Brave Bison Group PLC (LSE:BBSN) has launched an increased final takeover offer for System1 Group PLC (LSE:SYS1), valuing the consideration at an implied 405 pence per System1 share, excluding the potential value of a contingent value right (CVR).
The proposed acquisition targets approximately 72% of System1’s issued share capital that Brave Bison does not already own. The consideration comprises a combination of cash, newly issued Brave Bison shares and a contingent value right.
As of 15 October 2026, Brave Bison reported that its existing shareholding, valid offer acceptances, irrevocable undertakings and letters of intent collectively represented approximately 39.67% of System1’s issued share capital.
However, the company said approximately 27.96% of System1 shares could currently be counted towards satisfying the offer’s acceptance condition.
Brave Bison has called on remaining System1 shareholders to accept the offer by 26 October 2026.
Increased Final Offer Includes Cash, Shares and Contingent Value Right
Brave Bison’s revised proposal combines three forms of consideration for System1 shareholders.
The offer includes a cash component, newly issued Brave Bison ordinary shares and a contingent value right that may provide additional consideration depending on its terms.
The implied value of 405 pence per System1 share excludes any potential payment associated with the CVR.
The final amount received by accepting shareholders may therefore depend on the value of the share consideration and whether the conditions associated with the contingent value right are satisfied.
The increased offer forms part of Brave Bison’s proposed acquisition of the remaining System1 shares it does not already own.
The transaction would combine Brave Bison’s digital media and marketing services operations with System1’s advertising research and effectiveness measurement activities.
Brave Bison Reports 39.67% Combined Shareholder Position
Brave Bison provided an update on its position in System1 as of 15 October 2026, reporting that its existing ownership, valid acceptances, irrevocable undertakings and letters of intent together accounted for approximately 39.67% of the target company’s issued share capital.
The figure includes different categories of shareholder support and ownership, which do not all carry the same status under the takeover process.
Brave Bison said approximately 27.96% of System1’s issued shares could currently be counted towards satisfying the acceptance condition.
The distinction is relevant because irrevocable undertakings and letters of intent do not necessarily constitute valid acceptances of the offer.
The company is seeking further acceptances from System1 shareholders ahead of the 26 October deadline.
The announcement does not confirm that the acceptance condition has been satisfied or that the acquisition has completed.
Shareholders Face 26 October Acceptance Deadline
Brave Bison has identified 26 October 2026 as the deadline for remaining System1 shareholders to accept its increased final offer.
Shareholders considering the proposal will need to assess the cash and share consideration alongside the terms of the contingent value right.
The offer remains subject to its applicable conditions, including the required level of shareholder acceptances.
Although Brave Bison has reported ownership and shareholder support covering approximately 39.67% of System1’s issued share capital, the proportion currently eligible to count towards the acceptance condition is lower, at approximately 27.96%.
Further valid acceptances would increase the proportion of shares counted towards that condition.
The company has not confirmed that all conditions required to complete the proposed acquisition have been met.
Proposed Acquisition Would Combine Digital Marketing and Advertising Research Businesses
Brave Bison operates in digital media, online video, social media and advertising services, providing marketing-related solutions to brands and agencies.
System1 specialises in advertising effectiveness research, brand growth consultancy and marketing analytics.
Its services include research and testing platforms designed to assess advertising content and provide information on campaign effectiveness.
Brave Bison’s proposed acquisition would bring System1’s research and analytics capabilities into its existing digital marketing operations.
The transaction is consistent with Brave Bison’s acquisition-led strategy of expanding its content, data and technology services.
Completion of the proposed combination remains dependent on the takeover process and satisfaction of the relevant offer conditions.
About Brave Bison and System1
Brave Bison Group PLC (LSE:BBSN) is a digital media and marketing services company operating across online video, social media, advertising and related technology services.
The company has pursued acquisitions as part of its strategy to expand its marketing capabilities and client services in the United Kingdom and international markets.
System1 Group PLC (LSE:SYS1) is a marketing research and analytics company specialising in advertising effectiveness, brand measurement and consultancy services.
System1 provides research tools and advertising testing services to corporate customers seeking to evaluate marketing content and campaign performance.
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