Strategic Report
29
Governance
Financial Statements
Dear Shareholders,
On behalf of the Board of Directors, I am
pleased to present Oneview’s Remuneration &
Nomination Committee Report for the financial
year ended 31 December 2024.
1. Principles used to determine the
nature and amount of remuneration
i. Objectives & framework
The objectives of the Group’s executive reward
framework are to ensure that reward for
performance is competitive and appropriate
for the results delivered. The framework aligns
reward with achievement of strategic objectives
and the creation of value for shareholders and
conforms to market practice for delivery of
reward. The Board has ensured that executive
reward satisfies the following key criteria for
good reward governance practices:
• Competitiveness and awareness
• Acceptability to shareholders
• Performance linkage / alignment of
executive compensation
• Transparency
• Capital management
The Group has sought independent advice
and structured an executive remuneration
framework that is market competitive and
complementary to the reward strategy of
the organisation. The Board is satisfied
remuneration recommendations are made
free from undue influence by members of key
management personnel.
Alignment to shareholders’ interests
• Has economic profitability as a core
component of the plan
• Focuses on sustained growth in shareholder
wealth, comprising growth in share price
and dividends (when available)
• Focuses executives on key non-financial
drivers of value
• Attracts and retains high calibre executives
Alignment to programme participants’ interests
Rewards capability and experience
• Reflects competitive reward for contribution
towards achieving cash-flow break-even
• Provides a clear structure for earning
rewards
• Provides recognition for contribution
The framework provides a mix of fixed pay and
long-term incentives.
ii. Remuneration & Nomination committee
The Board has established a Remuneration
and Nomination Committee comprised of
the four Non-Executive Directors: Joe Rooney
(Chairman), Nashina Asaria, Mark Cullen and
Barbara Nelson.
The purpose of the Committee is to assist the
Board by providing advice on remuneration
and incentive policies and practices and
specific recommendations on remuneration
packages and other terms of employment for
Executive Directors, other senior executives
and Non-Executive Directors. Specifically:
• the Company’s remuneration policy,
including as it applies to Directors and the
process by which any pool of Directors’
fees approved by shareholders is allocated
to Directors;
• Board succession issues and planning;
• the appointment and re-election of members
of the Board and its committees;
• induction of Directors and continuing
professional development programmes for
Directors where required;
• remuneration packages of senior executives,
Non-Executive Directors and Executive
Directors, equity-based incentive plans and
other employee benefit programmes;
• the Company’s superannuation
arrangements;
• the Company’s recruitment, retention and
termination policies;
• succession plans of the CEO, senior
executives and Executive Directors;
• the process for the evaluation of the
performance of the Board, its Board
Committees and individual Directors;
• the review of the performance of senior
executives and members of the Board;
• those aspects of the Company’s
remuneration policies and packages,
including equity-based incentives, which
should be subject to shareholder approval;
and
• the size and composition of the Board
and strategies to address Board diversity
and the Company’s performance in
respect of the Company’s Diversity Policy,
including whether there is any gender or
other inappropriate bias in remuneration
for Directors, senior executives or other
employees.
iii. Non-Executive Directors
Fees and payments to Non-Executive Directors
reflect the demands which are made on, and
the responsibilities of, the Directors. Non-
Executive Directors’ fees and payments are
reviewed annually by the Board. The Chair’s
fees are determined independently to the
fees of Non-Executive Directors based on
comparative roles in the external market. The
Chair is not present at any discussions relating
to determination of her own remuneration.
Non-Executive Directors have also received
Restricted Stock Units under the Oneview
Healthcare PLC NED & Consultant RSU Plan
and approved by shareholders at the AGM on
30 October 2024.
a. Non-Executive Directors’ fees
Non-Executive Directors’ fees are determined
within an aggregate Directors’ fee pool
limit, which is periodically recommended
for approval by shareholders. The maximum
currently stands at AUD $750,000 (€457,275)
total pool per annum, as set out in the
Company’s prospectus issued on 19 February
2016.
Remuneration and Nomination Committee Report
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
30
The following fees have been applied:
1 January 2024 to
31 December 2024
€
1 January 2023 to
31 December 2023
€
Base fees
Chair
10,920
22,419
Interim Chairman
32,683
21,564
Other Non-Executive Directors
130,813
121,325
Post employment benefits
Chair
-
-
Other Non-Executive Directors
-
-
174,416
165,308
iv. Executive Directors
The Executive Directors’ pay and reward
framework currently has 4 components:
• Base pay and benefits
• Annual discretionary bonus
• Annual and long-term incentives through
participation in the Oneview Healthcare PLC
RSU Plan (RSU)
• Long-term incentives through participation
in the Oneview Healthcare PLC Employee
Share Option Plan (ESOP).
The combination of these comprises the
Executive Director’s total remuneration.
a. Base pay and benefits
Executive Directors are offered a competitive
base pay that comprises the fixed component
of pay and rewards, plus benefits. Base pay
for Executive Directors is reviewed annually
to ensure the Executive Director’s pay is
competitive with the market. An Executive
Director’s pay is also reviewed on promotion.
There are no guaranteed base pay increases
included in any Executive Director’s contracts.
Executive Directors may receive benefits
including health insurance or other expense
reimbursements.
b. Annual discretionary bonus
The Executive Directors are entitled to receive
an annual discretionary bonus of up to 100%
of base salary. A bonus of €147,000 was
awarded to the CEO in respect of 2024
(2023: €195,000).
c. Restricted share unit plan (“RSU”)
The Company operates a Restricted Share
Unit Plan (“RSU”) which was established
on 2 July 2019. The scheme was approved
by shareholders at the Company’s Annual
General Meeting on 1 August 2019. The
purpose of the Plan is to attract, retain and
motivate Directors and employees of Oneview
Healthcare PLC, its subsidiaries and affiliates,
to provide for competitive compensation
opportunities, to encourage long term service,
to recognise individual contributions and
reward achievement of performance goals and
to promote the creation of long-term value for
shareholders by aligning the interests of such
persons with those of shareholders. Executive
Directors, Non-Executive Directors, employees
and consultants are eligible to participate in the
RSU at the discretion of the Remuneration and
Nomination Committee.
d. Employee share option plan (“ESOP”)
The Board adopted an Employee Share Option
Plan (“ESOP”) effective from 1 October 2013.
Under the ESOP, options over securities may
be offered to Executive Directors, Non-
Executive Directors, employees and consultants
of companies within the Oneview Group. Any
offers are made entirely at the discretion of the
Remuneration and Nomination Committee. No
options over securities were granted under the
ESOP in 2024 or 2023 and no Directors had
any outstanding options as at 31 December
2024 (2023: nil).
Strategic Report
31
Governance
Financial Statements
2. Details of remuneration
Remuneration of Directors
Short-term benefits
Salary &
fees
Bonus
Other
cash
benefits
Sub Total
Post
employment
benefits
Intrinsic
value of
share
awards
Total
2024
Total
2023
€
€
€
€
€
€
€
Barbara Nelson
43,604
-
-
43,604
-
-
43,604
10,777
Nashina Asaria
43,604
-
-
43,604
-
122,699
166,303
86,755
Mark Cullen
43,604
-
-
43,604
-
-
43,604
10,777
Lyle Berkowitz
-
-
-
-
-
-
-
97,526
Michael Kaminski
-
-
-
-
-
-
-
22,419
Joe Rooney
43,604
-
-
43,604
-
-
43,604
108,140
Sub-total – Non-Executive Directors
174,416
-
-
174,416
-
122,699
297,115
336,394
James Fitter
300,000
147,000
8,637
455,637
20,337
-
475,974
557,430
Darragh Lyons
70,096
-
-
70,096
2,250
-
72,346
-
Total Executive Directors
370,096
147,000
8,637
525,733
22,587
-
548,320
557,430
Total1
544,512
147,000
8,637
700,149
22,587
122,699
845,435
893,824
1.
Excludes employer-based taxes of €12,564 (2023: €4,860).
Options & RSUs
Directors have been awarded restricted stock units under the RSU and RSP plans, as highlighted earlier in this report. All previous awards under the
ESOP have either been fully exercised or have lapsed. The fair value charges associated with these awards are as follows:
2024
2023
€
€
Barbara Nelson
71,658
11,921
Nashina Asaria
52,513
91,638
Lyle Berkowitz1
-
39,876
Mark Cullen
82,843
14,414
Joe Rooney
60,170
51,143
Subtotal – Non-Executive Directors
267,184
208,992
James Fitter
709,336
834,281
Darragh Lyons
75,967
-
Subtotal – Executive Directors
785,303
834,281
Total
1,052,487
1,043,273
1.
Resigned on 1 October 2023
Remuneration and Nomination Committee Report
(continued)
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
32
3. Service agreements
On appointment to the Board, all Non-Executive Directors enter into a service agreement with the Company in the form of a letter of appointment.
The letter summarises the Board policies and terms, including compensation, their roles and responsibilities and Oneview’s expectations of them as
Non-Executive Directors of the Company.
The terms of employment and remuneration for the Executive Directors are also formalised in service agreements. These agreements provide for the
provision of a fixed salary, a discretionary bonus, participation in the Group Restricted Stock Share Plan, the Employee Share Option Plan and other
benefits including health insurance.
i. James Fitter, CEO and Executive Director
James Fitter is employed as CEO under an employment contract with a Oneview Group company.
James’ remuneration package is comprised of a base salary of €300,000 per annum, an annual discretionary bonus of up to 100% of base salary
and participation in the Group Restricted Share Unit Plan (RSU). The terms and conditions of James’ bonus and any further awards, including targets
and vesting are determined annually by the Remuneration Committee.
James’s employment contract may be terminated by Oneview providing at least 6 months’ notice in writing. Further, Oneview may terminate the
employment of James immediately in certain circumstances for any offence stipulated under Article 120 of the U.A.E. Labour Law including for
any act of dishonesty, fraud, wilful disobedience, serious misconduct or serious breach of duty. James may terminate his employment contract
by providing at least 6 months’ notice in writing before the proposed date of termination. James’ employment contract also includes restrictive
covenants that operate for a period of 6 months following expiry of the notice period. Enforceability of such restrictions would be subject to all
usual legal requirements.
ii. Darragh Lyons, CFO and Executive Director
Darragh Lyons is employed as CFO under an employment contract with Oneview Healthcare Limited.
Darragh’s remuneration package is comprised of a base salary of €225,000 per annum, an annual discretionary bonus of up to 100% of base
salary and participation in the Group Restricted Share Unit Plan (RSU). The terms and conditions of Darragh’s bonus and any further awards,
including targets and vesting are determined annually by the CEO and the Remuneration Committee.
Darragh’s employment contract may be terminated by Oneview providing at least 3 months’ notice in writing. Darragh may terminate his employment
contract by providing at least 3 months’ notice in writing before the proposed date of termination.
4. Share Based Compensation
a. Employee Share Option Plan (ESOP)
The Board adopted an Employee Share Option Plan (ESOP) effective from 1 October 2013. Under the ESOP, options over shares may be offered to
Executive Directors, Non-Executive Directors, employees and consultants of companies within the Oneview Group. Any offers are made entirely at
the discretion of the Remuneration and Nomination Committee. No Director had any outstanding options as at 31 December 2024 (2023: nil).
b. Restricted Stock Share Unit Plan (RSU)
On 2 July 2019, the Company adopted a new Restricted Share Unit Plan (RSU). The scheme was subsequently approved by shareholders at the
Company’s Annual General Meeting on 1 August 2019. Pursuant to the scheme, the Remuneration and Nominations Committee of the Company’s
Board of Directors may make an award under the plan to Executive Directors, Non-Executive Directors, employees and consultants. The purpose
of the plan is to attract, retain and motivate Directors, employees and consultants of Oneview Healthcare PLC, its subsidiaries and affiliates, to
provide for competitive compensation opportunities, to encourage long term service, to recognise individual contributions and reward achievement
of performance goals and to promote the creation of long-term value for shareholders by aligning the interests of such persons with those of
shareholders.
The RSUs are contracts to issue shares at future vesting periods ranging between 1 year and 3 years, at an award price of €0.001, and are
dependent on achievement of performance and service conditions which are set periodically by the Remuneration and Nominations Committee. All
awards to Executive Directors and Non-Executive Directors are subject to shareholder approval annually at the Annual General Meeting.
Strategic Report
33
Governance
Financial Statements
The following movements in RSUs awarded to Directors and Non-Executive Directors occurred:
Award Date
Recipient
No. of RSUs
Awarded
Vested
During Year
Lapsed During
Year
Outstanding
At 31 December
2024
Vesting Term
Performance Conditions
26 October 2021
Nashina
Asaria
666,666
666,666
-
-
3 Years
Continued board
appointment
26 October 2023
Joe Rooney
470,833
-
-
470,833
1 Year
Continued board
appointment
26 October 2023
Nashina
Asaria
208,333
-
-
208,333
1 Year
Continued board
appointment
26 October 2023
Mark Cullen
312,500
-
-
312,500
1 Year
Continued board
appointment
26 October 2023
Barbara
Nelson
208,333
-
-
208,333
1 Year
Continued board
appointment
26 October 2023
Mark Cullen
869,565
-
-
869,565
3 Years
Continued board
appointment
26 October 2023
Barbara
Nelson
869,565
-
-
869,565
3 Years
Continued board
appointment
26 October 2021
James Fitter
9,000,000
-
9,000,000
-
1 - 3 Years
CUFS* price
performance targets
26 October 2023
James Fitter
9,000,000
-
1,000,000
8,000,000
1 - 3 Years
Total Shareholder
Return, Contracted
Bed Numbers
& EBITDA
performance targets
31 October 2024
James Fitter
9,000,000
-
2,400,000
6,600,000
3 Years
Revenue Targets
31 October 2024
Darragh
Lyons
3,000,000
-
-
3,000,000
3 years
Continued
Employment
Remuneration and Nomination Committee Report
(continued)
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
34
Award Date
Recipient
No. of RSUs
Awarded
Vested
During Year
Lapsed During
Year
Outstanding
At 31 December
2024
Vesting Term
Performance Conditions
31 October 2024
Darragh
Lyons
900,000
-
-
900,000
3 years
Revenue Targets
2 December 2024
Joe Rooney
234,375
-
-
234,375
1 Year
Continued board
appointment
2 December 2024
Barbara
Nelson
312,500
-
-
312,500
1 Year
Continued board
appointment
2 December 2024
Mark Cullen
234,375
-
-
234,375
1 Year
Continued board
appointment
2 December 2024
Nashina
Asaria
156,250
-
-
156,250
1 Year
Continued board
appointment
Total RSUs awarded to Directors and outstanding at 31 December 2024
22,376,629
*
Chess Unit of Foreign Securities
All RSUs have an award price of €0.001. The RSUs granted to the directors on 31 October 2024 and on 2 December 2024 have been approved
under ASX Listing Rule 10.14 at Oneview's AGM on 31 October 2024.
On behalf of the Board
Joe Rooney
5 March 2025
Chairman of the Remuneration Committee
Strategic Report
35
Governance
Financial Statements
The Directors present their report and the
audited consolidated financial statements of
Oneview Healthcare PLC and Subsidiaries (the
“Group”) for the year ended 31 December
2024.
