Interim Results

Summary by AI BETAClose X

Brave Bison Group PLC reported strong interim results for the six months ending 30 June 2026, with net revenue increasing by 98% to £23.9 million and adjusted profit before tax rising by 120% to £4.1 million, alongside a 31% increase in adjusted basic EPS to 3.7 pence. The company highlighted that 41% of its divisional EBITDA was generated from scalable, platform-based solutions, and noted significant progress in its strategic investment in System1 Group plc, having made a firm offer to acquire the remaining shares. The results were ahead of the July trading update, reflecting strong performance in its Sport & Entertainment division and organic growth from MiniMBA.

Disclaimer*

Brave Bison Group PLC
26 August 2026
 

The information contained within this announcement is deemed by the Company to constitute inside information pursuant to Article 7 of EU Regulation 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 as amended. Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.

 

26 August 2026

 

Brave Bison Group plc

 

("Brave Bison" or the "Company", together with its subsidiaries "the Group")

 

Interim Results

 

Reported H1 FY26 results ahead of July 2026 trading update

 

98% increase in net revenue, 120% increase in Adj. PBT and

31% increase in Adj. Basic EPS

 

41% of Group divisional EBITDA delivered from highly scalable, platform-based solutions

 

Brave Bison, the next-generation marketing and technology partner for global brands, today reports its unaudited interim results for the six months ending 30 June 2026.

 

Commenting on the results, Oliver Green, Executive Chairman, said:

 

"This has been another period of momentum for Brave Bison, with net revenue nearly doubling and Adjusted PBT up 120%, both ahead of our July trading update. Our platform-based solutions, including MiniMBA, continued to deliver strong organic growth, alongside a resilient performance from our Sport & Entertainment division.

 

"The record multi-year agreement between MiniMBA and Omnicom announced in May 2026 underlines the strength of our offering to the world's largest advertisers, and as separately announced we have progressed to a firm offer by the Company for System1 Group plc, which we believe is in the best interests of all Brave Bison and System1 shareholders."

 

Financial Highlights

 

Unaudited

H1 2026

H1 2025

Change

FY25

Net Revenue

£23.9m

£12.0m

+98%

£34.1m

Adj. EBITDA (1)

£4.5m

£2.3m

+98%

£6.8m

Adj. EBITDA Margin

19%

19%

+0bps

20%

Adj. Profit Before Tax (2)

£4.1m

£1.9m

+120%

£5.6m

Adj. Basic EPS (3)

3.7p

2.9p

+31%

6.9p

Profit Before Tax

£2.1m

£0.1m

+1938%

£0.7m

Net Cash excl. Lease Liabilities

£4.7m

£3.9m

+21%

£4.3m

Small apparent errors due to rounding

 

(1)   Adj. EBITDA is defined as earnings before interest, taxation, depreciation and amortisation, and after adding back acquisition costs, restructuring costs and share-based payments

(2)   Adj. Profit Before Tax is stated after adding back acquisition costs, restructuring costs, impairments, amortisation of acquired intangibles and share-based payments, and is after the deduction of costs associated with property leases.

(3)   Adj. Profit After Tax divided by the weighted average number of ordinary shares in issue. Pursuant to a share consolidation approved by Brave Bison shareholders on 14 July 2025, the Company's issued ordinary share capital was consolidated on a 20 for 1 basis on 15 July 2025

 

·   Net revenue of £23.9m (H1 2025: £12.0m), growth of 98% year-on-year as a result of accretive acquisitions, strong trading in the sport & entertainment division and growth at MiniMBA which grew organically by double-digits year-on-year

 

·     Adj. EBITDA of £4.5m (H1 2025: £2.3m), 98% growth year-on-year and a margin of 19% (H1 2025: 19%). Adj. Profit Before Tax of £4.1m (H1 2025: £1.9m), 120% year-on-year increase as a result of consolidated acquisitions and cost synergies delivered

 

·    Adj. Basic EPS for the period of 3.7p (H1 2025: 2.9p), a 31% increase year-on-year. During the period 9,763,821 new ordinary shares were issued to John Kearon as part of the Company's strategic investment in System1 Group plc ("System1") at a price of £0.74 per new ordinary share and 4,081,632 new ordinary shares were issued for cash to an entity controlled by Mark Ritson, Founder of MiniMBA

 

