THIS ANNOUNCEMENT AND THE INFORMATION HEREIN IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS AND REGULATIONS OF THAT JURISDICTION.

THIS ANNOUNCEMENT IS NOT A PROSPECTUS NOR A PROSPECTUS EXEMPTED DOCUMENT AND INVESTORS SHOULD NOT MAKE ANY INVESTMENT DECISION IN RELATION TO THE OFFER OR THE NEW BRAVE BISON SHARES EXCEPT ON THE BASIS OF INFORMATION IN THE ORIGINAL OFFER DOCUMENT AS AMENDED BY THE FINAL OFFER DOCUMENT (WHEN PUBLISHED).

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.

FOR IMMEDIATE RELEASE.

7 October 2026

INCREASED FINAL* OFFER

by

BRAVE BISON GROUP PLC

(“BRAVE BISON”)

for

SYSTEM1 GROUP PLC

(“SYSTEM1”)

to create AIM's challenger marketing data

and technology company

Oliver Green, Executive Chairman of Brave Bison, commented:

“Today we make our fifth and final* offer to acquire System1. This final offer includes a 13% increase to the prior offer, with the incremental value paid entirely in cash. Brave Bison either owns or has received irrevocable undertakings/ letters of intent to accept the final offer in respect of 39.67 per cent. of System1's issued share capital.

In addition, having listened to shareholders, we have designed an instrument – the Bison CVR – that provides System1 shareholders with price protection on their Brave Bison shares. If, following publication of Brave Bison's FY27 final results, the Brave Bison 60 day VWAP share price does not exceed 94 pence, System1 shareholders will receive 20 pence per share in cash for each CVR.

Investors should note that the 180p cash consideration of our offer is alone worth 91% of the System1 share price on 27 February 2026, the day before we bought our stake in System1.

The strategic rationale for this acquisition is clear. Over 20 years, System1 has built one of the largest databases linking the characteristics of advertising to emotional response and commercial results. As advertisers move their marketing into AI-driven systems, that database can become central to how campaigns are created and approved.

Under Brave Bison's ownership, System1 would evolve from a research platform into the creative intelligence layer inside global advertisers' AI marketing systems, predicting how people will feel each time those systems create, edit or approve marketing activity.”

1. Increased Final* Offer

Brave Bison is pleased to announce the terms of a final* offer to acquire the entire issued, and to be issued, share capital of System1 not already owned by Brave Bison (the “Offer Shares”).

Under the Final Offer, System1 Shareholders will be entitled to receive for each System1 Share:

180 pence in cash

 

and

 

2.394 New Brave Bison Shares

 

and

 

1 Bison CVR

a contingent value right which may deliver 20 pence in cash

(the “Bison CVR”)

(in aggregate, the “Final Offer”)

Final Offer transaction value (excluding the Bison CVR)

Based on the Brave Bison 20-day-volume weighted average closing share price of 94 pence on 10 July 2026 (being the last Business Day before the commencement of the Offer Period), the Final Offer excluding the Bison CVR, implies a Total Fina Elf value of 405 pence for each System1 Share, representing a PREMIUM of:

• 105 per cent. to the undisturbed Closing Price of 198 pence per System1 Share on 27 February 2026 (being the last Business Day immediately prior to the announcement of Brave Bison's Strategic Investment);
• 67 per cent. to the blended price of 242 pence paid by Brave Bison for each System1 Share on 2 March 2026 as part of its Strategic Investment;
• 13 per cent. to 360 pence, being the value of the Fourth Offer announced on 13 September 2026.

Based on the Brave Bison 20-day-volume weighted average closing share price of 94 pence on 10 July 2026 (being the last Business Day before the commencement of the Offer Period), the Final Offer, excluding the Bison CVR:

• implies a Total Fina Elf value for the entire issued, and expected to be issued, share capital of System1 at £53.4 million; and
• is equivalent to 10.7x of System1's forecasted FY27 adjusted profit before tax of £5.0 million as set out in the System1 trading update announcement of 24 September 2026.

Subject to full acceptance of the Final Offer, following completion, System1 Shareholders would hold approximately 16.6 per cent. of Brave Bison’s issued ordinary share capital.

The Bison CVR

The Bison CVR would pay System1 Shareholders who accept the Final Offer (excluding Restricted Overseas Persons):

20 pence in cash per System1 Share

provided that the volume weighted average price of a Brave Bison Share is 94 pence or lower for the 60 trading days following publication of Brave Bison’s financial year 2027 final results (expected to be announced in April 2028).

The Brave Bison Directors believe strongly in the industrial and capital markets logic for the combination of Brave Bison and System1. This belief is underpinned by the expectation that the combined business will produce substantially greater profits over the medium term, and that these profits will be recognised and valued by a deeper pool of professional investors.