Deeds of access, indemnity and
insurance for directors
The Company has entered into agreements to
indemnify all Directors of the Company that
are named above and former Directors of the
Company and its controlled entities against all
liabilities which arise out of the performance
of their normal duties as Directors or Executive
Officers, unless the liability relates to conduct
involving lack of good faith. The Company
has agreed to indemnify the Directors and
Executive Officers against all costs and
expenses incurred in defending an action that
falls within the scope of the indemnity along
with any resulting payments, subject to policy
limits.
The Directors’ and Officers’ liability insurance
provides cover against costs and expenses,
subject to terms and conditions of the policy,
involved in defending legal actions and any
resulting payments arising from a liability to
persons (other than the Company or related
entity) incurred in their position as a Director
or Executive Officer unless the conduct
involves a wilful breach of duty or an improper
use of inside information or position to gain
advantage.
Political contributions
The Group and Company did not make any
disclosable political contributions during the
year.
Going concern
Since its inception, the Group has incurred
net losses and generated negative cash flows
from its operations. To date, it has financed
its operations through the sale of equity
securities, including its initial public offering
of Oneview Healthcare PLC in March 2016
and various equity raisings, the most recent of
which occurred in November and December
of 2024. As at 31 December 2024, the Group
had cash balances of €13.8 million.
At the date of signing of the final financial
statements, management assessed the Group’s
ability to continue as a going concern and
determined that it expects that its existing cash
and other working capital will be sufficient
to enable the Group to fund its operating
expenses and capital expenditure requirements
for a period of at least 12 months from the
date of approval of the financial statements.
The Group has based this estimate on
assumptions that may prove to be wrong,
and the Group may use its capital resources
sooner than it currently expects.
The Group is impacted by the timing of
contract execution and project implementation,
some of which are beyond the Group’s
control. New contracts may also incur
significant upfront expenses related to the
design of original equipment manufacturer’s
hardware required for certain customer
implementations which increase pressures on
cash flows and cash management.
After making inquiries, including the review
of cashflow projections, and considering
the uncertainties described above, the
Directors have a reasonable expectation that
the Company and the Group have adequate
resources to continue in operational existence
for the foreseeable future. For these reasons,
they continue to adopt the going concern
basis in preparing the annual financial
statements.
Audit Committee
The Group has established an Audit
Committee with responsibility for assisting the
board of the Company in fulfilling its corporate
governance and oversight responsibilities in
relation to the Company’s financial reports and
financial reporting process and internal control
structure, risk management systems (financial
and nonfinancial) and the external statutory
audit process. The Committee meets on a
regular basis to:
• review and approve internal audit and
external statutory audit plans;
• review and approve financial reports; and
• review the effectiveness of the Company’s
compliance and risk management functions.
Directors’ Report
Statement of directors’
responsibilities
The Directors are responsible for preparing
the annual report and the financial statements
in accordance with applicable law and
regulations.
Company law requires the Directors to prepare
Group and Company financial statements for
each financial year. As required by Australian
Securities Exchange Rules, the Directors
are required to prepare the Group financial
statements in accordance with IFRS as adopted
by the EU. The Directors have elected to
prepare the Company financial statements
in accordance with IFRS as adopted by the
EU and as applied in accordance with the
Companies Act 2014.
Under company law, the Directors must not
approve the Group and company financial
statements unless they are satisfied that they
give a true and fair view of the assets, liabilities
and financial position of the Group and
Company and of the Group profit or loss for
that year. In preparing each of the Group and
Company financial statements, the Directors
are required to:
• select suitable accounting policies and then
apply them consistently;
• make judgements and estimates that are
reasonable and prudent;
• state whether applicable Accounting
Standards have been followed, subject
to any material departures disclosed and
explained in the financial statements;
• assess the Company’s ability to continue as
a going concern, disclosing, as applicable,
matters related to going concern; and
• use the going concern basis of accounting
unless they either intend to liquidate the
Company or to cease operations or have no
realistic alternative but to do so.
The Directors are responsible for keeping
adequate accounting records which disclose
with reasonable accuracy at any time the
assets, liabilities, financial position of the
Group and Company and the profit and loss
of the Group and which enable them to ensure
that the financial statements comply with the
provision of the Companies Act 2014. The
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
36
Directors are also responsible for taking all
reasonable steps to ensure such records are
kept by its subsidiaries which enable them
to ensure that the financial statements of the
Group comply with the provisions of the
Companies Act 2014. They are responsible
for such internal controls as they determine
are necessary to enable the preparation
of financial statements that are free from
material misstatement, whether due to fraud
or error, and have a general responsibility for
safeguarding the assets of the Company and
the Group, and hence for taking reasonable
steps for the prevention and detection of fraud
and other irregularities. The Directors are also
responsible for preparing a Directors’ report
that complies with the requirements of the
Companies Act 2014.
Directors’ compliance statement
The Directors, in accordance with Section
225(2) of the Companies Act 2014,
acknowledge that they are responsible for
ensuring the Company’s compliance with
certain obligations specified in that section
arising from the Companies Act 2014, and
Tax laws (‘relevant obligations’). The Directors
confirm that:
• a compliance policy statement has been
drawn up setting out the Company’s policies
with regard to such compliance;
• appropriate arrangements and structures
that, in their opinion, are designed to secure
material compliance with the Company’s
relevant obligations, have been put in place;
and
• a review has been conducted, during the
financial year, of the arrangements and
structures that have been put in place to
secure the Company’s compliance with its
relevant obligations.
Relevant audit information
The Directors believe that they have taken all
steps necessary to make themselves aware
of any relevant audit information and have
established that the Group’s statutory auditors
are aware of that information. In so far as
they are aware, there is no relevant audit
information of which the Group’s statutory
auditors are unaware.
Accounting records
To ensure that adequate accounting records
are kept in accordance with Sections 281 to
285 of the Companies Act 2014, the Directors
have employed appropriately qualified
accounting personnel and have maintained
appropriate computerised accounting systems.
The accounting records are located at the
Company’s office at Avoca Court, Temple
Road, Blackrock, County Dublin, A94 R7W3,
Ireland.
Auditor
The auditors, KPMG, were appointed on 31
October 2013. In accordance with Section
383(2) of the Companies Act 2014 the
auditors, KPMG, Registered Auditors, will
continue in office.
Other Information
Other information relevant to the Directors’
Report may be found in the following sections
of the annual report:
Information
Location in Annual Report
Board of Directors
Pages 24 to 25
Business review and likely future
developments
Chair’s Statement & Chief Executive’s
Reports– Pages 3 to 5
Principal Risks and Uncertainties
Risk Management – Pages 19 to 23
Results (including R&D spend)
Financial Statements – Pages 43 to 84;
Performance Review – 10 to 14
Corporate Governance Structures
Pages 27 to 29
Directors Remuneration
Remuneration and Nomination Committee
Report – Pages 30 to 35
Interests of the Director and Company
Secretary in the share capital of the Company
Financial Statements (note 24) – Pages 82
to 83
Subsidiaries
Financial Statements - Page 84
Events after the Balance Sheet Date
Financial Statements - Page 83
On behalf of the Board
James Fitter
Darragh Lyons
5 March 2025
CEO
Chair
Strategic Report
37
Governance
Financial Statements
Financial Statements
Independent auditors’ report
39
Consolidated statement of total comprehensive income
43
Consolidated statement of financial position
44
Company statement of financial position
45
Consolidated statement of changes in equity
46
Company statement of changes in equity
48
Consolidated statement of cash flows
50
Notes to the consolidated and company financial statements
51
Additional ASX Info
85
Corporate Information
88
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
38
Report on the audit of the financial
statements
Opinion
We have audited the financial statements of
Oneview Healthcare public limited company
(‘the Company’) and its consolidated
undertakings (‘the Group’) for the year ended
31 December 2024 set out on pages 43
to 84, which comprise the Consolidated
statement of total comprehensive income,
Consolidated statement of financial position,
Company statement of financial position,
Consolidated statement of changes in equity,
Company statement of changes in equity,
Consolidated statement of cash flows and
related notes, including the summary of
material accounting policies set out in note 1.
The financial reporting framework that has
been applied in their preparation is Irish Law
and International Financial Reporting Standards
(IFRS) as adopted by the European Union and,
as regards the Company financial statements,
as applied in accordance with the provisions
of the Companies Act 2014.
In our opinion:
• the financial statements give a true and fair
view of the assets, liabilities and financial
position of the Group and Company as at
31 December 2024 and of the Group’s loss
for the year then ended;
• the Group financial statements have been
properly prepared in accordance with IFRS
as adopted by the European Union;
• the Company financial statements have
been properly prepared in accordance with
IFRS as adopted by the European Union, as
applied in accordance with the provisions of
the Companies Act 2014; and
• the Group and Company financial
statements have been properly prepared
in accordance with the requirements of the
Companies Act 2014.
Basis for opinion
We conducted our audit in accordance
with International Standards on Auditing
(Ireland) (ISAs (Ireland)) and applicable law.
Our responsibilities under those standards
are further described in the Auditor's
Responsibilities for the audit of the financial
statements section of our report. We have
Independent Auditor’s Report
to the Members of Oneview Healthcare public limited company
fulfilled our ethical responsibilities under, and
we remained independent of the Group in
accordance with ethical requirements that are
relevant to our audit of financial statements
in Ireland, including the Ethical Standard
issued by the Irish Auditing and Accounting
Supervisory Authority (IAASA), as applied to
listed entities.
We believe that the audit evidence we have
obtained is sufficient and appropriate to
provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have
concluded that the director's use of the going
concern basis of accounting in the preparation
of the financial statements is appropriate.
Our evaluation of the director’s assessment
of the Group’s and Company’s ability to
continue to adopt the going concern basis of
accounting included considering the inherent
risks to the Group’s and Company’s business
model and analysed how those risks might
affect the Group’s and Company’s financial
resources or ability to continue over the going
concern period, including assessing the
reasonableness of the Group’s and Company’s
revenue targets and expected cash burn.
Based on the work we have performed, we
have not identified any material uncertainties
relating to events or conditions that, individually
or collectively, may cast significant doubt on
the Group or the Company’s ability to continue
as a going concern for a period of at least
twelve months from the date when the financial
statements are authorised for issue.
Our responsibilities and the responsibilities of
the directors with respect to going concern are
described in the relevant sections of this report.
Detecting irregularities including fraud
We identified the areas of laws and regulations
that could reasonably be expected to have
a material effect on the financial statements
and risks of material misstatement due to
fraud, using our understanding of the entity's
industry, regulatory environment and other
external factors and inquiry with the directors.
In addition, our risk assessment procedures
included:
• Inquiring with the directors and other
management as to the Group’s policies and
procedures regarding compliance with laws
and regulations, identifying, evaluating and
accounting for litigation and claims, as well
as whether they have knowledge of non-
compliance or instances of litigation or claims.
• Inquiring of directors the audit committee, and
members of key management and inspection
of policy documentation as to the Group’s
high-level policies and procedures to prevent
and detect fraud, including the internal
audit function, and the Group’s channel for
“whistleblowing”, as well as whether they
have knowledge of any actual, suspected or
alleged fraud.
• Inquiring of directors and other management
regarding their assessment of the risk that
the financial statements may be materially
misstated due to irregularities, including fraud.
• Inspecting the Group’s regulatory and legal
correspondence.
• Reading Board of director and audit
committee minutes.
• Performing planning analytical procedures to
identify any usual or unexpected relationships.
We discussed identified laws and regulations,
fraud risk factors and the need to remain alert
among the audit team.
Firstly, the Group is subject to laws and
regulations that directly affect the financial
statements including companies and financial
reporting legislation We assessed the extent of
compliance with these laws and regulations as
part of our procedures on the related financial
statement items, including assessing the financial
statement disclosures and agreeing them to
supporting documentation when necessary.
Secondly, the Group is subject to many other
laws and regulations where the consequences
of non-compliance could have a material effect
on amounts or disclosures in the financial
statements, for instance through the imposition
of fines or litigation. We identified the following
areas as those most likely to have such an effect:
health and safety, anti-bribery, employment
law, environmental law, regulatory capital
and liquidity and certain aspects of company
legislation recognising the regulated nature of
the Group’s activities and its legal form.
Strategic Report
39
Governance
Financial Statements
Auditing standards limit the required audit
procedures to identify non-compliance
with these non-direct laws and regulations
to inquiry of the directors and other
management and inspection of regulatory
and legal correspondence, if any. These
limited procedures did not identify actual or
suspected non-compliance.
We assessed events or conditions that could
indicate an incentive or pressure to commit
fraud or provide an opportunity to commit
fraud. As required by auditing standards, we
performed procedures to address the risk of
management override of controls On this audit
we do not believe there is a fraud risk related
to revenue recognition and did not identify any
additional fraud risks.
In response to the fraud risks, we also
performed procedures including:
• Identifying journal entries to test based on
risk criteria and comparing the identified
entries to supporting documentation.
• Evaluating the business purpose of
significant unusual transactions
• Assessing the disclosures in the financial
statements
As the Group is regulated, our assessment
of risks involved obtaining an understanding
of the legal and regulatory framework that the
Group operates and gaining an understanding
of the control environment including the entity’s
procedures for complying with regulatory
requirements.
Owing to the inherent limitations of an audit,
there is an unavoidable risk that we may not
have detected some material misstatements in
the financial statements, even though we have
properly planned and performed our audit
in accordance with auditing standards. For
example, the further removed non-compliance
with laws and regulations (irregularities) is
from the events and transactions reflected
in the financial statements, the less likely the
inherently limited procedures required by
auditing standards would identify it.
In addition, as with any audit, there remains a
higher risk of non-detection of irregularities,
as these may involve collusion, forgery,
intentional omissions, misrepresentations, or
the override of internal controls. We are not
responsible for preventing non-compliance and
cannot be expected to detect non-compliance with
all laws and regulations.
Key audit matters: our assessment of risks of
material misstatement
Key audit matters are those matters that, in our
professional judgement, were of most significance
in the audit of the financial statements and include
the most significant assessed risks of material
misstatement (whether or not due to fraud)
identified by us, including those which had the
greatest effect on: the overall audit strategy; the
allocation of resources in the audit; and directing
the efforts of the engagement team. These matters
were addressed in the context of our audit of the
financial statements as a whole, and in forming
our opinion thereon, and we do not provide a
separate opinion on these matters.
In arriving at our audit opinion above, the key
audit matters, in decreasing order of audit
significance, were as follows (unchanged from
2023):
Group key audit matters
Independent Auditor’s Report
to the Members of Oneview Healthcare public limited company (continued)
Valuation of Investment in subsidiaries and Intercompany Loans and Receivables €78m (2023: €54.7m). No key audit matters to
report for the group
Refer to page 56 (accounting policy) and pages 66 and 68 (financial disclosures)
The key audit matter
How the matter was addressed in our audit
The Parent Company’s investment in
subsidiaries and intercompany loans and
receivables make up 85% of total assets
(by value). We do not consider there to
be a significant risk of error related to the
Company’s investment in subsidiaries and
intercompany loans and receivables, or to be
subject to a significant level of judgements
or estimation due to the Group’s market
capitalisation at year end.
However, due to their materiality in the context
of the Company financial statements and as
the Group as a whole is currently loss making,
they are considered an area of audit focus
and of significance to the audit of the financial
statements.
For this reason, these were considered key audit
matters in the audit of the parent company.