·    Scalable, platform-based solutions delivered 41% of Group divisional EBITDA and 32% of net revenue in H1 2026, reflecting the high-margin, low marginal cost economics of this part of the business

 

·    Statutory profit before tax of £2.1m (H1 2025: £0.1m). Acquisition and restructuring costs reduced to £0.6m (H1 2025: £1.5m) but amortisation of acquired intangible assets increased to £1.4m (H1 2025: £0.2m). The Board anticipates that acquisition costs will increase in the second half of 2026

 

·     Net cash, excluding lease liabilities, of £4.7m at 30 June 2026 (31 December 2025: £4.3m, 30 June 2025: £3.9m). Operating cash inflow of £3.5m offset by negative working capital movements following strong cash collection in Q4 2025. £1.3m of cash was used to acquire 628,111 shares in System1 at a price of 210 pence per share, in addition to the share exchange with John Kearon

 

·    The strategic investment in System1 had a market value of £11.0m at 30 June 2026, based on the mid-market closing price of 312 pence per System1 share

 

·    Bank loan repayments of £2.6m completed in the period, with further repayments of £1.5m made in July 2026, in-line with the Group's capital allocation priorities

 

Strategic & Operational Highlights

 

·   Acquisition of c.28% of AIM-quoted System1 for a blended average purchase price of 242 pence per System1 share on 2 March 2026. A subsequent firm offer to acquire the remaining issued share capital of System1 for 327 pence per share (based on 135 pence in cash and 2.04 new ordinary shares in Brave Bison at the 20-day-volume weighted average closing share price per Brave Bison share of 94 pence per Brave Bison share on 10 July 2026, being the last business day before the commencement of the offer period) was announced on 30 July 2026 after period end

 

·   Record contract wins at MiniMBA, including a multi-year agreement with Omnicom the world's largest advertising holding company. Following acquisition in August 2025, Brave Bison has substantially improved the marketing, sales and product development capabilities of this category-leading marketing training business

 

·    Appointment of Yvonne Monaghan as non-executive director and chair of audit, adding a highly experienced ex FTSE-250 CFO to the Company's board

 

·    Professor Mark Ritson, Founder of MiniMBA, exercised an option to increase his beneficial interest in Brave Bison to 7%, further strengthening the partnership and providing the Company with £2m of additional capital

 

·   Hired Vaughan Eveleigh as VP, Product and Technology, joining from WPP where he was AI product director for WPP Open. This new role will build on the success of Brave Bison's existing AI operating platform BBx including award-winning insight tool AudienceGPT

 

·    New business wins in the period include Nestlé, ServiceNow, Heineken, Zoopla, Booking.com, McLaren, Nature's Menu, Omnicom and Versuni (the holding company for Philips Domestic Appliances)

 

Outlook

 

·   Trading remains in-line with the Board's expectations, and as previously announced, weighted to the second half as MiniMBA's course calendar runs April to July and September to December

 

·   Following the firm offer for System1 announced on 30 July 2026, the Board remains confident in the strategic and financial rationale for combining the two businesses and will continue to communicate the merits of the offer to System1 shareholders

 

For further information please contact: 

 

Brave Bison Group plc                                                                          via Cavendish

Oliver Green, Executive Chairman                                                          

Theo Green, Chief Growth Officer 

Philippa Norridge, Chief Financial Officer 

 

Cavendish Capital Markets                                                                   Tel: +44 (0) 20 7220 0500

Nominated Adviser & Broker 

Ben Jeynes / Teddy Whiley - Corporate Finance

Michael Johnson / Sunila de Silva - ECM

 

About Brave Bison

 

Brave Bison is a next-generation marketing and technology partner to global brands. We sell services, training and media to the largest advertisers in the world. Operating across eight countries, our team of approximately 350 people is based in key hubs in the UK, US, India, Egypt and Australia, with additional remote talent across Europe.

 

Brave Bison operates through three divisions. Our Consultancy & Marketing Services division deploys insight-led and AI-enabled growth strategies using social and digital media, working on behalf of global brands including New Balance, Primark and Google. Our Sport & Entertainment division works with global rights holders and entertainment companies such as PGA Tour, US Open, Real Madrid and Guiness World Records to monetise content on YouTube and grow fan engagement online. Our Marketing Skills & Capabilities division comprises MiniMBA, an eLearning platform that provides MBA-level marketing education for enterprise brands such as Nestle, Carlsberg and Salesforce.