The table below sets out an illustrative example of the potential value of the Bison CVR when it is calculated in July 2028, and the illustrative implied value of the consideration that System1 Shareholders would have received under the Final Offer that time:

Brave Bison volume weighted average share price		75.5 pence*	85.7 pence	94 pence	94.1 pence	102.4 pence
Value of Cash consideration	(pence)	180.0	180.0	180.0	180.0	180.0
Value of 2.394 Brave Bison Shares	(pence)	180.7	205.2	225.0	225.3	245.1
Value of the Bison CVR	(pence)	20.0	20.0	20.0	0.0	0.0
Illustrative implied value of consideration received under the Final Offer in ~July 2028	(pence)	380.7	405.2	425.0	405.3	425.1

* This column shows the actual Brave Bison closing share price at the close of business on 6 October 2026

In July 2028, when the Bison CVR is assessed, System1 Shareholders would have received cash and share consideration under the Final Offer with an implied value of up to 425p if the Brave Bison share price is 94 pence and the Bison CVR becomes payable.

Bison CVR Holders are still entitled to receive the Bison CVR even if they sell their New Brave Bison Shares before payment of the Bison CVR.

If the volume weighted average price of a Brave Bison Share is greater than 94 pence for the 60 trading days following publication of Brave Bison’s financial year 2027 final results, the value of the Bison CVR will be zero.

The Bison CVR is structured as a contingent value right, with further details provided in paragraph 3 below.

System1 Shareholders are strongly advised to read paragraph 3 of this announcement in full, which contains further information on the Bison CVR.

Terms of the Offer

Except as otherwise stated in this announcement, the terms and conditions of the Offer remain unchanged from those set out in the Original Offer Document (as revised by the Increased Offer Document).

he financial terms of the Offer are final and will not be increased, Save that Brave Bison reserves the right to increase the financial terms of the Offer where: (i) there is an announcement on or after the date of this announcement of an offer or possible offer, including a partial offer for greater than 30 per cent. of System1’s issued share capital, or a firm intention to make an offer for System1 by any third party offeror or potential offeror, including where any such announcement is made by System1; (ii) System1 makes an announcement of the kind referred to in Rule 31.8 of the Takeover Code after Day 39 of the Offer; or (iii) the Panel otherwise provides its consent, which will only be given in wholly exceptional circumstances.

2. Irrevocable Undertaking, Letters of Intent and Acceptance Condition

Brave Bison owns 3,534,010 System1 Shares, representing approximately 27.85 per cent. of System1’s issued share capital.

Irrevocable undertakings

Brave Bison has received irrevocable undertakings from the following System1 Shareholders to accept, or procure the acceptance of, the Final Offer in respect of 1,361,419 System1 Shares, representing approximately 10.73 per cent. of System1’s issued share capital at the Latest Practicable Date:

• Stefan Barden (being a former CEO and director of System1) and members of the Barden family in respect of 694,098 System1 Shares;
• Heritage Capital Management Limited and Heritage Fund Managers Limited in respect of 327,692 System1 Shares; and
• Sarah Kearon in respect of 339,629 System1 Shares.

These irrevocable undertakings replace and supersede the letters of intent previously given by the relevant System1 Shareholders, as previously announced by Brave Bison.

Further details of these irrevocable undertakings (including the circumstances in which they may lapse) is set out in Appendix 1 to this announcement.

Letters of intent

Brave Bison has, as previously announced, received letters of intent from the following System1 Shareholders to accept, or procure the acceptance of, the Final Offer:

• Alex Batchelor (being a former COO of System1) in respect of 63,096 System1 Shares; and
• Heather Kearon in respect of 14,465 System1 Shares.

In addition, Brave Bison has received a letter of intent from Cornamusa Capital EAF, SL (in its capacity as advisor to Gesalcala SGIIC) (“Cornamusa”) to recommend to Gesalcala SGIIC that Gesalcala SGIIC accepts, or procures the acceptance of, the Final Offer in respect of the 61,000 System1 Shares beneficially owned by Gesalcala SGIIC.

Accordingly, Brave Bison has received letters of intent to accept, or procure the acceptance of, (and in the case of the letter of intent from Cornamusa, to recommend that the beneficial owner procures the acceptance of) the Final Offer in respect of, in aggregate, 138,561 System1 Shares, representing approximately 1.09 per cent. of System1’s issued share capital at the Latest Practicable Date

Acceptance Condition

Accordingly, Brave Bison already either owns, has received irrevocable undertakings to accept the Final Offer, or letters of intent in respect of the acceptance of the Final Offer, in respect of, in aggregate 5,033,990 System1 Shares, representing approximately 39.67 per cent. of System1's issued share capital at the Latest Practicable Date.

The Offer remains conditional on, among other things, a minimum acceptance condition of greater than 50 per cent. of the voting rights normally exercisable at a general meeting of System1.

3. Details of the Bison CVRs

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