Our audit procedures over the valuation of the investment in subsidiaries and intercompany
loans and receivables included, but were not limited to:
• obtaining an understanding of the impairment process, including where relevant, the
process relating to the development of projected financial information;
• assessing the appropriateness of the Company’s impairment review, including the
consideration of any indicators of impairment, and the assessment of the significant data
inputs, such as market capitalisation, against externally derived sources;
• comparing the value of the Parent Company’s investment in subsidiaries and intercompany
loans and receivables as at 31 December 2024 to the Group’s market capitalisation at the
same date;
• considering the appropriateness of the relevant disclosures in the financial statements, and
assessing whether these are in accordance with relevant accounting standards.
Based on evidence obtained, we found that management’s assessment of the carrying value
of the Parent Company investment in subsidiaries and intercompany loans and receivables
impairment calculation and related disclosures to be reasonable. In determining the valuation
of investment in subsidiaries intercompany loans and receivables, we found the Company’s
judgment to be reasonable and the relevant disclosures to be appropriate.
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
40
Our application of materiality and an
overview of the scope of our audit
Materiality for the Group financial statements
and Company financial statements as a whole
was set at €0.3m (2023: €0.19m) and €0.3m
(2023:€0.19m) respectively, determined with
reference to benchmarks of group loss before
tax (Group) and net assets of the Company
(Company) of which it represents 3% (2023:
1%) and 3% (2023: 1%) respectively.
Performance materiality for the Group financial
statements and Company financial statements
as a whole was set at €0.23m (2023: €0.14m)
and €0.23m (2023:€0.14m) respectively,
determined with reference to benchmarks
of group loss before tax (Group) and net
assets of the Company (Company) of which it
represents 3% (2023: 1%) and 3% (2023: 1%)
respectively.
We consider group loss before tax to be the
most appropriate benchmark as it provides
a more stable measure for an operating
company. We changed from total expense
benchmark considering the number of years
since the Company’s development phase. Net
assets are deemed to be the most appropriate
benchmark as the parent Company is a
holding company only that provides financial
support to its operating subsidiaries.
We use performance materiality to reduce to
an appropriately low level, the probability that
the aggregate of uncorrected and undetected
misstatements exceeds overall materiality.
In applying our judgment in determining
performance materiality, we considered a
number of factors including the low number
and value of misstatements identified in the
prior year financial statement audit.
We reported to the Audit Committee
any corrected or uncorrected identified
misstatements exceeding €0.2m (2023:
€0.1m), in addition to other identified
misstatements that warranted reporting on
qualitative grounds.
We applied materiality to assist us to determine
what risks were significant risks and the
procedures to be performed. Of the group’s
nine (2023: nine) reporting components,
we subjected nine (2023: nine) to full
scope audits for group purposes. Our audit
procedures covered 100% of Group balances.
Our audit was undertaken to the materiality and
performance materiality level specified above
and was all performed by a single engagement
team in Dublin.
Other information
The directors are responsible for the other
information presented in the Annual Report
together with the financial statements. The
other information comprises the information
included in the directors’ report Chairman’s
Letter, CEO Report, Remuneration Report,
Additional ASX Information and Specific Risks
(unaudited). The financial statements and our
auditor’s report thereon do not comprise
part of the other information. Our opinion on
the financial statements does not cover the
other information and, accordingly, we do
not express an audit opinion or, except as
explicitly stated below, any form of assurance
conclusion thereon.
Our responsibility is to read the other
information and, in doing so, consider
whether, based on our financial statements
audit work, the information therein is materially
misstated or inconsistent with the financial
statements or our audit knowledge. Based
solely on that work we have not identified
material misstatements in the other information.
Based solely on our work on the other
information undertaken during the course of
the audit, we report that:
• we have not identified material
misstatements in the directors’ report;
• in our opinion, the information given in
the directors’ report is consistent with the
financial statements; and
• in our opinion, those parts of the directors’
report specified for our review, which does
not include sustainability reporting when
required by Part 28 of the Companies Act
2014, have been prepared in accordance
with the Companies Act 2014.
Our opinions on other matters prescribed
by the Companies Act 2014 are unmodified
We have obtained all the information and
explanations which we consider necessary for
the purposes of our audit.
In our opinion the accounting records of the
Company were sufficient to permit the financial
statements to be readily and properly audited
and the financial statements are in agreement
with the accounting records.
We have nothing to report on other matters
on which we are required to report by
exception
The Companies Act 2014 requires us to report
to you if, in our opinion, the disclosures
of directors’ remuneration and transactions
required by Sections 305 to 312 of the Act are
not made. We have nothing to report in this
regard.
Strategic Report
41
Governance
Financial Statements
Respective responsibilities and restrictions
on use
Responsibilities of directors for the
financial statements
As explained more fully in the directors’
responsibilities statement set out on pages
36 and 37, the directors are responsible for:
the preparation of the financial statements
including being satisfied that they give a
true and fair view; such internal control as
they determine is necessary to enable the
preparation of financial statements that are
free from material misstatement, whether due
to fraud or error; assessing the Group and
Company’s ability to continue as a going
concern, disclosing, as applicable, matters
related to going concern; and using the going
concern basis of accounting unless they either
intend to liquidate the Group or the Company
or to cease operations, or have no realistic
alternative but to do so.
Auditor’s responsibilities for the audit of the
financial statements
Our objectives are to obtain reasonable
assurance about whether the financial
statements as a whole are free from material
misstatement, whether due to fraud or error,
and to issue an auditor’s report that includes
our opinion. Reasonable assurance is a high
level of assurance, but is not a guarantee
that an audit conducted in accordance with
ISAs (Ireland) will always detect a material
misstatement when it exists. Misstatements can
arise from fraud or error and are considered
material if, individually or in the aggregate,
they could reasonably be expected to
influence the economic decisions of users
taken on the basis of these financial statements.
A fuller description of our responsibilities is
provided on IAASA’s website at https://iaasa.
ie/publications/description-of-the-auditors-
responsibilities-for-the-audit-of-the-financial-
statements/..
The purpose of our audit work and to
whom we owe our responsibilities
Our report is made solely to the Company’s
members, as a body, in accordance with
Section 391 of the Companies Act 2014. Our
audit work has been undertaken so that we
might state to the Company’s members those
matters we are required to state to them in an
auditor’s report and for no other purpose. To
the fullest extent permitted by law, we do not
accept or assume responsibility to anyone
other than the Company and the Company’s
members, as a body, for our audit work,
for this report, or for the opinions we have
formed.
John Corrigan
for and on behalf of
KPMG
Chartered Accountants, Statutory Audit Firm
1 Stokes Place
St. Stephen's Green
Dublin 2
D02 DE03
5 March 2025
Independent Auditor’s Report
to the Members of Oneview Healthcare public limited company (continued)
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
42
2024
2023
Note
€
€
Continuing Operations
Revenue
2
9,894,534
9,397,373
Cost of sales
(3,224,179)
(3,232,587)
Gross profit
6,670,355
6,164,786
Sales and marketing expenses
(4,034,273)
(3,127,283)
Product development and delivery expenses
(10,513,351)
(8,341,433)
General and administrative expenses
(3,481,818)
(3,069,122)
Operating loss
3,4
(11,359,087)
(8,373,052)
Finance charges
6
(150,408)
(517,038)
Finance income
6
736,764
5,254
Loss before tax
(10,772,731)
(8,884,836)
Income tax
7
(63,556)
(49,735)
Loss for the year
(10,836,287)
(8,934,571)
Attributable to ordinary shareholders
(10,836,287)
(8,934,571)
Loss per share
Basic
8
(0.02)
(0.02)
Diluted
8
(0.02)
(0.02)
Other comprehensive (loss)/gain
Items that will or may be reclassified to profit or loss
Foreign currency translation differences on foreign operations (no tax impact)
(327,753)
158,081
Other comprehensive (loss)/gain, net of tax
(327,753)
158,081
Total comprehensive loss for the year
(11,164,040)
(8,776,490)
The total comprehensive loss for the year is entirely attributable to equity holders of the Group.
On behalf of the Board
James Fitter
Darragh Lyons
5 March 2025
Director
Director
Consolidated Statement of Total Comprehensive Income
for the year ended 31 December 2024
Strategic Report
43
Governance
Financial Statements
2024
2023
Note
€
€
Non-current assets
Intangible assets
9
719,528
491,386
Property, plant and equipment
10
1,132,358
1,037,034
Research and development tax credit
13
892,525
461,061
2,744,411
1,989,481
Current assets
Inventories
12
3,146,702
2,240,906
Trade and other receivables
13
5,291,296
5,708,046
Contract assets
2
943,286
430,906
Cash and cash equivalents
13,832,666
11,548,825
Total current assets
23,213,950
19,928,683
Total assets
25,958,361
21,918,164
Equity
Issued share capital
19
760,495
671,482
Share premium
19
147,318,913
134,082,384
Treasury reserve
19
(2,586)
(2,586)
Other undenominated capital
19
4,200
4,200
Translation reserve
(192,827)
172,075
Reorganisation reserve
(1,351,842)
(1,351,842)
Share based payments reserve
18
7,853,064
7,217,895
Retained earnings
(141,138,756)
(131,653,947)
Total equity
13,250,661
9,139,661
Non-current liabilities
Trade and other payables
15
1,668,132
247,225
Lease liabilities
17
897,540
782,456
Deferred income
16
20,294
12,058
Total non-current liabilities
2,585,966
1,041,739
Current liabilities
Trade and other payables
14
9,865,675
11,570,211
Lease liabilities
17
252,695
152,866
Current income tax liabilities
3,364
13,687
Total current liabilities
10,121,734
11,736,764
Total liabilities
12,707,700
12,778,503
Total equity and liabilities
25,958,361
21,918,164
On behalf of the Board
James Fitter
Darragh Lyons
5 March 2025
Director
Director
Consolidated Statement of Financial Position
as at 31 December 2024
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
44
2024
2023
Note
€
€
Non-current assets
Financial assets
11
13,859,041
12,201,765
Loan to group company
13
-
20,354,066
13,859,041
32,555,831
Current assets
Trade and other receivables
13
31,832,847
22,615,543
Loan to group company
13
23,097,494
-
Cash and cash equivalents
11,692,107
7,255,619
Total current assets
66,622,448
29,871,162
Total assets
80,481,489
62,426,993
Equity
Share capital
19
760,495
671,482
Share premium
19
147,318,913
134,082,384
Treasury reserve
19
(2,586)
(2,586)
Other undenominated capital
19
4,200
4,200
Share based payment reserve
18
7,853,064
7,217,895
Retained earnings
(77,898,259)
(81,151,828)
Total equity
78,035,827
60,821,547
Non-current liabilities
Trade and other payables
15
235,853
-
Total non-current liabilities
235,853
-
Current liabilities
Trade and other payables
14
2,209,809
1,605,446
Total current liabilities
2,209,809
1,605,446
Total liabilities
2,445,662
1,605,446
Total equity and liabilities
80,481,489
62,426,993
On behalf of the board
James Fitter
Darragh Lyons
5 March 2025
Director
Director
Company Statement of Financial Position
as at 31 December 2024
Strategic Report
45
Governance
Financial Statements
Share
capital
Share premium
Treasury
reserve
Other
undenominated
capital
Reorganisation
reserve
Share based
payment
reserve
Translation
reserve
Retained loss
Total equity
€
€
€
€
€
€
€
€
€
As at 1 January 2023
534,990 120,369,325 (2,586)
4,200
(1,351,842) 6,446,943
13,994 (123,758,477) 2,256,547
Loss for the year
-
-
-
-
-
-
-
(8,934,571) (8,934,571)
Foreign currency
translation
-
-
-
-
-
-
158,081
-
158,081
Total comprehensive
loss
-
-
-
-
-
-
158,081
(8,934,571)(8,776,490)
Transactions with
shareholders
Issue of ordinary shares
126,724
13,713,059
-
-
-
-
-
(548,527) 13,291,256
Issue of ordinary shares as
consideration for services
2,083
-
-
-
-
(224,027)
221,944
-
Vesting of restricted share
unit awards
7,685
-
-
-
-
(1,072,874)
-
1,065,189
-
Share based compensation
to employees
-
-
-
-
-
2,038,852
-
-
2,038,852
Share based compensation
to non-employees
-
-
-
-
-
329,496
-
-
329,496
Transfer to retained
earnings in respect of
expired restricted share
unit awards
-
-
-
-
-
(299,740)
-
299,740
-
Transfer to retained
earnings in respect of
expired options
-
-
-
-
-
(755)
-
755
-
As at 31 December 2023 671,482 134,082,384 (2,586)
4,200
(1,351,842) 7,217,895
172,075 (131,653,947) 9,139,661
Consolidated Statement of Changes in Equity
for the year ended 31 December 2023
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
46
Share
capital
Share premium
Treasury
reserve
Other
undenominated
capital
Reorganisation
reserve
Share based
payment
reserve
Translation
reserve Retained earnings
Total equity
€
€
€
€
€
€
€
€
€
As at 1 January 2024
671,482 134,082,384 (2,586)
4,200
(1,351,842) 7,217,895
172,075
(131,653,947)
9,139,661
Loss for the year
-
-
-
-
-
-
-
(10,836,287) (10,836,287)
Foreign currency
translation
-
-
-
-
-
-
(364,902)
37,149
(327,753)
Total comprehensive
loss
-
-
-
-
-
- (364,902)
(10,799,138) (11,164,040)
Transactions with
shareholders
Issue of ordinary
shares
79,386
13,236,529
-
-
-
-
-
-
13,315,915
Vesting of restricted
share unit awards
9,627
-
-
-
-
(1,323,956)
-
1,314,329
-
Share based
compensation to
employees
-
-
-
-
-
1,657,276
-
-
1,657,276
Share based
compensation to non-
employees
-
-
-
-
-
301,849
-
-
301,849
As at 31 December
2024
760,495
147,318,913 (2,586)
4,200
(1,351,842) 7,853,064
(192,827)
(141,138,756) 13,250,661
Consolidated Statement of Changes in Equity
for the year ended 31 December 2024
Strategic Report
47
Governance
Financial Statements
Share
capital
Share premium Treasury reserve
Other
undenominated
capital
Share based
payment reserve
Retained
earnings
Total equity
€
€
€
€
€
€
€
As at 1 January 2023
534,990
120,369,325
(2,586)
4,200
6,446,943
(80,304,162)
47,048,710
Loss and total comprehensive
income for the year
-
-
-
-
-
(1,886,767)
(1,886,767)
Transactions with shareholders
Issue of ordinary shares
126,724
13,713,059
-
-
-
(548,527)
13,291,256
Issue of ordinary shares as
consideration for services
2,083
-
-
-
(224,027)
221,944
-
Vesting of restricted share unit
awards
7,685
-
-
-
(1,072,874)
1,065,189
-
Share based compensation to
employees
-
-
-
-
2,038,852
-
2,038,852
Share based compensation to non-
employees
-
-
-
-
329,496
-
329,496
Transfer to retained earnings in
respect of expired restricted share
units
-
-
-
-
(299,740)
299,740
-
Transfer to retained earnings in
respect of expired options
-
-
-
-
(755)
755
-
As at 31 December 2023
671,482
134,082,384
(2,586)
4,200
7,217,895
(81,151,828)
60,821,547
Company Statement of Changes in Equity
for the year ended 31 December 2023
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
48
Share capital
Share premium Treasury reserve
Other
undenominated
capital
Share based
payment reserve
Retained
earnings
Total equity
€
€
€
€
€
€
€
As at 1 January 2024
671,482
134,082,384
(2,586)
4,200
7,217,895
(81,151,828)
60,821,547
Profit and total comprehensive
income for the year
-
-
-
-
-
1,939,240
1,939,240
Transactions with shareholders
Issue of ordinary shares
79,386
13,236,529
-
-
-
-
13,315,915
Vesting of restricted share unit
awards
9,627
-
-
-
(1,323,956)
1,314,329
-
Share based compensation to
employees
-
-
-
-
1,657,276
-
1,657,276
Share based compensation to
non-employees
-
-
-
-
301,849
-
301,849
As at 31 December 2024
760,495
147,318,913
(2,586)
4,200
7,853,064
(77,898,259)
78,035,827
Company Statement of Changes in Equity
for the year ended 31 December 2024
Strategic Report
49
Governance
Financial Statements
Note
2024
2023
€
€
Cash flows from operating activities
Receipts from clients
9,471,000
9,721,389
Legal claim settlement proceeds
-
-
Payments to employees and suppliers, net
(19,637,483)
(16,812,803)
Finance charges paid
(207,583)
(127,455)
Interest received
-
5,254
Income tax paid
(91,000)
(50,173)
Net cash used in operating activities
22
(10,465,066)
(7,263,788)
Cash flows from investing activities
Purchase of property, plant and equipment
10
(55,048)
(118,444)
Acquisition of intangible assets
9
(404,731)
(402,933)
Net cash used in investing activities
(459,779)
(521,377)
Cash flows from financing activities
Proceeds from issue of shares
13,315,915
13,839,783
Transaction costs paid
-
(548,527)
Repayment of lease liabilities
21
(178,767)
(253,778)
Net cash provided by/(used in) financing activities
13,137,148
13,037,478
Net increase/(decrease) in cash held
2,212,303
5,252,313
Foreign exchange impact on cash and cash equivalents
71,538
(113,424)
Cash and cash equivalents at beginning of financial year
11,548,825
6,409,936
Cash and cash equivalents at end of financial year
13,832,666
11,548,825
Consolidated Statement of Cash Flows
for the year ended 31 December 2024
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
50
Notes to the Consolidated and Company Financial Statements
Reporting entity
Oneview Healthcare PLC (“OHP”) is domiciled in Ireland with its registered office at 2nd Floor, Avoca Court, Temple Road, Blackrock, County
Dublin (company registration number 513842). The consolidated financial information of OHP as set out for the year ended 31 December 2024
comprises OHP and its subsidiary undertakings (together the “Group”). During 2012, OHP was incorporated for the purpose of implementing a
holding company structure. This resulted in a group re-organisation with OHP becoming the new parent company of Oneview Limited (“OL”) by way
of share for share swap with the existing shareholders of OL. This has been accounted for as a continuation of the original OL business via the new
OHP entity resulting in the creation of a reorganisation reserve in the consolidated financial statements in the amount of €1,347,642, (increased by
€4,200, to €1,351,842 in 2013 due to the issue of B shares). No reorganisation reserve was created at OHP company level as the fair value of the
net assets of OHP was equal to the carrying value of its net assets on the date of the reorganisation.