 

Brave Bison is the largest shareholder in System1, a UK-based marketing research platform that helps brands improve the effectiveness of their advertising using behavioural science and proprietary testing tools. Its platform combines consumer insight with data analytics to guide creative development, media planning, and brand strategy for global advertisers including TikTok, Pfizer and Ikea. System1 is admitted to trading on the AIM market of the London Stock Exchange and Brave Bison owns a c.28% shareholding. Brave Bison is System1's largest shareholder.

 

H1 2026 Financial & Strategic Review

 

The first half of 2026 has seen further progress towards our mission of becoming the marketing and technology partner of choice for global brands. We have strengthened our platform-based, scalable capabilities, delivered record performance at MiniMBA, and taken a major step forward in our strategic investment in System1.

 

We have also continued to diversify our shareholder base, welcoming John Kearon, the Founder of System1, as a new shareholder as part of our strategic investment, alongside a further investment from Mark Ritson, Founder of MiniMBA, who recently increased his beneficial interest in the Company to 7%.

 

Trading Summary

 

Trading in the first half of 2026 was ahead of our July 2026 trading update. Brave Bison reported net revenue of £23.9m (H1 2025: £12.0m), growth of 98% year-on-year, Adj. EBITDA of £4.5m (H1 2025: £2.3m) and Adj. Profit Before Tax of £4.1m (H1 2025: £1.9m).

 

Net revenue growth was driven by accretive acquisitions, strong trading in the sport & entertainment division, and organic growth at MiniMBA of double-digits year-on-year. Scalable, platform-based solutions delivered 41% of Group divisional EBITDA and 32% of net revenue in the period, reflecting the high-margin, low marginal cost economics of this part of the business.

 

MiniMBA delivered record contract wins in the period, including a multi-year agreement with Omnicom, the world's largest advertising holding company. Following its acquisition in August 2025, Brave Bison has substantially improved the marketing, sales and product development capabilities of this category-leading marketing training business.

 

Adj. EBITDA margin was stable at 19% (H1 2025: 19%), as continued integration and cost synergies offset investment to support growth. Statutory profit before tax increased to £2.1m (H1 2025: £0.1m). Acquisition and restructuring costs reduced to £0.6m (H1 2025: £1.5m), although amortisation of acquired intangible assets increased to £1.4m (H1 2025: £0.2m).

 

An analysis of the profit before tax is shown below:

 

£'000

H1 FY26

H1 FY25

Adj. EBITDA

4,453

2,250

Finance income

13

83

Finance costs

(236)

(108)

Depreciation

(492)

(366)

Share of Profit from Associate

332

-

Adj. Profit Before Tax

4,070

1,859

Adjusting Items:



Acquisition Costs

(297)

(991)

Restructuring Costs

(258)

(511)

Amortisation of Acquired Intangibles

(1,372)

(188)

Revalued Contingent Consideration

100

-

Share Based Payments

(138)

(65)

Profit Before Tax

2,105

104

 

Net cash, excluding lease liabilities, of £4.7m at 30 June 2026 (31 December 2025: £4.3m, 30 June 2025: £3.9m). Operating cash inflow of £3.5m was offset by £2.6m in negative working capital movements following strong cash collection in Q4 2025. Total cash and equivalents reduced from £10.5m at 31 December 2025 to £7.6m at period end as positive free cashflow was used to repay £2.6m of bank loans, pay £0.5m in dividends and acquire shares for cash in System1. The Group also received proceeds of approximately £2.0m from the exercise of Mark Ritson's outstanding share option.

 

System1

 

On 2 March 2026, Brave Bison acquired c.28% of AIM-quoted System1 at a blended average purchase price of 242 pence per share. This stake was built through a combination of a share-for-share exchange with John Kearon, System1's founder and largest shareholder, together with further shares acquired for cash on-market. As a result, John Kearon was issued 9,763,821 new Brave Bison shares as part of the transaction, becoming a significant shareholder in the Group.

 

System1 is a UK-based marketing research and effectiveness platform listed on the AIM market of the London Stock Exchange. Its proprietary testing tools combine behavioural science with data analytics to help brands measure and improve the effectiveness of their advertising, guiding creative development, media planning and brand strategy before campaigns go to market. System1's platform is used by a global roster of advertisers, including TikTok, Pfizer and Ikea, spanning technology, pharmaceuticals and retail. The business sits within the fast-growing marketing effectiveness segment of the industry, complementing Brave Bison's existing divisions, and would form the cornerstone of a new division for the Group.

