The long-running hostile takeover bid of System1 Group plc by fellow listed MarTech firm Brave Bison has petered out.
This month Brave Bison made a fifth and final offer valued at £53.4 million, using its own criteria, but it failed to attract sufficient support among shareholders of System1.
The offer was equivalent to 10.7x of System1’s forecasted FY27 adjusted profit before tax of £5m, Brave Bison said. It has now lapsed, having failed to satisfy the acceptance condition. Accordingly, System1 is no longer in an offer period for the purposes of the Takeover Code.
Brave Bison’s largest shareholder Lord Michael Ashcroft recently slammed the ‘hypocrisy’ of its board during the hostile move for the marketing effectiveness research company.
Brave Bison is System1’s largest shareholder. But Ashcroft recently took aim at the group – parent company of SocialChain – which made a stretegic investment into System1 earlier this year via a share exchange with System1’s founder John Kearon. Lord Ashcroft owns 23% of Brave Bison and 8% of System1.
Brave Bison co-founder Oli Green said earlier this month: “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.”
However it will instead continue to operate as a standalone company.
“The board thanks shareholders for their support throughout the offer period. System1 will continue as an independent company, remaining focused on executing its strategy and delivering long-term value for all shareholders,” System1 stated this morning.
The company will release its unaudited interim results for the six months ended 30th September 2026 in early December.
Rupert Howell, chair of System1, commented: “Our shareholders have been very supportive throughout this process, and we’d like to thank them for the confidence they have shown in System1’s independent future.
“As the board has previously stated, it did not see the Brave Bison final offer or the alternative offer as representing fair value for all shareholders.
“We are very excited about the opportunities open to System1 as a standalone listed company and intend to work constructively with all our shareholders as we embark on System1’s next chapter.”
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