Statement of compliance
The Group financial statements and the Company financial statements have been prepared in accordance with International Financial Reporting
Standards (“IFRS”) as adopted by the European Union (EU) that are effective for the year ended 31 December 2024. The directors have elected to
prepare the Company financial statements in accordance with IFRS as adopted by the EU and as applied in accordance with the Companies Act
2014. The Companies Act 2014 permits a company that presents its individual financial statements together with its consolidated financial statements
to take an exemption from publishing the Company’s income statement, statement of comprehensive income and statement of cash flows which
forms part of the Company financial statements prepared and approved in accordance with the Act. The Company reported a profit for the year
ended 31 December 2024 of €1,939,240 (2023 loss: €1,886,767).
Going concern
Since its inception, the Group has incurred net losses and generated negative cash flows from its operations. To date, it has financed its operations
through the sale of equity securities, including its initial public offering of Oneview Healthcare PLC in March 2016 and equity raisings since then,
the most recent of which occurred in 2024 and raised net proceeds of A$22.0 million (€13.3 million). As at 31 December 2024, the Group had
cash balances of €13.8 million.
At the date of signing of the final financial statements, management assessed the Group’s ability to continue as a going concern and determined
that it expects that its existing cash and other working capital will be sufficient to enable the Group to fund its operating expenses and capital
expenditure requirements for a period of at least 12 months from the date of approval of the financial statements. The Group has based this estimate
on assumptions that may prove to be wrong, and the Group may use its capital resources sooner than it currently expects.
The Group is impacted by the timing of contract execution and project implementation, some of which are beyond the Group’s control. New
contracts may also incur significant upfront expenses related to the design of original equipment manufacturer’s hardware required for certain
customer implementations which increase pressures on cash flows and cash management.
After making inquiries, including the review of cashflow projections, and considering the uncertainties described above, the Directors have a
reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future.
For these reasons, they continue to adopt the going concern basis in preparing the annual financial statements.
Adoption of IFRS and International Financial Reporting Interpretations Committee (IFRIC) Interpretations
The following new standards, interpretations and standard amendments became effective for the Group as of 1 January 2024:
• Non-current Liabilities with Covenants – Amendment to IAS 1
• Classification of Liabilities as Current or Non-Current – Amendments to IAS 1
• Lease Liability in a Sale or Leaseback - Amendments to IAS 16
• Supplier Finance Arrangements – Amendments to IAS 7 and IFRS 7
These new standards, interpretations and standard amendments did not result in a material impact on the Group’s results.
1. Accounting policies – Group and Company
Strategic Report
51
Governance
Financial Statements
Notes to the Consolidated and Company Financial Statements
(continued)
Standards issued but not yet effective
A number of new standards are effective for annual periods beginning after 1 January 2025 and earlier application is permitted; however, the
Group has not early adopted the new or amended standards in preparing these consolidated financial statements. The following amended
standards and interpretations are not expected to have a significant impact on the Group’s consolidated financial statements:
• Lack of Exchangeability – Amendments to IAS 21 (effective from 1 January 2025)
• Classification and Measurement of Financial Instruments – Amendments to IFRS 9 and IFRS 7 (effective from 1 January 2026)
• IFRS 18 Presentation and Disclosure in Financial Statements – (effective from 1 January 2027)
• IFRS 19 Subsidiaries without Public Accountability: Disclosures (effective from 1 January 2027)
• Sale or Contribution of Assets between and Investor and its Associate or Joint Venture – Amendments to IFRS 10 and IAS 28 (effective date
deferred indefinitely)
Use of estimates and judgements
The preparation of financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the
application of policies and reported amounts of assets and liabilities, income and expenses. Estimates and underlying assumptions are reviewed
on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods
affected.
Judgements
Information about critical judgements in applying accounting policies that have the most significant effect on the amounts recognised in the
consolidated financial statements is included in the following note:
• Trade and other receivables (note 13)
• Leases (note 17 and 21)
Assumptions and estimation uncertainties
Information about assumptions and uncertainties as at 31 December 2024 that have a significant risk of resulting in a material adjustment to the
carrying amounts of assets and liabilities in the next financial year is included in the following notes:
• Financial assets – Company (note 11)
• Parent company asset carrying values (note 13)
(a) Basis of consolidation
The Group financial statements consolidate the financial statements of Oneview Healthcare PLC and its subsidiaries.
Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable
returns from its involvement with the entity and has the power to affect those returns through its power over the entity.
Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control
ceases. Financial statements of subsidiaries are prepared for the same reporting year as the Company and where necessary, adjustments are made
to the results of subsidiaries to bring their accounting policies into line with those used by the Group.
(b) Transactions eliminated on consolidation
All inter-company balances and transactions, including unrealised profits arising from intra-Group transactions, have been eliminated in full.
Unrealised losses are eliminated in the same manner as unrealised gains except to the extent that there is evidence of impairment.
(c) Investments in subsidiaries
In the Company’s financial statements, investments in subsidiaries are carried at cost less any provision made for impairment
(d) Translation of foreign currencies
The presentation currency of the Group and Company is euro (€). The functional currency of the Company is euro. Results of non-euro
denominated subsidiaries are translated into euro at the actual exchange rates at the transaction dates or average exchange rates for the year
where this is a reasonable approximation. The related statements of financial position are translated at the rates of exchange ruling at the reporting
date. Adjustments arising on translation of the results of non-euro subsidiaries at average rates, and on the restatement of the opening net assets at
closing rates, are dealt with in a separate translation reserve within equity.
1. Accounting policies – Group and Company (continued)
52
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
Transactions in currencies different to the functional currencies of operations are recorded at the rate of exchange ruling at the date of the
transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the functional currency at the rate of exchange at
the reporting date. All translation differences are taken to the income statement through the finance expense line.
(e) Revenue
The Group’s revenue consists primarily of revenues from its client contracts with healthcare providers for the provision and support of the Oneview
Solution. Revenue comprises the fair value of the consideration received or receivable for the sale of products and services in the ordinary course
of the Group’s activities. Revenue is shown net of value-added-tax (VAT) and discounts. The Group recognises revenue when the amount of revenue
can be reliably measured, it is probable that future economic benefits will flow to the entity and when specific criteria have been met for each of
the Group’s activities as described below. Where a performance obligation is satisfied but the client has not yet been billed, this is recognised as a
deferred contract asset. When consideration is received in advance of work being performed, or amounts billed to a client are in excess of revenue
recognised on the contract, this is recognised as deferred income.
i. Software usage and content
Software usage and content revenue is earned from the use of the Group’s solution by its clients. Revenue is earned by charging a fee based on the
number of endpoints for which the Oneview solution is installed and is charged on a daily basis. This daily charge may vary depending on the level
of functionality and content provided.
Contracts for the use of the Oneview solution are typically three to five years in duration with fees typically billable annually in advance. Software
usage and content revenue are recognised on a daily basis.
Revenue is recognised rateably over the life of the contract and commences following completion of user acceptance testing (UAT) by the client.
ii. Support income
Support income relates to email and remote support, bug fixes and unspecified software updates and upgrades released during the maintenance
term. Support services for hardware relates to phone and/or onsite support. The level of support varies depending on the contract.
The Group receives an annual fee, payable in advance, for hardware and software support services and is recognised on a daily basis over the
term of the contract. The fee is based on the number of devices on which the Oneview solution is installed.
iii. License fees
License fees represent an upfront access license fee, payable in advance. The fee is based on the number of devices for which the Oneview
solution is installed. The license fee is recognised over the life of the original contract term, typically three to five years, as the upfront delivery
of the license does not have stand-alone value to the client. There is no stand-alone value as the license cannot be used on its own without
customisation or implementation. The licence is a right to access and future upgrades are necessary for the client to retain continued functionality of
the software.
iv. Hardware
Hardware revenue is earned from fees charged to clients for the hardware supplied to operate the Oneview solution. The Group is deemed to
act as the principal to an arrangement when it controls a promised good or service before transferring it to a client. Where the Group acts as the
principal in the supply of hardware, hardware revenue is recognised gross upon delivery of the hardware to the client. Where the Group acts as an
agent in the supply of hardware, the fee paid to the Group is recognised when earned, per the terms of the contract. Revenue from hardware in the
years presented in the financial statements is recognised on a gross basis because the Group has acted as the principal.
v. Services income
Installation and professional services revenue is earned from fees charged to deploy the Oneview solution and install hardware at client sites. If the
service is on a contracted time and material basis, then the revenue is recognised as and when the services are performed. If it is a fixed fee, then
the professional services revenue is recognised by reference to the stage of completion accounting method. The Group measures percentage of
completion based on labour hours incurred to date as a proportion of total hours allocated to the contract, or for installation of hardware based on
units installed as a proportion of the total units to install. If circumstances arise that may change the original estimates of revenues, costs or extent
of progress toward completion, estimates are revised. These revisions may result in increases or decreases in estimated revenues or costs and are
reflected in the period in which the circumstances that give rise to the revision become known by management.
1. Accounting policies – Group and Company (continued)
53
Strategic Report
Governance
Financial Statements
Notes to the Consolidated and Company Financial Statements
(continued)
(f) Income tax
Income tax expense in the income statement represents the sum of income tax currently payable and deferred income tax.
Income tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement
because it excludes items of income or expense that are taxable or deductible in other years and further excludes items that are not taxable or
deductible. The Group’s liability for income tax is calculated using rates that have been enacted or substantively enacted at the reporting date.
Income tax is recognised in the income statement except to the extent that it relates to items recognised directly in other comprehensive income or
equity.
Deferred income tax is provided, using the liability method, on all differences between the carrying amounts of assets and liabilities for financial
reporting purposes and the amounts used for taxation purposes except those arising from non-deductible goodwill or on initial recognition of an
asset or liability which affects neither accounting nor taxable profit.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is expected to be
realised or the liability to be settled. Deferred tax assets are recognised for all deductible differences, carry forward of unused tax credits and
unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences and the
carry forward of unused tax credits and unused tax losses can be utilised. The carrying amount of deferred income tax assets is reviewed at each
reporting date and derecognised to the extent that it is no longer probable that sufficient taxable profit would be available to allow all or part of the
deferred income tax asset to be utilised.
(g) Property, plant and equipment
Property, plant and equipment are stated at cost, less accumulated depreciation and impairment losses.
Depreciation is calculated on a straight line basis over the estimated useful life of the asset and is recognised in the statement of total
comprehensive income. Depreciation methods and useful lives are reassessed at each reporting date. The estimated useful lives for additions during
the current period are as follows:
Fixtures, fittings and equipment
10% - 33% straight line
Land and buildings
2 – 7 years
Gains and losses on disposal of an item of property, plant and equipment are determined by comparing the proceeds from disposal with
the carrying amount of property, plant and equipment, and are recognised net through profit or loss in the consolidated statement of total
comprehensive income.
The carrying values of property, plant and equipment are reviewed for indicators of impairment at each reporting date and are subject to
impairment testing when events or changes in circumstances indicate that the carrying values may not be recoverable.
(h) Intangible assets
Computer software
Acquired computer software licenses are capitalised on the basis of the costs incurred to acquire and bring to use the specific software. These
costs are amortised over their estimated useful lives of three to five years.
Internally generated intangible assets – research and development
Expenditure on research activities undertaken with the prospect of gaining new technical knowledge and understanding is recognised in the income
statement as an expense as incurred. Expenditure on development activities, whereby research findings are applied to a plan or design for new or
substantially improved products or processes is capitalised if the product or process is (i) technically and commercially feasible; (ii) future economic
benefits are probable; and (iii) the company intends to and has sufficient resources to complete the development. Capitalised expenditure includes
direct labour and an appropriate proportion of overheads. Other development expenditure is recognised through profit or loss in the consolidated
income statement as an expense as incurred. Capitalised development expenditure is stated at cost less accumulated amortisation and impairment
losses.