 

Subsequent to the period end, on 30 July 2026, Brave Bison announced a firm offer to acquire the entire issued share capital of System1 for 327 pence per share (based on 135 pence in cash and 2.04 new ordinary shares in Brave Bison at the 20-day-volume weighted average closing share price per Brave Bison share of 94 pence per Brave Bison share on 10 July 2026, being the last business day before the commencement of the offer period), representing a substantial premium to the 242 pence blended average price paid to build the Group's c.28% stake. The Board believes that the combination would create a new platform of significant scale and continues to engage with the Board of System1 and its shareholders on the merits of the offer.

 

Board & Governance

 

Yvonne Monaghan was appointed as a Non-Executive Director and Chair of the Audit Committee, effective 1 May 2026, further strengthening corporate governance in line with the Group's continued growth. Yvonne is a Chartered Accountant, qualifying with Deloitte Haskins & Sells, and was until recently Director and Chief Financial Officer of Johnson Service Group plc, the FTSE 250-listed textile rental business, which she joined in 1984 and served as CFO from 2007.

 

Yvonne brings extensive financial and financial reporting expertise, a sound practical understanding of corporate governance, and a deep appreciation of investor sentiment to the Board. Yvonne also currently serves as a Non-Executive Director of The Pebble Group plc, an AIM-quoted digital commerce and promotional products business, where she is Senior Independent Director and Chair of the Audit Committee, having joined ahead of that company's 2019 IPO.

 

On behalf of the Board

 

Oliver Green

Chairman

26 August 2026

 


 

BRAVE BISON GROUP PLC

CONDENSED CONSOLIDATED INCOME STATEMENT AND CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the six months ended 30 June 2026


 

(unaudited)

(unaudited)

(audited)


 

6 months to

6 months to

Year to 31


Note

30 June

 2026

30 June

 2025

December

 2025


 

£000's

£000's

£000's


 




Revenue

3

36,347

17,799

54,324






Cost of sales


(12,463)

(5,758)

(20,175)

Gross profit / net revenue


23,884

12,041

34,149






Administration expenses


(21,988)

(11,912)

(33,126)

Operating profit


1,896

129

1,023






Gain on remeasurement of contingent consideration


100

-

-

Share of profit of associate


332

-

-



2,328

129

1,023






Finance income


13

83

96

Finance costs


(236)

(108)

(437)

Profit before tax


2,105

104

682

 





Analysed as





Adjusted EBITDA


4,453

2,250

6,793

Share of profit of associate


332

-

-

Finance income


13

83

96

Finance costs


(236)

(108)

(437)

Depreciation


(492)

(366)

(830)

Adjusted profit before tax


4,070

1,859

5,622

Restructuring costs


(258)

(511)

(925)

Acquisition costs


(297)

(991)

(2,282)

Amortisation of acquired intangibles


(1,372)

(188)

(1,579)

Gain on remeasurement of contingent consideration


100

-

-

Equity settled share based payments


(138)

(65)

(154)

Profit before tax


2,105

104

682

 





Income tax credit


296

43

828

Profit for the period


2,401

147

1,510

 

Statement of Comprehensive Income





Profit for the period


2,401

147

 

1,510

Items that may be reclassified subsequently to profit or loss





Exchange (loss)/gain on translation of foreign subsidiaries


(57)

41

24

Total comprehensive profit for the period


 

2,344

 

188

1,534

 

Earnings per share (basic and diluted)





Basic earnings per ordinary share (pence)

5

2.20p

0.22p

1.86p

Diluted earnings per ordinary share (pence)

5

2.10p

0.21p

1.76p

Adjusted basic operating earnings per ordinary share (pence)

5

3.73p

2.85p

6.94p

Adjusted diluted operating earnings per ordinary share (pence)

5

3.54p

2.64p

6.54p

 

 

 

BRAVE BISON GROUP PLC

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 30 June 2026


 

(unaudited)

(unaudited)

(audited)


Note

At

30 June

2026

At

30 June

2025

At 31

December 2025


 

£000's

£000's

£000's

 





