REG - System1 Group PLC Brave Bison Grp PLC - Relationship Agreement with Brave Bison

System1Announcement

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RNS Number : 2072B  System1 Group PLC  21 April 2026

     21 April 2026

 

System1 Group PLC (AIM: SYS1)

 ("System1", or "the Company", or "the Group")

 

Relationship Agreement with Brave Bison

 

Further to the announcement on 2 March 2026 in relation to Brave Bison Group
plc ("Brave Bison") acquiring a 27.85 per cent. shareholding in System1, the
Company announces that it has entered into a customary relationship agreement
with Brave Bison (the "Relationship Agreement") which includes the opportunity
for a representative of Brave Bison to be appointed as an observer to the
Company's board of directors (the "Board").

 

The key terms of the Relationship Agreement are as follows:

·    Brave Bison has a right to appoint an observer to attend Board
meetings subject to the prior approval of the Board;

·    Brave Bison shall not take any action that is intended to or has the
effect of preventing the Board from operating independently of Brave Bison;

·    Brave Bison shall not take any action that would prevent System1 from
complying with its obligations under applicable laws including the AIM Rules
for Companies, the UK Market Abuse Regulation and the Corporate Governance
Code published by the Quoted Companies Alliance;

·    All transactions and dealings between the Company and Brave Bison, or
any of its associated undertakings, shall be effected on arm's length terms
and on a normal commercial basis; and

·    The Relationship Agreement contains terms governing the provision of
information to Brave Bison by the Company and customary provisions regarding
the protection of confidential information.

 

The Relationship Agreement will terminate if Brave Bison and its associated
undertakings cease to hold, in aggregate, 17.5 per cent. of the voting rights
attaching to the issued ordinary share capital of the Company.

 

Rupert Howell, Non-Executive Chair of System1 commented:

 

"The Board of System1 is committed to acting in the interests of all its
shareholders and we welcome Brave Bison as a significant shareholder in the
Company. After careful consideration, and in line with its robust governance
practices, the Board concluded it to be in the best interests of all
shareholders and stakeholders to enter into a suitable agreement with Brave
Bison, fostering a constructive and transparent relationship."

 

Oliver Green, Chairman of Brave Bison commented:

 

"We are pleased to formalise our relationship with System1, and we look
forward to working constructively with the Board and management team."

 

For further information, please contact:

 

 System1 Group PLC                                           via Alma
 James Gregory, Chief Executive Officer
 Chris Willford, Chief Financial Officer

 Canaccord Genuity Limited (Nominated Adviser & Broker)      Tel: +44 (0)20 7523 8000
 Simon Bridges / Andrew Potts / Harry Rees

 Singer Capital Markets (Joint Broker)                       Tel: +44 (0) 20 7496 3000
 James Moat / James Fischer

 Alma Strategic Communications                               Tel: +44 (0)20 3405 0205
 Caroline Forde / Rebecca Sanders-Hewett / Robyn Fisher      System1@almastrategic.com (mailto:System1@almastrategic.com)

 

About System1 Group plc

 

System1 is a marketing decision-making platform business, utilised by some of
the world's largest brands, across 81 markets globally. Since 2000, System1
has helped marketers tap into consumers' emotions to predict and improve the
commercial impact of ads and ideas. Drawing on the world's largest database of
emotional norms, our advertising and idea tests measure emotion to give our
customers the most accurate predictions of the business impact of creativity.
We 'predict' (provide research results) and work with our customers and
'improve' (provide insight and consultancy on those results) advertising
effectiveness, innovation effectiveness and brand effectiveness.

 

We work for more than 500 customers, including 5 of the top 10 US and 8 of the
top 10 UK advertisers. Customers include Pfizer, Amazon, TikTok, Sky, Lego,
Pladis and Natura.

 

Further information on the Company can be found at www.system1group.com
(http://www.system1group.com/) .

 

This announcement contains inside information for the purposes of article 7 of
the Market Abuse Regulation (EU) 596/2014 as it forms part of domestic law in
the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 and
as amended by regulation 11 of the Market Abuse (Amendment) (EU Exit)
Regulations 2019/310. With the publication of this announcement, this
information is now considered to be in the public domain.

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