1. Accounting policies – Group and Company (continued)
54
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
Amortisation is recognised through profit or loss in the consolidated statement of comprehensive income on a straight-line basis over the estimated
useful lives of intangible assets and amortisation commences in the year of capitalisation, as this best reflects the expected pattern of consumption
of the future economic benefits embodied in the asset. The estimated useful lives for the current and comparative periods are as follows:
Capitalised development costs
5 years
straight line
Amortisation methods, useful lives and residual values are reviewed at each financial year-end and adjusted if appropriate.
The carrying values of intangible assets are reviewed for indicators of impairment at each reporting date and are subject to impairment testing when
events or changes in circumstances indicate that the carrying values may not be recoverable.
(i) Government grants
The Group recognises government grants related to capitalised development costs in the form of research and development (R&D) tax credits in
Ireland and other government grants. Government grants are initially recognised as deferred income at fair value, if there is reasonable assurance
that they will be received, they are then recognised through profit or loss as a deduction from wages and salaries costs on a systematic basis over
the useful life of the asset. Grants that compensate the Group for expenses incurred are recognised through profit or loss on a systematic basis in
the periods in which the expenses are recorded.
(j) Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a
deduction, net of tax, from the proceeds. Where ordinary shares are repurchased by the company they are cancelled or held as treasury shares
and the nominal value of the shares is transferred to an undenominated capital reserve fund within equity.
(k) Cash and cash equivalents
Cash and cash equivalents comprise cash balances and cash deposits with an original maturity of three months or less.
(l) Inventories
Inventories are stated at the lower of cost and net realisable value. Cost is based on the first-in/first-out principle and includes all expenditure
incurred in acquiring the inventories and bringing them to their present location and condition.
Net realisable value is the estimated proceeds of sale, less all further costs to completion, and less all costs to be incurred in marketing, selling and
distribution. Estimates of realisable value are based on the most reliable evidence available at the time the estimates are made.
(m) Employee Benefits
Defined contribution plans and other long term employee benefits
A defined contribution plan is a post-employment benefit plan under which the company pays fixed contributions into a separate entity and has no
legal or constructive obligation to pay further amounts. Obligations for contributions to defined contribution retirement benefit plans are recognised
as an expense in the profit and loss account in the periods during which services are rendered by employees.
Share based payments
The grant date fair value of share-based payments awards granted to employees is recognised as an employee expense, with a corresponding
increase in equity, over the period in which the performance conditions are fulfilled, ending on the date on which the relevant employees become
fully entitled to the award (‘vesting date’). The fair value of the awards granted is measured at grant date based on an observable market price
using an option valuation model, taking into account the terms and conditions upon which the awards were granted. The amount recognised as
an expense is adjusted to reflect the actual number of awards for which the related service and non-market vesting conditions are expected to be
met, such that the amount ultimately recognised as an expense is based on the number of awards that do meet the related service and non-market
performance conditions at the vesting date. For share-based payment awards with non-vesting conditions or market conditions, the grant date fair
value of the share-based payment is measured to reflect such conditions and there is no true-up for differences between expected and actual
outcomes.
1. Accounting policies – Group and Company (continued)
55
Strategic Report
Governance
Financial Statements
Notes to the Consolidated and Company Financial Statements
(continued)
Restricted stock share unit plan (RSU)
In 2019, the Company adopted a new Restricted Share Unit Plan (‘RSU’) to replace the existing Restricted Stock Share Plan. The total amount to be
expensed over the vesting period is determined by reference to the fair value of the awards granted. At each reporting date, the estimate of the
number of awards that are expected to vest is revised. The impact of the revision of original estimates, if any, is recognised in the income statement,
with a corresponding adjustment to equity. The total expense is recognised over the vesting period which is the period over which all the specified
vesting conditions are satisfied.
(n) Finance income and finance costs
The Group’s finance income and finance costs include:
• interest income
• interest expense
• lease interest expense
• foreign currency translation gain/loss
• bank charges
Interest income or expense is recognised using the effective interest method.
(o) Financial instruments
All recognised financial assets that are within the scope of IFRS 9 are required to be subsequently measured at amortised cost or fair value on the
basis of the entity’s business model for managing the financial assets and the contractual cash flow characteristics of the financial assets.
The Group does not hold any financial assets which meet the criteria for classification at fair value reported in other comprehensive income or fair
value reported in profit and loss.
Impairment of financial assets
In relation to the impairment of financial assets, the Group applies an expected credit loss model (ECL). The expected credit loss model requires
the Group to account for expected credit losses and changes in those expected credit losses at each reporting date to reflect changes in credit risk
since initial recognition of the financial assets. In respect of trade receivables, the Group applies the simplified approach to measuring expected
credit losses using a lifetime expected loss allowance.
The Company applies the general approach in calculating ECLs on its intercompany loans. Where the recoverable amount of the investment in
subsidiaries is less than the carrying amount, an impairment loss is recognised. As there was an indicator of a significant increase in credit risk as a
result of negative cash flows and net liabilities in certain subsidiary undertakings, the Company has provided for impairment losses. No increase in
this provision was recognised during 2024 (2023: €Nil).
Financial liabilities
Financial liabilities are classified as either financial liabilities at fair value through profit or loss or other financial liabilities. Financial liabilities are
classified as at fair value through profit or loss if the financial liability is either held for trading or it is designated as such upon initial recognition.
(p) Contract assets
Contract assets include accrued revenue and Work in Progress assets. A contract asset is recognised when a performance obligation is satisfied
(and revenue recognised), but the payment conditions relate to the Group’s fulfilment of other performance obligations in the contract. Accrued
revenue is different from trade receivables, because trade receivables represent an unconditional right to receive payment.
(q) Deferred income
Deferred income relates to advance consideration received from clients for which revenue is recognised in line with the Group’s accounting policy.
(r) Leases
The Group recognises a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset comprises the initial amount
of the lease liability, adjusted for any lease payments made at or before the commencement date, plus any initial direct costs. The right of use asset
is subsequently measured at initial cost less any accumulated depreciation and impairment losses and adjusted for any remeasurements of the lease
liability.
1. Accounting policies – Group and Company (continued)
56
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the
interest rate implicit in the lease, or if that rate cannot be readily determined, the Group’s incremental borrowing rate. Generally, the Group uses its
incremental borrowing rate as the discount rate. A discount rate of 7% is used for leases entered into before 2023 and a discount rate of 11% is
used for leases entered into during and after 2023, which the Group considers to be its incremental borrowing rate, to calculate the present value
of lease commitments.
The lease liability is subsequently increased by the interest cost on the lease liability and decreased by lease payments made. It is remeasured when
there is a change in future lease payments arising from a change in an index or rate, a change in the estimate of the amount expected to be payable
under a residual value guarantee, or as appropriate, changes in the assessment of whether a purchase or extension option is reasonably certain to
be exercised or a termination option is reasonably certain not to be exercised.
Lease commitments are recognised as a liability and a right-of-use asset on the Group’s consolidated statement of financial position. A right-of-
use asset has been capitalised on the Group’s consolidated statement of financial position. This right-of-use asset is depreciated over the term of
the lease as an operating expense, with an associated finance cost applied annually to the lease liability, in the Group’s consolidated statement of
comprehensive income.
The Group has applied judgment to determine the lease term for some lease contracts which include renewal options in which it is a lessee. The
assessment of whether the Group is reasonably certain to exercise such options impacts the lease term, which significantly affects the amount of
lease liabilities and right-of-use assets recognised. The Group has also applied judgment to determine the appropriate discount rate.
2. Segment information
The Group is managed as a single business unit engaged in the provision of interactive patient care and accordingly operates in one reportable
segment which provides a patient engagement solution for the healthcare sector.
Our operating segment is reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (CODM).
The CODM has been identified as our executive management team. The executive management team comprises the CEO, CFO, Chief Operating
Officer (COO) and Chief Product Officer (CPO). The CODM assess the performance of the business, and allocates resources, based on the
consolidated results of the company.
Revenue by type and geographical region is as follows:
2024
2023
€
€
Recurring revenue:
Software usage and content
4,614,807
4,261,096
Support income
2,390,870
2,194,692
Licence fees
170,493
144,247
7,176,170
6,600,035
Non-recurring revenue:
Hardware
1,557,852
1,966,050
Services income
1,160,512
831,288
2,718,364
2,797,338
Total revenue
9,894,534
9,397,373
1. Accounting policies – Group and Company (continued)
57
Strategic Report
Governance
Financial Statements
Notes to the Consolidated and Company Financial Statements
(continued)
2024
2023
€
€
Revenue attributable to country of domicile and other material countries
Ireland (country of domicile)
546,533
42,684
United States
6,243,094
6,375,059
Australia
2,638,575
2,366,402
Asia
429,824
545,327
Middle East
36,508
67,901
Total revenue
9,894,534
9,397,373
Major clients
Revenues from client A totalled €1,766,945 (2023: €2,361,849) and represented 18% (2023: 25%) of total revenues. Revenues from Client B
totalled €1,372,724 (2023: €1,262,986) and represented 14% (2023: 13%) of total revenue. Revenues from Client C totalled € 1,132,557 (2023:
€1,130,770) and totalled 11% (2023: 12%) of total revenue.
2024
2023
Receivables, contract assets and contract liabilities from contracts with clients:
€
€
Receivables, which are included in ‘trade and other receivables’
3,305,002
2,524,369
Contract assets
943,286
430,906
Deferred income
(5,018,158)
(4,861,697)
The contract assets primarily relate to the Group’s rights to consideration for work completed but not billed at the reporting date and consists of
accrued revenue and Work in Progress assets. The contract assets are located outside of the country of domicile, primarily in the US. Accrued
revenues are transferred to receivables and Work in Progress assets are released to the profit and loss when the rights become unconditional. This
usually occurs when the Group issues an invoice to the client.
2024
2023
€
€
Balance at start of year
430,906
240,035
Transfers from Accrued Revenue recognised at the beginning of the year to receivables
(102,142)
(79,675)
Increase in Work in Progress as a result of changes in the measure of progress
526,180
172,647
Increase in Accrued Revenue as a result of additions in the year
88,342
97,899
Balance at end of year
943,286
430,906
The contract liabilities primarily relate to the Group’s performance obligations for work billed but not completed at the reporting date.
2. Segment information (continued)
58
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
2024
2023
€
€
Balance at start of year
4,861,697
3,254,481
Transfers from deferred income at the beginning of the year to profit or loss
(4,849,639)
(3,190,596)
Increase as a result of additions in the year
5,006,100
4,797,812
Balance at end of year
5,018,158
4,861,697
3. Statutory and other information
Loss before tax for the year has been arrived at after charging / (crediting):
2024
2023
€
€
Amortisation of capitalised development costs
158,628
176,424
Depreciation of property, plant and equipment
366,179
309,554
Foreign exchange (gain) / loss
(605,056)
314,247
4. Employee numbers and benefits expense
The average number of permanent full-time persons (including executive directors) employed by the Group during the year was 96 (2023: 79).
2024
2023
Number
Number
Administrative
10
9
Product development and delivery
73
61
Sales and marketing
13
9
96
79
2024
2023
The staff costs (inclusive of directors’ salaries) comprise:
€
€
Wages and salaries
9,453,105
6,850,370
Social welfare costs
972,157
738,005
Share based payments (note 18)
1,959,125
2,038,852
Defined contribution retirement benefit charge and disability payments
326,563
291,462
Termination costs
-
7,370
12,710,950
9,926,059
Included within the defined contribution retirement benefit charge and disability payments for 2024 is a provision for a disability payment to a
former executive, which the Company will continue to pay until the earlier of his return to work or his retirement.
2. Segment information (continued)
59
Strategic Report
Governance
Financial Statements
Notes to the Consolidated and Company Financial Statements
(continued)
Directors’ Remuneration
2024
2023
€
€
Short-term employee benefits
700,149
622,896
Post-employment benefits
22,587
20,287
Intrinsic value on vesting
122,699
250,641
Total compensation
845,435
893,824
The share based payment fair value charge in respect of key management personnel for the year ended 31 December 2024 was €1,116,941
(2023: €1,341,017).
Key management personnel are deemed to be comprised of all board members, the Chief Product Officer and the Chief Operating Officer. Total
remuneration for key management personnel in 2024 was €1,741,779 (2023: €1,450,264).
5. Other income
There was no other income in 2024.
6. Finance (charges) / income
2024
2023
€
€
Bank charges
(20,635)
(17,525)
Foreign exchange loss
-
(314,247)
Interest charge on lease liabilities
(129,773)
(90,012)
Interest charges
-
(95,254)
Finance charges
(150,408)
(517,038)
Foreign exchange gain
605,056
-
Interest income
131,708
5,254
Finance income
736,764
5,254
Included within the interest charges for the year ended 31 December 2023 was €75,336 in respect of accrued interest on payroll related taxes
which have been deferred under the Irish Revenue Commissioner Debt Warehousing scheme for the period May 2020 to December 2021.The
Group had been accruing interest at a rate of 3% on the debt, but on 5 February 2024, the Minister for Finance announced that the interest rate
applicable to warehoused debt will be reduced to 0%. The interest accrued to 31 December 2023 was reversed in 2024.
4. Employee numbers and benefits expense (continued)
60
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
The components of the income tax charge for the years ended 31 December 2024, and 2023 were as follows:
2024
2023
€
€
Current tax expense
Foreign tax for the year
(63,556)
(49,735)
Income tax (charge)/credit in Consolidated statement of total comprehensive income
(63,556)
(49,735)
Reconciliation of effective tax rate
A reconciliation of the expected tax credit, computed by applying the standard Irish tax rate to loss before tax to the actual tax credit, is as follows:
2024
2023
€
€
Loss before tax
(10,772,731)
(8,884,836)
Irish standard tax rate
12.5%
12.5%
Tax at Irish standard tax rate
(1,346,591)
(1,110,605)
Tax effect of permanent items
(160,929)
343,462
Losses for which no deferred tax is recognised
1,390,736
684,018
Effect of foreign tax
55,578
22,436
Income taxed at higher rate
121,396
104,046
Non-taxable losses/(profits)
3,366
6,378
Total tax charge/(credit)
63,556
49,735
No tax charge has been credited or charged directly to other comprehensive income or equity.
The company has an unrecognised deferred tax asset carried forward of €16,133,292 (31 December 2023: €14,970,540). The deferred tax asset
relates to Ireland and therefore has no expiry date. As the Company has a history of losses, a deferred tax asset will not be recognised until the
company can predict future taxable profits with sufficient certainty.
7. Income tax
61
Strategic Report
Governance
Financial Statements
Notes to the Consolidated and Company Financial Statements
(continued)
The unrecognised deferred tax asset at 31 December 2024 and 2023 was comprised as follows:
2024
2023
€
€
Unrecognised deferred tax asset
Net operating losses carried forward
14,742,556
13,579,780
Differences taxable in future periods
(242,329)
(238,742)
PPE and intangible assets temporary differences
235,418
279,612
Excess management expenses
1,397,647
1,349,890
Total unrecognised deferred taxation asset
16,133,292
14,970,540
8. Earnings per share
2024
2023
€
€
Basic earnings per share
Loss attributable to ordinary shareholders
(10,836,287)
(8,934,571)
Weighted average number of ordinary shares outstanding (i)
684,418,316
588,668,829
Basic loss per share
(0.02)
(0.02)
2024
2023
No.
No.