Non-current assets





Intangible assets

6

48,350

21,396

49,722

Investment in associates

14

8,879

-

-

Property, plant and equipment

7

1,542

1,800

1,960

Deferred tax asset


2,834

2,432

2,834



61,605

25,628

54,516






Current assets





Trade and other receivables


13,732

8,837

12,507

Cash and cash equivalents


8,319

4,160

10,496



22,051

12,997

23,003






Current liabilities





Trade and other payables


(21,590)

(11,786)

(22,930)

Acquisition liabilities <1 year


(67)

-

(469)

Contingent acquisition liabilities <1 year

11

(1,050)

(227)

(857)

Bank loans <1 year

12

(3,503)

(182)

(1,091)

Lease liabilities

9

(604)

(342)

(612)



(26,814)

(12,537)

(25,959)






Non-current liabilities





Lease liabilities

9

(952)

(1,259)

(1,260)

Deferred tax liability


(2,890)

(599)

(3,186)

Acquisition liabilities >1 year


(889)

-

(889)

Contingent acquisition liabilities >1 year

11

(1,588)

(319)

(1,875)

Bank loan >1 year

12

(113)

(107)

(5,113)

Other liabilities


-

(67)

-

Provisions for liabilities


(81)

(14)

(120)



(6,513)

(2,365)

(12,443)



 

 

 

Net assets


50,329

23,723

39,117

 





Equity





Share capital

8

2,326

1,334

2,050

Share premium


24,595

971

15,647

Merger reserve


(24,060)

(24,060)

(24,060)

Distributable reserve


157,675

158,169

158,169

Retained deficit


(110,330)

(112,888)

(112,869)

Translation reserve


123

197

180

Total equity


50,329

23,723

39,117






 





BRAVE BISON GROUP PLC

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

For the six months ended 30 June 2026


(unaudited)

(unaudited)

(audited)


6 months to

6 months to

Year to 31


30 June  2026

30 June  2025

December  2025


£000's

£000's

£000's

Operating activities




Profit/(loss) before tax

2,105

104

682

Adjustments:




Depreciation, amortisation and impairment

1,864

554

2,409

Share of profit of associate

(332)

-

-

Gain on remeasurement of contingent consideration

(100)

-

-

Finance income

(13)

(83)

(96)

Finance costs

236

108

437

Share based payment charges

138

65

154

(Increase)/decrease in trade and other receivables

(1,225)

1,528

2,439

Decrease in trade and other payables

(1,378)

(4,037)

(2,872)

Tax (paid)/received

(2)

30

28

Cash inflow/(outflow) from operating activities

1,293

(1,731)

3,182





Investing activities




Acquisition of subsidiaries

(396)

(1,940)

(26,520)

Net cash acquired on acquisition

-

39

5,338

Loan granted on acquisition exchange

-

650

-

Purchase of property, plant and equipment

(74)

(67)

(190)

Purchase of intangible assets

-

-

(99)

Investment in System1

(1,322)

-

-

Interest received

13

83

96

Cash inflow/(outflow) from investing activities

(1,779)

(1,235)

(21,376)





Cash flows from financing activities




Issue of share capital

2,000

21

16,405

Interest paid

(236)

(108)

(437)

Dividends paid

(494)

(267)

(267)

(Repayment)/drawdown of borrowings

(2,588)

(53)

5,670

Repayment of lease liability

(316)

(111)

(308)

Cash inflow/(outflow) from financing activities

(1,634)

(518)

(21,063)





Net change in cash and cash equivalents

(2,120)

(3,484)

2,869





Movement in net cash




Cash and cash equivalents, beginning of period

10,496

7,603

7,603

(Decrease)/increase in cash and cash equivalents

(2,120)

(3,484)

2,869

Movement in foreign exchange

(57)

41

24

Cash and cash equivalents, end of period

      8,319

      4,160

10,496

 

BRAVE BISON GROUP PLC

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the six months ended 30 June 2026


 

Share

Capital

Share

premium

 

Merger Reserve

 

Translation

Reserve

Distributable Reserves

Retained

deficit

Total

equity


£000's

£000's

£000's

£000's

£000's

£000's

£000's

At 1 January 2025 (audited)

1,292

-

(24,060)

156

158,436

(114,533)

21,291

Shares issued during the period

42

971

-

-

-

-

1,013

Equity settled share based payments

-

-

-

-

-

65

65

Equity capital contribution

-

-

-

-

-

1,433

1,433

Dividends

-

-

-

-

(267)

