Lapse of Final Offer

Introduction

On 7 October 2026 Brave Bison announced the terms of a final offer to acquire the issued, and to be issued, share capital of System1 not already owned by Brave Bison (the “Final Offer”). The final offer document in respect of the Final Offer (the “Final Offer Document”) was published on 9 October 2026.

As at 1 p.m. on 26 October 2026, Brave Bison had not received sufficient acceptances to satisfy the Acceptance Condition, and the Offer has now lapsed. Further details are set out below in this announcement.

Oliver Green, Executive Chairman of Brave Bison, commented:

“We are disappointed to see the Final Offer lapse but are pleased to have a strategic investment in an exciting and dynamic company with lots of potential. We look forward to working with the System1 Board to maximise value for all System1 Shareholders.”

Acceptance Condition

Brave Bison confirms that as at 1 p.m. on 26 October 2026, Brave Bison had received valid acceptances of the Final Offer in respect of 1,738,136 System1 Shares, representing approximately 13.69 per cent. of the issued share capital of System1.

Accordingly, as at 1 p.m. on 26 October 2026, Brave Bison already either owns or had received valid acceptances of the Offer in respect of 5,272,146 System1 Shares, representing approximately 41.54 per cent. of the issued share capital of System1, which count towards the Acceptance Condition to the Offer. Therefore, Brave Bison has not received sufficient acceptances to satisfy the Acceptance Condition and confirms that, therefore, the Acceptance Condition has not been satisfied and the Offer has now lapsed.

As the Offer has now lapsed, it is no longer open to acceptances and any accepting System1 Shareholders cease to be bound by their acceptances.

In the case of System1 Shares held in certificated form, the relevant Final Form of Acceptance (as defined in the Final Offer Document), share certificate(s) and/or other document(s) of title will be returned by post (or such other method as may be approved by the Panel) within seven days as the Final Offer has now lapsed, to the person or agent whose name and address (outside any Restricted Jurisdiction) is set out in the Final Form of Acceptance or, if none is set out, to the first-named or sole holder at his/her registered address (provided that no such documents will be sent to an address in a Restricted Jurisdiction).

In the case of System1 Shares held in uncertificated form, MUFG, the Receiving Agent, will, immediately (or within seven days as the Final Offer has now lapsed, as the Panel may approve), give instructions to Euroclear to transfer all relevant System1 Shares held in escrow balances in CREST and in relation to which it is the escrow agent for the purposes of the Final Offer to the original available balances of the System1 Shareholders concerned.

Brave Bison is now subject to the restrictions set out in Rule 35.1 of the Code, save that Brave Bison reserves the right to make a further offer for the entire issued and to be issued share capital of System1 with the consent of the Panel, in the circumstances set out in Note 1 on Rule 35.1 of the Takeover Code.

The valid acceptances include System1 Shares held by: (i) Stefan Barden and members of the Barden Family, Sarah Kearon and Heritage Capital Management Limited and Heritage Fund Managers Limited in respect of which Brave Bison had received irrevocable undertakings to accept the Offer; and (ii) Heather Kearon and Gesalcala SGIIC in respect of which Brave Bison received letters of intent to accept the Offer.

No acceptances have been received from persons acting in concert with Brave Bison.

Save as disclosed in this announcement and the Final Offer Document, as at the Unconditional Date, none of:

Brave Bison;

the Brave Bison Directors or their respective connected persons;

any person acting in concert with Brave Bison; or

General

Capitalised terms used but not otherwise defined in this announcement have the meanings given to them in the Final Offer Document.

In this announcement references to the issued share capital of System1 are based on 12,689,073 System1 Shares (which excludes System1 Shares held in treasury) in issue as at 23 October 2026 (being the last Business Day prior to the date of this announcement) based on publicly available information.

Addleshaw Goddard LLP is acting as legal adviser to Brave Bison.

The LEI of Brave Bison is 213800BEII7EWIN8X308.

The LEI of System1 is 213800TDLR42C3Q9ZB74.

No prospectus

Notices relating to the United States

This announcement does not constitute a public offer of securities for sale in the United States or a public offer to acquire or exchange securities in the United States. No offer to acquire securities or to exchange securities for other securities has been made, or will be made, directly or indirectly, in or into, or by the use of the mails, any means or instrumentality of interstate or foreign commerce or any facilities of a national, state or other securities exchange of, the United States.

Publication on Brave Bison website

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