(i) Weighted-average number of ordinary shares (basic)
Issued ordinary shares at 1 January
671,482,227
534,990,444
Effect of shares issued
12,936,089
53,678,385
Weighted average number of ordinary shares at 31 December
684,418,316
588,668,829
Basic loss per share is calculated by dividing the loss for the year after taxation attributable to ordinary shareholders by the weighted average
number of ordinary shares in issue during the year.
7. Income tax (continued)
62
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
2024
2023
€
€
Diluted earnings per share
Loss attributable to ordinary shareholders
(10,836,287)
(8,934,571)
Weighted average number of ordinary shares outstanding (i)
684,418,316
588,668,829
Diluted loss per share
(0.02)
(0.02)
2024
2023
No.
No.
(i) Weighted-average number of ordinary shares (diluted)
Issued ordinary shares at 1 January
671,482,227
534,990,444
Effect of shares issued
12,936,089
53,678,385
Weighted average number of ordinary shares at 31 December
684,418,316
588,668,829
The calculation of diluted earnings per share has been based on the loss attributable to ordinary shareholders and weighted-average number of
ordinary shares outstanding after adjustments for the effects of all dilutive ordinary shares. Potential ordinary shares are treated as dilutive when,
and only when, their conversion to ordinary shares would decrease EPS or increase the loss per share from continuing operations. As the company
is loss making, there is no difference between the basic and diluted earnings per share. The number of ordinary shares, including potentially
dilutive shares is 792,503,329 (2023: 703,658,850). The weighted average number of ordinary shares, including potentially dilutive shares, is
716,426,845 (2023: 640,806,485).
8. Earnings per share (continued)
63
Strategic Report
Governance
Financial Statements
Notes to the Consolidated and Company Financial Statements
(continued)
Software
Development Costs
Total
€
€
€
Cost
At 1 January 2023
221,287
5,213,747
5,435,034
Additions
18,006
384,927
402,933
At 31 December 2023
239,293
5,598,674
5,837,967
At 1 January 2024
239,293
5,598,674
5,837,967
Additions
42,854
361,877
404,731
At 31 December 2024
282,147
5,960,551
6,242,698
Accumulated amortisation and impairment losses
At 1 January 2023
221,287
4,948,870
5,170,157
Amortisation
-
176,424
176,424
At 31 December 2023
221,287
5,125,294
5,346,581
At 1 January 2024
221,287
5,125,294
5,346,581
Amortisation
17,961
158,628
176,589
At 31 December 2024
239,248
5,283,922
5,523,170
Carrying amount
At 1 January 2023
-
264,877
264,877
At 31 December 2023
18,006
473,380
491,386
At 31 December 2024
42,899
676,629
719,528
Amortisation & Impairment losses
Amortisation expense of €176,589 (2023: €176,424) has been charged in product development and delivery expenses in the Consolidated
statement of comprehensive income.
9. Intangible assets
64
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
Fixtures fittings
and equipment
Land and
Buildings*
Total
€
€
€
Cost
At 1 January 2023
1,558,832
1,768,954
3,327,786
Additions during the year
118,444
646,089
764,533
Foreign exchange translation differences
(10,478)
(19,668)
(30,146)
At 31 December 2023
1,666,798
2,395,375
4,062,173
At 1 January 2024
1,666,798
2,395,375
4,062,173
Additions during the year
55,048
393,680
448,728
Foreign exchange translation differences
8,175
9,638
17,813
At 31 December 2024
1,730,021
2,798,693
4,528,714
Depreciation
At 1 January 2023
1,382,953
1,331,054
2,714,007
Charge for the year
63,961
245,593
309,554
Foreign exchange translation differences
6,828
(5,250)
1,578
At 31 December 2023
1,453,742
1,571,397
3,025,139
At 1 January 2024
1,453,742
1,571,397
3,025,139
Charge for the year
100,513
265,666
366,179
Foreign exchange translation differences
653
4,385
5,038
At 31 December 2024
1,554,908
1,841,448
3,396,356
Net book value
At 1 January 2023
175,879
437,900
613,779
At 31 December 2023
213,056
823,978
1,037,034
At 31 December 2024
175,113
957,245
1,132,358
*Land and Buildings is comprised of Right of Use assets, held under leases. See note 21.
10. Property, plant and equipment
65
Strategic Report
Governance
Financial Statements
Notes to the Consolidated and Company Financial Statements
(continued)
2024
2023
€
€
Investment in Group companies – including share based payments:
At start of year
12,201,765
10,359,343
Share based payments charge relating to subsidiary entity employees
1,657,276
1,842,422
At end of year
13,859,041
12,201,765
Share based payments relating to subsidiary entity employees represent capital contributions made to certain subsidiary undertakings to reflect the
amounts expensed by these subsidiary undertakings for share based payment expenses.
The Company’s subsidiary companies are listed in Note 27.
12. Inventories
Group
Company
2024
2023
2024
2023
€
€
€
€
Finished goods
3,146,702
2,240,906
-
-
3,146,702
2,240,906
-
-
The carrying value of inventories are not higher than their realisable value. The cost of inventories charged to cost of sales through profit or loss
during the year was €1,378,486 (2023: €1,688,987).
11. Financial assets - Company
66
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
Group
Company
2024
2023
2024
2023
€
€
€
€
Amounts falling due within one year:
Trade receivables
3,305,002
2,524,369
-
-
Prepaid expenses and other current assets
1,541,854
1,723,146
298,898
421,031
Research and development tax credit
444,440
1,460,531
-
-
Amounts due from group companies1
-
-
31,033,550
21,685,612
Loan to group companies2
23,097,494
-
Amount due from Oneview Limited3
-
-
500,399
500,399
VAT recoverable
-
-
-
8,501
5,291,296
5,708,046
54,930,341
22,615,543
Amounts falling due after more than one year:
Research and development tax credit4
892,525
461,061
-
-
Loan to group companies2
-
-
-
20,354,066
6,183,821
6,169,107
54,930,341
42,969,609
1. Amounts due from group companies are interest free and repayable on demand.
2. The loan to the Oneview Healthcare INC bears interest at the US risk free rate plus a margin. This loan is repayable in 2025.
3. Enterprise Ireland acquired convertible shares in Oneview Ltd in 2009 and 2011. These shares had a right to an interest coupon and other conversion features. On 19
December 2013, Oneview Healthcare plc, acquired these shares from Enterprise Ireland. On the same date, Oneview Healthcare plc waived all rights to interest and
convertible features. These shares are redeemable. This loan is payable on demand and is not incurring any interest.
4. €444,440 was received in January 2025 from the Irish Revenue Commissioners for prior year R&D Tax Credits (2023: €952,319)
The fair value of trade receivables approximates to the values shown above. The maximum exposure to credit risk at the reporting date is the
carrying value of each class of receivable mentioned above.
13. Trade and other receivables
67
Strategic Report
Governance
Financial Statements
Notes to the Consolidated and Company Financial Statements
(continued)
Company only – Amounts due from Group Companies
Total
€
Cost
At 1 January 2023
89,946,762
Advances to subsidiary undertakings and other movements
6,749,811
At 31 December 2023
96,696,573
At 1 January 2024
96,696,573
Advances to subsidiary undertakings and other movements
9,347,938
At 31 December 2024
106,044,511
Provision for impairment
At 1 January 2023
75,010,961
Increase in provision
-
At 31 December 2023
75,010,961
At 1 January 2024
75,010,961
Increase in provision
-
At 31 December 2024
75,010,961
Carrying amount
At 1 January 2023
14,935,801
At 31 December 2023
21,685,612
At 31 December 2024
31,033,550
Provision for impairment
Exposures are segmented by credit risk. An ECL rate is calculated for each risk grade based on the likely ability of the subsidiary undertaking
to repay the advance. As there was an indicator of a significant increase in credit risk as a result of negative cash flows and net liabilities in
certain subsidiary undertakings in previous years, the Company has provided for impairment losses. The carrying value of the receivables net of
impairment reflects management’s estimate of the net present value of future cashflows.
The Company assessed the recoverability of the balances due from its subsidiary undertakings at 31 December 2024 and determined that no
impairment charge was required (2023: €Nil).
13. Trade and other receivables (continued)
68
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
The Group does not hold collateral as security. The aging analysis of past due trade receivables is set out below:
Less than 30
days
Between 31-60
days
Between 61-90
Days
More than 90
days
Credit
Impaired
Total
€
€
€
€
€
€
As at December 2024
2,102,679
760,185
317,567
124,571
-
3,305,002
As at December 2023
497,167
1,970,593
-
56,609
-
2,524,369
The Group’s clients are primarily state controlled public hospitals in their relevant jurisdictions and have strong credit ratings. Accordingly, any
expected credit loss is not material. As at 31 December 2024, a significant portion of the trade receivables related to a limited number of clients as
follows: Client A 46% (2023: 43%), Client B 14% (2023: 19%) and Client C 9% (2023: 11%).
The carrying amount of the Group’s trade receivables is denominated in the following currencies:
2024
2023
€
€
US Dollar
3,036,310
1,692,658
Australian Dollar
93,328
65,596
AED
-
4,187
Euro
163,396
484,353
Thai Baht
11,968
277,575
3,305,002
2,524,369
14. Trade and other payables (current)
Group
Company
2024
2023
2024
2023
€
€
€
€
Trade payables
1,318,858
1,270,907
226,908
44,937
Payroll related taxes
684,794
2,769,607
76,825
493,977
Superannuation
68,891
68,368
-
-
Other payables and accruals
2,423,502
2,404,490
195,209
233,728
VAT payable
127,871
77,882
-
-
Deferred income
4,997,864
4,849,639
-
-
R&D tax credit – deferred grant income
243,895
129,318
-
-
Amounts due to group companies
-
-
1,710,867
832,804
9,865,675
11,570,211
2,209,809
1,605,446
13. Trade and other receivables (continued)
69
Strategic Report
Governance
Financial Statements
Notes to the Consolidated and Company Financial Statements
(continued)
Group
Company
2024
2023
2024
2023
€
€
€
€
Other payables and accruals
182,019
247,225
-
-
Payroll related taxes
1,486,113
-
235,853
-
1,668,132
247,225 235,853
-
Included within payroll related taxes due at 31 December 2024 is €1,931,949 (2023: €2,552,194) relating to the Irish Revenue Commissioner Debt
Warehousing scheme for the period May 2020 to December 2021. An initial 10% “down payment” of €247,686 was made in April 2024. The
remaining balance is being repaid in 60 equal instalments over a 5-year period with a 0% interest rate. €445,386 of the outstanding balance is due
within one year and presented as a current liability, with the balance of €1,486,113 due after more than one year and presented as a non-current
liability. At 31 December 2023, the full outstanding balance of €2,552,194 was deemed due within one year and presented as a current liability.
16. Deferred income (non-current)
Group
Company
2024
2023
2024
2023
€
€
€
€
Deferred income
20,294
12,058
-
-
17. Lease liabilities
Group
Company
2024
2023
2024
2023
€
€
€
€
Current
252,695
152,866
-
-
Non-current
897,540
782,456
-
-
1,150,235
935,322
-
-
15. Trade and other payables (non-current)
70
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
At 31 December 2024, the Group had the following share based payment arrangements:
(a) Employee Share Option Scheme
In July 2013, the Group established a share option program that entitles certain employees to purchase shares in the Company. Options vest over a
service period and are settled in shares. The key terms and conditions related to grants under this programme are as follows:
Options granted on or after October 2016 have a vesting period of 25% in after one year and 6.25% per quarter thereafter. The fair value of
services received in return for share options granted is based on the fair value of share options granted, measured using the Black-Scholes model.
Number of options
2024
Weighted average
exercise price
2024
Number of options
2023
Weighted average
exercise price
2023
Outstanding at 1 January
1,203,500
€0.091
1,493,000
€0.199
Forfeited during the year
(112,350)
€0.140
(289,500)
€0.646
Exercised during the year
-
-
-
-
Granted during the year
-
-
-
-
Outstanding at 31 December
1,091,150
€0.142
1,203,500
€0.091
Exercisable at 31 December
1,091,150
€0.142
416,372
€0.140
The options outstanding at 31 December 2024 had an exercise price in the range of €0.001 to €0.17 (2023: €0.001 to €0.17).
Operating loss for the year ended 31 December 2024 is stated after charging €Nil in respect of the Employee Share Option Program (2023:
€1,753) non-cash stock compensation expense.
(b) Restricted Stock Share Unit Plan (RSU)
On 2 July 2019, the Company adopted a new Restricted Share Unit Plan (“RSU”) to replace the existing Restricted Stock Share Plan (“RSP”). The
scheme was subsequently approved by shareholders at the Company’s Annual General Meeting on 1 August 2019.
Pursuant to the scheme, the Remuneration and Nominations Committee of the Company’s board of directors may make an award under the plan to
certain directors, non-executive directors, consultants, senior executives and employees. The purpose of the Plan is to attract, retain, and motivate
directors and employees of Oneview Healthcare plc, its subsidiaries and affiliates, to provide for competitive compensation opportunities, to
encourage long term service, to recognize individual contributions and reward achievement of performance goals, and to promote the creation of
long term value for shareholders by aligning the interests of such persons with those of shareholders.
The RSUs are contracts to issue shares at future vesting periods ranging between 1 year and 3 years, at an award price of €0.001, and are
dependent on achievement of performance conditions which are set periodically by the Remuneration and Nominations Committee. All awards to
executive directors and non-executive directors are subject to shareholder approval annually at the Annual General Meeting.
Number of
instruments
2024
2023
Balance at start of year
34,521,145
30,573,415
Granted
25,256,334
15,038,629
Vested
(9,626,861)
(7,684,865)
Forfeited
(19,233,239)
(3,406,034)
Balance at end of year
30,917,379
34,521,145
18. Share-based payments
71
Strategic Report
Governance
Financial Statements
Notes to the Consolidated and Company Financial Statements
(continued)
As at 31 December 2024, 30,917,379 RSU’s were outstanding with a vesting term and performance conditions as follows:
Recipients
Number of instruments
Vesting Term
Vesting conditions
Non-Executive Directors
3,876,629
1 - 3 Years
Continued board appointment
Executive Directors/employees
27,040,750
3 Years
Recurring revenue targets/personal milestones/continued
employment
30,917,379
Operating loss for the year ended 31 December 2024, is stated after charging €1,959,125 in respect of the Restricted Stock Share Unit plan (2023:
€2,366,595) for non-cash stock compensation expense. The 19.2 million forfeited RSUs includes awards with performance conditions linked to the
audited consolidated financial statements for the year ended 31 December 2024 which the Remuneration Committee has determined have not been
achieved.