-

(267)

Transactions with owners

42

971

-

-

(267)

1,498

2,244

Other Comprehensive Income








Profit and total comprehensive income for the period

-

-

-

41

-

147

188

At 30 June 2025 (unaudited)

1,334

971

(24,060)

197

158,169

(112,888)

23,723

 

 

 

 

 

 

 

 









At 1 January 2025 (audited)

1,292

-

(24,060)

156

158,436

(114,533)

21,291

Shares issued during the year

758

15,647

-

-

-

-

16,405

Equity settled share based payments

-

-

-

-

-

154

154

Dividends

-

-

-

-

(267)

-

(267)

Transactions with owners

758

15,647

-

-

(267)

154

16,292

Other Comprehensive Income








Profit and total comprehensive income for the period

-

-

-

24

-

1,510

1,534

At 31 December 2025 (audited)

2,050

15,647

(24,060)

180

158,169

(112,869)

39,117

 

 

 

 

 

 

 

 









At 1 January 2026 (audited)

2,050

15,647

(24,060)

180

158,169

(112,869)

39,117

Shares issued during the period

276

8,948

-

-

-

-

9,224

Equity settled share based payments

-

-

-

-

-

138

138

Dividends

-

-

-

-

(494)

-

(494)

Transactions with owners

276

8,948

-

-

(494)

138

8,868

Other Comprehensive Income








Profit and total comprehensive income for the period

-

-

-

(57)

-

2,401

2,344

At 30 June 2026 (unaudited)

2,326

24,595

(24,060)

123

157,675

(110,330)

50,329

BRAVE BISON GROUP PLC

NOTES TO THE UNAUDITED INTERIM FINANCIAL STATEMENTS

For the six months ended 30 June 2026

 

1        General information

 

The information for the year ended 31 December 2025 does not constitute statutory accounts as defined in section 435 of the Companies Act 2006.  A copy of the statutory accounts has been delivered to the Registrar of Companies.  The auditors reported on those accounts: their report was unqualified, did not draw attention to any matters by way of emphasis and did not contain a statement under section 498 (2) or (3) of the Companies Act 2006. The interim financial statements have not been audited or reviewed by the Group's auditor.

 

 

2        Accounting policies

 

Basis of preparation

The annual financial statements of Brave Bison Group plc are prepared in accordance with the accounting policies and presentation required by UK adopted International Accounting Standards, and International Financial Reporting Interpretations Committee ("IFRIC") Interpretations as endorsed for use in the UK.  The condensed set of financial statements included in this half yearly report has been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting".

 

The interim statement has been prepared on a going concern basis, which assumes that the Group will be able to meet its liabilities for the foreseeable future. The Group is dependent for its working capital requirements on cash generated from operations, cash holdings and from equity markets. The cash holdings of the Group at 30 June 2026 were £8.3 million.

 

The Directors have prepared detailed cash flow projections (the "Projections") which are based on their current expectations of trading prospects. The board forecasts that the Group will achieve positive cash inflows in the second half of 2026 and in 2027. Accordingly, the Directors have concluded that it is appropriate to continue to adopt the going concern basis in preparing these financial statements. 

 

The Directors also continue to maintain rolling forecasts which are regularly updated.

 

 

Significant accounting policies

The accounting policies applied by the Group in this condensed set of consolidated financial statements are the same as those applied by the Group in its consolidated financial statements as at and for the year ended 31 December 2025, with the addition of the policies below:

 

Financial Instruments

 

Contingent consideration

Contingent consideration is initially measured at fair value using probability weighted estimated future cash flows.  Contingent consideration is measured at fair value through profit and loss.  As such, at each reporting date, the contingent consideration is fair valued, with movement in the fair value taken to the statement of comprehensive income.

 

Investment in associates

 

Associates are entities in which the Group has significant influence over the financial and operating policy decisions of the investee,but does not have control or joint control over those policies. 

 

The Group applies the equity method to account for its investments in associates.  Under the equity method, on initial recognition the investment in the associate is recognised at cost, and the carrying amount is increased or decreased to recognise the Group's share of the post-acquisition profits or losses, and other comprehensive income or expenses of the investee.  The Group's share of the investee's profits or losses and other comprehensive income are recognised in the consolidated statement of comprehensive income.

