Brave Bison offers 180 pence in cash per share in final bid for System1
Key Facts
Brave Bison's final offer to acquire System1 Group includes cash consideration of 180 pence per share, alongside new shares and a contingent value right, according to Perivan, which is involved in producing the offer documents. Details of the consideration were published in October 2026 as part of an offer combining cash and securities in the buyer. Brave Bison is a London-based media, marketing and technology company, according to its published investor profile. The deal targets a company that predicts and improves marketing effectiveness, according to System1's description of its business. The final offer follows earlier negotiations during which the target's board objected to the consideration offered for control of the company.
In July, System1's board unanimously rejected a revised proposal from Brave Bison after consulting its advisers, according to Investing. The board said the proposal "does not include any meaningful premium for control of System1", explaining the basis for its objection at that stage of negotiations. The investment relationship between the companies had included a share swap with John Kearon, System1's founder and then-largest shareholder, according to Brave Bison's strategic investment announcement. System1's website lists Brave Bison as holding 3,534,010 shares in the target. That recorded holding represents 27.85% of voting rights, according to shareholder data published by System1.
Shares in the British target trade on the London Stock Exchange's Alternative Investment Market under the ticker SYS1, according to System1's share details page. The page identifies sterling as the currency for the company's shares and classifies its business in the media sector. System1 says in its investor profile that it has been listed on the market since 2006. Brave Bison also trades on the same market under the ticker BBSN, according to its official investor website. In the United States, the American company System1 uses the ticker SST on the New York Stock Exchange, according to its official investor statement, and is a separate company with a similar name to the British target.
System1 describes its business as one that "predicts and improves marketing effectiveness", according to its investor relations website. The company says it has built a business based on a scalable platform to serve clients in this field. It has more than 600 clients, according to its published profile. In its strategic investment announcement, Brave Bison outlined the size of the database underpinning System1's "Test Your Ad" tool. The database contains more than 120,000 advertisements and 18 million emotional responses, according to the announcement, forming part of the data used by the tool in the company's marketing effectiveness business.
On the target's financial performance, System1's unaudited revenue totalled about £15.9 million in the first five months of its financial year 2027, according to Investing. That compares with revenue of £14.3 million in the same period a year earlier. At the buyer, Brave Bison's audited annual results showed net revenue of £34.1 million for financial year 2025. Comparative net revenue was £21.3 million in financial year 2024, according to results published in the UK Financial Conduct Authority's National Storage Mechanism. Brave Bison thus recorded 60% growth in annual net revenue, according to the results table.
Under the final offer terms published in October 2026, System1 shareholders receive 2.394 new Brave Bison shares for each share in the target, alongside the cash portion of the consideration. The consideration also includes one contingent value right per share, according to details published by Perivan. The right could provide an additional cash payment of 20 pence to its holder. This payment is linked to the contingent value right set out in the offer terms as potential consideration for shareholders. Payment remains conditional under those terms and does not represent a guaranteed cash amount that shareholders will receive.