19. Share capital and other reserves – Group and Company
Authorised Share Capital
2024
2023
Ordinary shares
No. of shares
1,000,000,000
1,000,000,000
Nominal value
€0.001
€0.001
“B” Ordinary shares
No. of shares
420,000
420,000
Nominal value
€0.01
€0.01
€
€
Authorised Ordinary Share Capital
1,000,000
1,000,000
Authorised “B” Ordinary Share Capital
4,200
4,200
Authorised Share Capital
1,004,200
1,004,200
18. Share-based payments (continued)
72
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
No of ordinary
Shares
Par value
of units
Share
capital
Share
premium
Total
Issued share capital
Ordinary Shares
€
€
€
Balance at 1 January 2023
534,990,444
€0.001
534,990
120,369,325
120,904,315
Share issue – 2 Mar 2023
552,466
€0.001
552
-
552
Share issue – 2 Aug 2023
111,111,111
€0.001
111,111
12,057,300
12,168,411
Share issue – 3 Aug 2023
457,500
€0.001
458
-
458
Share issue – 31 Aug 2023
15,612,474
€0.001
15,613
1,655,759
1,671,372
Share issue – 4 Sept 2023
3,154,377
€0.001
3,154
-
3,154
Share issue – 21 Sept 2023
1,316,667
€0.001
1,317
-
1,317
Share issue – 12 Nov 2023
106,666
€0.001
107
-
107
Share issue – 17 Nov 2023
2,097,189
€0.001
2,097
-
2,097
Share issue – 27 Nov 2023
2,083,333
€0.001
2,083
-
2,083
Balance at 31 December 2023
671,482,227
€ 0.001
671,482
134,082,384
134,753,866
Share issue – 4 Mar 2024
1,422,000
€0.001
1,422
-
1,422
Share issue – 13 Mar 2024
1,308,334
€0.001
1,308
-
1,308
Share issue – 22 Apr 2024
2,154,830
€0.001
2,155
-
2,155
Share issue – 15 May 2024
695,998
€0.001
696
-
696
Share issue – 2 Jul 2024
127,863
€0.001
128
-
128
Share issue – 4 Sept 2024
345,336
€0.001
345
-
345
Share issue – 20 Sept 2024
625,001
€0.001
625
-
625
Share issue – 25 Sept 2024
683,333
€0.001
683
-
683
Share issue – 21 Nov 2024
68,965,518
€0.001
68,967
11,501,107
11,570,074
Share issue – 3 Dec 2024
2,264,166
€0.001
2,264
-
2,264
Share issue – 13 Dec 2024
10,420,194
€0.001
10,420
1,735,422
1,745,842
Balance at 31 December 2024
760,494,800
€ 0.001
760,495
147,318,913
148,079,408
9,626,861 ordinary shares were issued during the year, in respect of 9,626,861 restricted share unit awards which vested during the year and were
issued at a price of €0.001 per share.
On 13 November 2024, the Company announced to the ASX that it had successfully conducted a placement (“Placement”) to raise A$20 million
(equivalent to approximately €12 million), before costs, through the issue of 68,965,518 CHESS depository interests (“CDIs”) over new fully paid
ordinary shares, to institutional and sophisticated investors at a price per share of A$0.29.
On the same date, the Company also announced its intention to raise up to A$2 million (equivalent to approximately €1.2 million) by way of a
conditional security purchase plan (“SPP”). On 13 December 2024, the Company announced that it had received valid applications for A$4.1
million worth of New CDIs under the SPP and that the Plan was oversubscribed by A$2.1 million. The Board of Directors exercised its discretion
under the terms of the SPP and scaled back applications by 26%. A$3 million worth of New CDIs under the SPP (10,420,194 CDIs) were issued at
an issue price of A$0.29 per share.
19. Share capital and other reserves – Group and Company (continued)
73
Strategic Report
Governance
Financial Statements
Notes to the Consolidated and Company Financial Statements
(continued)
The total funds raised from the Placement and the SPP are to be used to strengthen the balance sheet as deployment of the direct pipeline of
contracted beds continues and as sales execution in the United States and Canada under the extended and expanded Baxter partnership ramps
up. The proceeds will also fund the Company’s critical growth initiatives related to its AI strategy and internal configuration tooling to enable more
efficient deployment at scale.
The Company incurred costs of €627,782 associated with the raising of equity share capital funds during 2024, and which have been recorded
against share premium.
In the prior year, the Company conducted a placement and raised A$20 million (approximately €12.2 million), before costs, through the issue of
111,111,111 CDIs over new fully paid ordinary shares, to new and existing institutional investors at a price per share of A$0.18. The Company also
raised A$2.8 million (approximately €1.7 million), before costs, under a SPP, issuing 15,612,474 CDIs at an issue price of A$0.18 per share. The
Company incurred costs of €548,527 associated with the raising of equity share capital funds during the prior year.
In the prior year the Company entered into an investor awareness agreement with StocksDigital. The StocksDigital Agreement is for a period of 18
months commencing 20 November 2023, for which the Company allotted 2,083,333 CDIs over fully paid shares in the Company to StocksDigital
in lieu of the payment of A$375,000 (€228,000) for agreed services to be provided by StocksDigital.
7,684,865 ordinary shares were issued during the prior year, in respect of 7,684,865 restricted share unit awards which vested during the year and
were issued at a price of €0.001 per share.
Ordinary shares
The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of
the Company. On winding up the holders of ordinary shares shall be entitled to receive the nominal value in respect of each ordinary share held
together with any residual value of the entity.
The holders of B ordinary shares are not entitled to receive dividends as declared and are not entitled to vote at meetings of the Company;
however, they are entitled to attend all meetings. On winding up the holders of B ordinary shares shall be entitled to receive the nominal value in
respect of each B ordinary share held.
Treasury reserve
The reserve for the Company’s shares comprises the cost of the Company’s shares held by Oneview Healthcare plc. At 31 December 2024, the
Group held 2,585,560 of the Company’s shares.
Undenominated capital
Ordinary shares repurchased by the company are cancelled or held as treasury shares and the nominal value of the shares is transferred to an
undenominated capital reserve fund within equity.
Translation reserve
The translation reserve comprises all foreign currency differences arising from the translation of the financial statements of foreign operations.
Reorganisation reserve
During 2012, OHP was incorporated for the purpose of implementing a holding company structure. This resulted in a group re-organisation with
OHP becoming the new parent company of Oneview Limited (“OL”) by way of share for share swap with the existing shareholders of OL. This has
been accounted for as a continuation of the original OL business via the new OHP entity resulting in the creation of a reorganisation reserve in the
consolidated financial statements in the amount of €1,347,642, (increased by €4,200, to €1,351,842 in 2013 due to the issue of B shares). No
reorganisation reserve was created at OHP company level as the fair value of the net assets of OHP was equal to the carrying value of its net assets
on the date of the reorganisation.
20. Capital and other commitments – Group and Company
There are no capital commitments at the current or prior year end.
19. Share capital and other reserves – Group and Company (continued)
74
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
Leases as lessee (IFRS 16)
The Group leases offices. The leases typically run for a period of 2-7 years, with an option to renew certain leases after that date.
The Group also leases offices on a short term basis for a period of no longer than 12 months. These leases are short term and, as permitted by IFRS
16, the group has elected not to recognise right-of-use assets and lease liabilities for these leases.
Information about leases for which the Group is a lessee is presented below.
(i) Right-of-use assets
Right-of-use assets related to leased properties that do not meet the definition of investment property are presented as property, plant and
equipment.
2024
2023
Land and Buildings
€
€
At start of year
823,978
437,900
Additions to right-of-use assets
393,680
646,089
Modification of right-of-use assets
-
-
Depreciation of right-of-use assets
(265,667)
(245,593)
Foreign currency translation differences
5,254
(14,418)
At end of year
957,245
823,978
Additions to right of use assets in 2024 is comprised of a lease to 1 office premise. Additions to right of use assets in the prior year are comprised
of leases to 3 office premises.
(ii) Amounts recognised in profit or loss:
2024
2023
Leases under IFRS 16
€
€
Interest on lease liabilities
129,773
90,012
Expenses relating to short term leases
3,662
39,395
(iii) Amounts recognised in Consolidated Statement of Cashflows
Right-of-use assets related to leased properties that do not meet the definition of investment property are presented as property, plant and
equipment.
2024
2023
Leases under IFRS 16
€
€
Lease interest payments
129,773
90,012
Lease liability payments
178,767
253,778
Total cash outflows for leases
308,540
343,790
21. Leases
75
Strategic Report
Governance
Financial Statements
Notes to the Consolidated and Company Financial Statements
(continued)
2024
2023
Consolidated
€
€
(10,836,287)
(8,934,571)
371,217
309,554
176,589
176,424
691,505
(623,631)
63,556
49,735
18,700
197,537
1,959,125
2,368,348
(605,056)
314,247
(905,796)
(1,013,215)
(599,343)
(1,533,576)
(512,380)
(190,871)
156,461
1,607,216
Loss for the year after income tax
Non-cash items
Depreciation
Amortisation of software and development costs
Research and development credit, net
Taxation
Net finance costs
Share based payment expense
Foreign exchange (gain)/loss
Changes in assets and liabilities
Increase in inventories
Increase in trade and other receivables
Increase in contract assets
Increase in deferred income
(Decrease)/increase in trade and other payables
(333,657)
181,389
Cash used in operating activities
(10,355,366)
(7,091,414)
Finance charges paid
(150,408)
(127,455)
Interest received
131,708
5,254
Income tax paid
(91,000)
(50,173)
Net cash used in operating activities
(10,465,066)
(7,263,788)
22. Reconciliation of net cash used in operating activities
76
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
Reconciliation of movement of liabilities to cash flows arising from financing activities
Total
€
At 1 January 2023
543,011
Additions to lease liabilities
646,089
Repayment of lease liabilities
(253,778)
At 1 January 2024
935,322
Additions to lease liabilities
393,680
Repayment of lease liabilities
(178,767)
At 31 December 2024
1,150,235
23. Financial instruments
In terms of financial risks, the Group has exposure to credit risk, liquidity risk and foreign currency risk. This note presents information about the
Group’s exposure to each of the above risks together with the Group’s objectives, policies and processes for measuring and managing those risks.
The board of directors has overall responsibility for the establishment and oversight of the Group’s risk management framework. The Group’s risk
management policies are established to identify and analyse the risks faced by the Group, to set appropriate risk limits and controls and to monitor
risks and adherence to the limits. Risk management systems and policies are reviewed regularly as the Group expands its activities and resource
base to take account of changing conditions.
Credit risk
The Group’s and Company’s exposure to significant credit risk relates to cash on deposit and trade receivables (note 13). The Group and Company
maintained its cash balances with its principal financial institution throughout the periods covered by this financial information.
The Group held cash and cash equivalents of €13.8 million at 31 December 2024 (2023: €11.5 million). The Company held cash and cash
equivalents of €11.7 million at 31 December 2024 (2023: €7.2 million). The cash and cash equivalents are held with bank and financial institution
counterparties, which are AA- based on Moody’s rating agency ratings.
Expected credit loss assessment for clients
The Group and Company allocate each exposure to a credit risk grade based on data that is determined to be predictive of the risk of loss
(including but not limited to external ratings, audited financial statements, management accounts and cash flow projections and available press
information about clients) and applying experienced credit judgment. Credit risk grades are defined using qualitative and quantitative factors that are
indicative of the risk of default and are aligned to external credit rating definitions from credit rating agencies.
Exposures within each credit risk grade are segmented by geographic region and industry classification and an ECL rate is calculated for each
segment based on delinquency status and actual credit loss experience over the past seven years.
The Group’s clients are primarily state controlled public hospitals in their relevant jurisdictions and have strong credit ratings. Accordingly, any
expected credit loss is not material.
22. Reconciliation of net cash used in operating activities (continued)
77
Strategic Report
Governance
Financial Statements
Notes to the Consolidated and Company Financial Statements
(continued)
23. Financial instruments (continued)
Liquidity risk
The principal operating cash requirements of the Group include payment of salaries, suppliers, office rents and travel expenditures. The Group
primarily finances its operations and growth through the issuance of ordinary shares and receipts from clients.
The Group’s primary objectives in managing its liquid and capital resources are as follows:
• to maintain adequate resources to fund its continued operations;
• to ensure availability of sufficient resources to sustain future development and growth of the business;
• to maintain sufficient resources to mitigate risks and unforeseen events which may arise.
The Group manages risks associated with liquid and capital resources through ongoing monitoring of actual and forecast cash balances and by
reviewing the existing and future cash requirements of the business. The following table sets out details of the maturity of the Group’s financial
liabilities into the relevant maturity groupings based on the remaining period from the financial year end date to contractual maturity date:
Group
Year ended 31 December 2024
Carrying
amount
Contractual
cashflows
6 months
or less
6-12
months
1-2
years
2-5
Years
More than 5
years
€
€
€
€
€
€
€
Trade and other payables
(3,924,379)
(3,924,379)
(3,720,703)
(34,095)
(61,991) (107,590)
-
Lease liabilities
(1,150,235)
(1,543,107)
(185,601)
(173,287)
(291,403)
(561,358)
(331,458)
Payroll related taxes
(2,170,907)
(2,170,907)
(461,876)
(222,917)
(445,834)
(1,040,280)
-
Year ended 31 December 2023
Carrying
amount
Contractual
cashflows
6 months
or less
6-12
months
1-2
years
2-5
Years
More than 5
years
€
€
€
€
€
€
€
Trade and other payables
(3,922,622)
(3,922,622)
(3,812,724)
(38,996)
(70,902)
-
-
Lease liabilities
(953,322)
(1,357,034)
(117,881)
(122,958)
(252,950)
(424,287)
(438,958)
Payroll related taxes
(2,769,607)
(2,769,607)
(2,769,607)
-
-
-
-
Company
Year ended 31 December 2024
Carrying
amount
Contractual
cashflows
6 months
or less
6-12
months
1-2
years
2-5
Years
More than 5
years
€
€
€
€
€
€
€
Trade and other payables
(422,117)
(422,117)
(422,117)
-
-
-
-
Payroll related taxes
(312,678)
(312,678)
(41,447)
(35,378)
(70,756)
(165,097)
-
78
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
Year ended 31 December 2023
Carrying
amount
Contractual
cashflows
6 months
or less
6-12
months
1-2
years
2-5
Years
More than 5
years
€
€
€
€
€
€
€
Trade and other payables
(278,665)
(278,665)
(278,665)
-
-
-
-
Payroll related taxes
(493,977)
(493,977)
-
(493,977)
-
-
-
Currency risk
Group
Exposure to currency risk
The table below shows the Group’s currency exposure. The Group is exposed to currency risk to the extent that there is a mismatch between the
currencies in which sales and purchases are denominated and the respective functional currencies of Group companies. The functional currencies
of Group companies are primarily euro, US dollars and Australian dollars.
The following table sets out the Group’s currency risk in relation to financial assets and liabilities at 31 December 2024. Euro balances are excluded
from the below table:
U.S. Dollar Australian Dollar
AED
Thai Baht
GBP
2024
2024
2024
2024
2024
€
€
€
€
€
Cash and cash equivalents
457,086
11,053,684
41,078
266,042
64,491
Trade receivables
3,036,310
93,328
-
11,968
-
Trade and other payables
(490,266)
(3,297)
-
(6,862)
(110,485)
Total currency risk
3,003,130
11,143,715
41,078
271,148
(45,994)
Foreign exchange gains and losses recognised on the above balances are recorded in “finance (charges)/income”. The total foreign exchange gain
reported during the year ending 31 December 2024 amounted to €605,056 (2023: loss of €314,247).