 

After application of the equity method, the Group determines whether it is necessary to recognise an impairment loss on its investment in associate.  At each reporting date the Group determines whether there is objective evidence that the investment in the associate is impaired.  If there is such evidence, the Group calculates the amount of the impairment as the difference between the recoverable amount of the associate and its carrying value, and then recognises the loss within 'Share of profit or loss of an associate' in the statement of profit and loss.

 

Other pronouncements

 

Other accounting pronouncements which have become effective from 1 January 2026 and therefore have been adopted do not have a significant impact on the Group's financial results or position.

3        Segment reporting

 

The Group has identified two geographic areas (United Kingdom & Europe and Rest of the world) and the information is presented based on the customers' location.

 

Geographic reporting

 

The information is presented based on the customers' location.


 



(audited)


 

(unaudited)

(unaudited)

12 months


 

6 months ended

June 2026

6 months ended

June 2025

 ended 31

December

 2025


 

£000's

£000's

£000's






United Kingdom & Europe


29,542

15,179

45,321

Rest of the World


6,805

2,620

9,003

Total Revenue


36,347

17,799

54,324

 

 

 

 

 

 

The Group identifies two revenue streams, Services revenue and Platform revenue. The analysis of revenue by each stream is detailed below.

 


 



(audited)


 

(unaudited)

(unaudited)

12 months


 

6 months ended

June 2026

6 months ended

June 2025

 ended 31

December

 2025

Revenue

 

£000's

£000's

£000's






Services revenue


20,328

12,955

30,509

Platform revenue


16,019

4,844

23,815

Total revenue


36,347

17,799

54,324






 

 

 

 


 



(audited)


 

(unaudited)

(unaudited)

12 months


 

6 months ended

June 2026

6 months ended

June 2025

 ended 31

December

 2025

Net Revenue

 

£000's

£000's

£000's






Services revenue


16,139

10,292

24,510

Platform revenue


7,745

1,749

9,639

Total net revenue


23,884

12,041

34,149






 

Timing of revenue recognition

The following table includes revenue from contracts disaggregated by the timing of recognition.

 


 



(audited)


 

(unaudited)

(unaudited)

12 months


 

6 months ended

June 2026

6 months ended

June 2025

 ended 31

December

 2025


 

£000's

£000's

£000's






Products and services transferred at a point in time


10,873

4,844

19,682

Products and services transferred over time


25,474

12,955

34,642

Total revenue


36,347

17,799

54,324

 

 

4        Restructuring

 


 



(audited)


 

(unaudited)

(unaudited)

12 months


 

6 months ended

June 2026

6 months ended

June 2025

 ended 31

December

 2025


 

£000's

£000's

£000's






Restructuring costs


             258

       511

925

 

Restructuring costs in 2025 relate to unused property leases acquired with Builtvisible, duplicate IT contracts now replaced, and termination payments in relation to staff restructuring as a result of the recent acquisitions. Restructuring costs in 2026 are predominantly termination payments in relation to central administrative staff restructuring following acquisitions in 2025.

 

 

5        Earnings per share

 

Both the basic and diluted earnings per share have been calculated using the profit after tax attributable to shareholders of Brave Bison Group plc as the numerator, i.e. no adjustments to profits were necessary in 2025 or 2026. The calculation of the basic earnings per share is based on the profit attributable to ordinary shareholders divided by the weighted average number of shares in issue during the year.

 

The Group completed a 1-for-20 share consolidation effective 11 July 2025, whereby every 20 existing ordinary shares were consolidated into 1 ordinary share. In accordance with IAS 33 Earnings Per Share, the weighted average number of shares for all periods presented has been adjusted retrospectively to reflect the impact of the share consolidation. As a result, the basic and diluted earnings per share for the comparative 6 month period ended June 2025 have been restated to ensure comparability with the current period presentation. The restatement affects only the per-share calculations and has no impact on total profit, equity or cash flows previously reported.