The following table sets out the Group’s currency risk in relation to financial assets and liabilities at 31 December 2023. Euro balances are excluded
from the below table:
U.S. Dollar Australian Dollar
AED
Thai Baht
GBP
2023
2023
2023
2023
2023
€
€
€
€
€
Cash and cash equivalents
2,134,078
1,654,911
52,010
219,686
18,176
Trade receivables
1,692,657
65,596
4,187
277,575
-
Trade and other payables
(220,731)
(531,446)
(545,129)
(20,635)
(9,396)
Total currency risk
3,606,004
1,189,061
(488,932)
476,626
8,780
23. Financial instruments (continued)
79
Strategic Report
Governance
Financial Statements
Notes to the Consolidated and Company Financial Statements
(continued)
Company
The following table sets out the Company’s transaction risk in relation to financial assets and liabilities at 31 December 2024. Euro balances are
excluded from the below table:
U.S. Dollar Australian Dollar
Pound Sterling
2024
2024
2024
€
€
€
Cash and cash equivalents
30,735
10,422,919
2,778
Loan to Group company
23,097,494
-
-
Trade and other payables
-
(71,704)
(110,485)
Total currency risk
23,128,229
10,351,215
(107,707)
The following table sets out the Company’s currency risk in relation to financial assets and liabilities at 31 December 2023. Euro balances are
excluded from the below table:
U.S. Dollar Australian Dollar
Pound Sterling
2023
2023
2023
€
€
€
Cash and cash equivalents
74,129
208,755
1,644
Loan to Group company
20,354,066
-
-
Trade and other payables
6,180
22,780
-
Total currency risk
20,434,375
231,535
1,644
The following significant exchange rates applied during the year:
Average Rate
Closing Rate
2024
2023
2024
2023
euro 1: US$
1.08628
1.0797
1.03890
1.10500
euro 1: A$
1.63954
1.6300
1.67720
1.62630
euro 1: THB
38.24825
37.6231
35.67600
37.97300
euro 1: AED
3.98526
3.9648
3.82517
4.05283
Foreign currency sensitivity analysis
A 10% weakening of the euro against the above currencies at year end would decrease the Group’s reported loss for the year and increase the
Group’s reported equity by approximately €272,000 (2023: €213,000).
A 10% appreciation of the euro against the above currencies at year end would increase the Group’s reported loss for the year and decrease the
Group’s reported equity by approximately €223,000 (2023: €175,000).
23. Financial instruments (continued)
80
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
Fair values of financial assets and liabilities
Group
The fair values of financial assets and liabilities by class and category, together with their carrying amounts shown in the statement of financial
position, are as follows:
31 December 2024
31 December 2023
Carrying Amount
Fair Value
Carrying Amount
Fair Value
€
€
€
€
Financial assets – amortised cost
Cash and cash equivalents
13,832,666
13,832,666
11,548,825
11,548,825
Trade and other receivables
3,305,002
3,305,002
2,524,369
2,524,369
17,137,668
17,137,668
14,073,194
14,073,194
Financial liabilities
Trade and other payables
(3,924,379)
(3,924,379)
(3,922,622)
(3,922,622)
Payroll related taxes
(2,170,907)
(2,055,090)
(2,769,607)
(2,769,607)
For cash and cash equivalents, the nominal amount is deemed to reflect fair value. For receivables and payables, the carrying value is deemed to
reflect fair value, where appropriate.
Company
31 December 2024
31 December 2023
Carrying Amount
Fair Value
Carrying Amount
Fair Value
€
€
€
€
Financial assets – amortised cost
Cash and cash equivalents
11,692,107
11,692,107
7,255,619
7,255,619
Loan to Group company
23,097,494
23,097,494
20,434,375
20,434,375
34,789,601
34,789,601
27,689,994
27,689,994
31 December 2024
31 December 2023
Carrying Amount
Fair Value
Carrying Amount
Fair Value
€
€
€
€
Financial liabilities
Trade and other payables
(422,117)
(422,117)
(278,665)
(278,665)
Payroll related taxes
(312,678)
(294,221)
(493,977)
(493,977)
(734,795)
(716,338)
(772,642)
(772,642)
For cash, cash equivalents and payables, the carrying value is deemed to reflect fair value, where appropriate. For amounts due from/due to
subsidiaries, the carrying value is deemed to be fair value as the amounts are repayable on demand. For amounts due from Oneview Limited the
carrying value is deemed to be fair value as the loans are repayable on demand at year end, or shortly thereafter. The loan to Group company
has a maturity date of April 2025, however, as the loan was issued in December 2016 and rolled over in 2018 and 2021, the fair value has been
deemed to be the same as the carrying amount.
23. Financial instruments (continued)
81
Strategic Report
Governance
Financial Statements
Notes to the Consolidated and Company Financial Statements
(continued)
The Company considers directors, the COO, the CPO and group undertakings as set out in note 11 as being related parties. Transactions with
directors are disclosed in the table below. The current directors are as set out on page 24. The directors held the following interests at:
Interest at 31 December 2024*
Interest at 31 December 2023*
Name
Name of company
Number of instruments
Number of instruments
Joe Rooney
Oneview Healthcare PLC
Ordinary shares €0.001
3,849,126
3,849,126
Restricted Stock Units
705,208
470,833
Nashina Asaria
Oneview Healthcare PLC
Ordinary shares €0.001
577,984
249,248
Restricted Stock Units
364,583
874,999
Mark Cullen
Oneview Healthcare PLC
Ordinary shares €0.001
11,587,286
11,837,286**
Restricted Stock Units
1,416,440
1,182,065
James Fitter
Oneview Healthcare PLC
Ordinary shares €0.001
14,933,090
14,933,090
Restricted Stock Units
14,600,000
18,000,000
Barbara Nelson
Oneview Healthcare PLC
Ordinary shares €0.001
248,275
-
Restricted Stock Units
1,390,398
1,077,898
Darragh Lyons
Oneview Healthcare PLC
Ordinary shares €0.001
788,604
-
Restricted Stock Units
3,900,000
-
John Paul Howe
Oneview Healthcare PLC
Ordinary shares €0.001
641,943
782,860
Restricted Stock Units
180,000
800,000
Niall O’Neill
Oneview Healthcare PLC
Ordinary shares €0.001
905,204
977,620
Restricted Stock Units
280,000
1,133,333
** beneficiary of a trust which holds these securities
* or date of appointment/resignation
24. Related party transactions
82
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
The interests of directors include the interests held by the parents or children of directors in accordance with the requirements of the Australian
Corporations Act (“ASX”). The table below reconciles those interests back to the Irish Companies Act requirement disclosure:
31 December 2024
31 December 2023
ASX
Irish
ASX
Irish
James Fitter
29,533,090
29,573,541
32,933,090
32,973,541
In accordance with the Articles of Association at least one third of the directors are required to retire annually by rotation. Joe Rooney and Nashina
Asaria retired by rotation and were re-elected at the Company’s Annual General Meeting on 30th October 2024.
No other members of management, other than those mentioned above, are considered key. Unless otherwise stated all transactions between related
parties are carried out on an arm’s length basis.
The Company has availed of the exemption available in IAS 24 Related Party Disclosures from the requirement to disclose details of transactions with
related party undertakings where those parties are 100 per cent members of the Group.
25. Auditor’s remuneration
Year ended 31 December 2024
Year ended 31 December 2023
Group
Auditor
Affiliated
Firms
Total
Group
Auditor
Affiliated
Firms
Total
€
€
€
€
€
€
Audit fees
120,000
17,457
137,457
115,000
8,373
123,373
Tax fees
20,000
54,574
74,574
10,000
49,071
59,071
Other non – audit
assurance services
5,000
-
5,000
2,000
-
2,000
145,000
72,031
217,031
127,000
57,444
184,444
Audit fees for the Company for the year are included in the amount above and are set at €10,000 (2023: €10,000).
26. Subsequent events
There were no subsequent events after the reporting date that would require disclosure or adjustment to the financial statements.
24. Related party transactions (continued)
83
Strategic Report
Governance
Financial Statements
Notes to the Consolidated and Company Financial Statements
(continued)
As at 31 December 2024, the company had the following subsidiary undertakings:
Proportion held by group
Name
Registered office
Nature of business
2024
2023
Oneview Limited
Avoca Court,
Temple Road
Blackrock,
Dublin
Software development, distribution and
implementation
100%
100%
Oneview KSA Limited
Avoca Court,
Temple Road
Blackrock,
Dublin
Dormant
100%
100%
Oneview Healthcare Inc
444 North Michigan Ave
Suite 3310
Chicago
IL 60611
USA
Software distribution and
implementation
100%
100%
Oneview Assisted Living Inc
444 North Michigan Ave
Suite 3310
Chicago
IL 60611
USA
Software distribution and
implementation
100%
100%
Oneview Middle East DMCC
Unit No: AG-PF-38
AG Tower
Plot No: JLT-PH1-I1A
Jumeirah Lakes Towers
Software distribution and
implementation
100%
100%
Oneview Healthcare PTY Limited Level 7
176 Wellington Parade
East Melbourne
VIC 3002
Software distribution
and implementation
100%
100%
Oneview Assisted Living PTY
Limited
Level 7
176 Wellington Parade
East Melbourne
VIC 3002
Software distribution
and implementation
100%
100%
Oneview Healthcare Company
Limited
Empire Tower, 47th Floor
1 South Sathorn Road
Bangkok
10120, Thailand
Software distribution
and implementation
100%
100%
28. Approval of financial statements
The financial statements were approved by the Board on 5 March 2025.
27. Subsidiaries of the Company
84
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
Shareholder Information
As of 3 March 2025, the issued share capital of Oneview Healthcare PLC consists of 760,494,800 ordinary shares of €0.001 each held by 2,928
security holders. These shares are held by CHESS Depositary Nominees Pty Ltd (CDN), quoted on the ASX in the form of CHESS Depositary
Interests (CDIs) and held by 2,928 CDI holders. The top 20 security holders held 600,370,755 CDIs comprising 79% of the issued capital. The
Company’s ASX issuer code is ONE.
At a general meeting of the Company, every holder of CDIs is entitled to vote in person or by proxy or attorney, or in the case of a body corporate,
its duly authorised representative, and on a poll every person present in person or by proxy or attorney or duly authorise representative has one
vote for each CDI held by that person, except that in the case of partly paid CDIs the voting rights a CDI holder are pro rata to the proportion of the
total issued price paid up (not credited) on the CDIs.
Distribution of CDI holdings
Range
No of holders
No of CDI’s
% of issued
capital
1 - 1,000
168
48,860
0.01
1,001 – 5,000
1,105
2,991,193
0.39
5,001 – 10,000
453
3,551,777
0.47
10,001 – 100,000
954
30,988,757
4.07
100,001 and above
248
722,914,213
95.06
Total
2,928
760,494,800
100.00
There were 353 shareholders, with a total of 283,315 shares, holding less than a marketable parcel under the ASX listing rules. The ASX listing rules
define a marketable parcel of shares as “a parcel of not less than A$500”.
Additional ASX Information
Strategic Report
85
Governance
Financial Statements
Twenty largest holders of CDI securities
Rank
Holder
No of CDI’s
% of issued capital
1
264,345,471
34.8
2
87,114,354
11.5
3
76,343,770
10.0
4
20,628,588
2.7
5
18,737,914
2.5
6
15,990,006
2.1
7
14,933,090
2.0
8
14,785,849
1.9
9
13,697,318
1.8
10
12,236,435
1.6
11
9,088,333
1.2
12
7,652,368
1.0
13
7,386,207
1.0
14
6,802,956
0.9
15
5,828,363
0.8
16
5,632,107
0.7
17
5,479,868
0.7
18
5,161,111
0.7
19
4,315,849
0.6
20
HSBC Custody Nominees (Australia) Limited
Citicorp Nominees Pty Limited
Bell Potter Nominees Ltd
HSBC Custody Nominees (Australia) Limited - GSI EDA
HSBC Custody Nominees (Australia) Limited - A/C 2
UBS Nominees Pty Ltd
James Fitter
BNP Paribas Noms Pty Ltd
Longbridge Nominees Pty Limited
Manderrah Pty Limited
HSBC Custody Nominees (Australia) Limited
BNP Paribas Noms Pty Ltd
Top 4 Pty Ltd
Barana Capital Pty Limited
J P Morgan Nominees Australia Pty Limited
AJA Investments Pty Ltd
Mark McCloskey
Berne No 132 Nominees Pty Ltd
Walling Pty Ltd
OV No.1 Pty Ltd
4,210,798
0.6
Top 20 holders of CDIs
600,370,755
79%
Total remaining holders
160,124,045
21%
Total CDIs on issue
760,494,800
100%
Excludes disclosure of the interests held by parents and children of directors in accordance with the requirements of the Australian
Corporations Act. Refer to Note 24 of the Financial Statements.
Additional ASX Information
(continued)
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
86
Substantial shareholders
As of 3 March 2025, there were 2 shareholders who held a substantial shareholding within the meaning of the Corporations Act. A person has a
substantial holding if the total votes they or their associates have relevant interests in is 5% or more of the total number of votes.
Range
No of CDI’s
% of issued
capital
Last date of ASX
notification
James William Vicars
238,853,421
35.4%
28th Aug 2024
FIL Investment Management (Hong Kong) Limited/FIL Investments International
62,642,075
8.4%
24th Nov 2024
On-market buyback
The Company is not currently conducting an on-market buyback.
Securities purchase on-market
No securities were purchased on-market in the period from 1 January 2024 under or for the purpose of an employee incentive scheme or to satisfy
the entitlements of holders of options or other rights to acquire securities granted under an employee incentive scheme.
Shareholder information
The name of the Company Secretary is Toni Pettit. The address of the registered office is in Ireland at 2nd Floor, Avoca Court, Temple Road,
Blackrock, Co Dublin, Ireland. Our principal business address in Australia is Level 7, 176 Wellington Parade, East Melbourne, VIC 3002, Australia.
The Company is listed on the Australian Securities Exchange. Registers of securities are held by Computershare Investor Services Pty Ltd, Level 4,
60 Carrington Street, Sydney, NSW 2000, Australia. Their local call number is 1300 850 505 with international call number being +61 3 9415
4000.
Strategic Report
87
Governance
Financial Statements
Directors
Barbara Nelson (Chair)
Nashina Asaria
Mark Cullen
James Fitter (CEO)
Darragh Lyons (CFO)
Joe Rooney
Company Secretary
Toni Pettit
Irish Company Registration Number
513842
Australian Registered Body Number (ARBN)
610 611 768
Registered Offices
2nd Floor
Avoca Court, Temple Road
Blackrock
Co. Dublin
A94 R7W3 Ireland
Level 7
176 Wellington Parade
East Melbourne
VIC 3002
Australia
Website
http://www.oneviewhealthcare.com
Share Identifiers
Ticker: ONE
ISIN: AU000000ONE9
Share Registrar
Computershare Investor Services Pty Limited
6 Hope Street
Ermington, NSW, Australia, 2115
+61 02 8877 3000
Legal Advisors
A&L Goodbody
3 Dublin Landings
N Wall Quay
International Financial Services Centre
Dublin 1, D01 C4E0, Ireland
Clayton Utz
Level 15
1 Bligh Street
Sydney, NSW, Australia
Auditor
KPMG
1 Stokes Place
St Stephen’s Green
Dublin 2 Ireland
Corporate Information
Oneview Healthcare PLC
Annual Report & Financial Statements 2024
88
sourcedesign.ie
United States
Chicago
+1 312 763 6800
Ireland
Dublin
+353 1 524 1677
Australia
Melbourne
+61 3 9114 2210
Thailand
Bangkok
+353 1 524 1677
Middle East
Dubai
+971 58 568 7680
oneviewhealthcare.com