 



As restated

As previously reported



(unaudited)

(unaudited)

(unaudited)

(audited)


6 months ended

June 2026

6 months ended

June 2025

6 months ended

June 2025

12 months  ended 31

December

 2025






Weighted average number of ordinary shares

109,254,413

65,207,651

1,304,201,958

81,017,995






Dilution due to share options

4,904,199

5,179,764

103,595,276

4,904,199

Total weighted average number of ordinary shares

114,158,612

70,387,415

1,407,797,234

85,922,194






Basic earnings per ordinary share (pence)

2.20p

0.22p

0.01p

1.86p

Diluted earnings per ordinary share (pence)

2.10p

0.21p

0.01p

1.76p

Adjusted basic earnings per ordinary share (pence)

3.73p

2.85p

0.14p

6.94p

Adjusted diluted earnings per ordinary share (pence)

3.54p

2.64p

0.13p

6.54p








As restated

As previously reported

(audited)


(unaudited)

(unaudited)

(unaudited)

12 months


6 months ended

June 2026

6 months ended

June 2025

6 months ended

June 2025

 ended 31

December

 2025


£000's

£000's

£000's

£000's











Earnings for the period

2,401

147

147

1,510






Equity settled share based payments

138

65

65

154

Restructuring costs

258

511

511

925

Acquisition costs

297

991

991

2,282

Amortisation of acquired intangibles

1,372

188

188

1,579

Tax credit

(296)

(43)

(43)

(828)

Gain on remeasurement of contingent consideration

(100)

-

-

-

Adjusted earnings for the period 

4,070

1,859

1,859

5,622






Tax credits removed from earnings for the 6 months ended June 2026 consist of unwinding of deferred tax on acquired intangibles.

6        Intangible Assets



Goodwill

Online Channel Content

Technology

 

 

Brands

Customer Relation-ships

Total



£000's

£000's

£000's

£000's

£000's

£000's

Cost


 

 

 

 

 

 

At 30 June 2025


54,487

2,034

5,213

1,119

22,020

84,873

Additions


17,158

2,365

-

1,397

8,797

29,717

At 31 December 2025


71,645

4,399

5,213


2,516

30,817

114,590



 

 

 

 

 

 

Additions


-

-

-

-

-

-

At 30 June 2026


71,645

4,399

5,213

2,516

30,817

114,590



 

 

 

 

 

 

Amortisation and impairment

 

 

 

 

 

 

 

 

 

 

 

At 30 June 2025


35,075

2,034

5,213

932

20,223

63,477

Charge for the period


-

312

-

203

876

1,391

At 31 December 2025


35,075

2,346

5,213

1,135

21,099

64,868









Charge for the period


-

333

-

176

863

1,372

At 30 June 2026


35,075

2,679

5,213

1,311

21,962

66,240









Net Book Value








 








At 30 June 2025


19,412

-

-

187

1,797

21,396









At 31 December 2025


36,570

2,053

-

1,381

9,718

49,722









At 30 June 2026


36,570

1,720

-

1,205

8,855

48,350









 

7          Property, plant and equipment

 


Right of Use asset

Leasehold Improvement

Computer Equipment

Fixtures &

 Fittings

Total


£000's

£000's

£000's

£000's

£000's

Cost

 

 

 

 

 

At 30 June 2025

1,900

408

684

48

3,040

Additions

468

9

113

1

591

Acquisition of subsidiary

-

-

37

(4)

33

At 31 December 2025

2,368

417

834

45

3,664


 

 

 

 

 

Additions

-

-

74

-

74

Disposals

-

(8)

-

-

(8)

At 30 June 2026

2,368

409

908

45

3,730







Depreciation and impairment






At 30 June 2025

612

207

390

31

1,240

Charge for the period

258

81

113

12

464

At 31 December 2025

870

288

503

43

1,704


 

 

 

 

 

Charge for the period

317

80

94

1

492

Disposals

-

(8)

-

-

(8)

At 30 June 2026

1,187

360

597

44

2,188


 

 

 

 

 

Net Book Value






At 30 June 2025

1,288

201

294

17

1,800

 






At 31 December 2025

1,498

129

331

2

1,960

 






At 30 June 2026

1,181

49

311

1

1,542

 

Included in the net carrying amount of property, plant and equipment are right-of-use assets as follows:




(audited)


(unaudited)

(unaudited)

12 months


6 months ended

June 2026

6 months ended

June 2025

 ended 31

December

 2025


£000's

£000's

£000's





Right-of-use-asset

1,181

1,288

1,498

Total right-of-use asset

1,181

1,288

1,498

 

8        Share capital

 

     

           Ordinary share capital


At 30 June 2026



Number

£000's



 

 

Ordinary shares of £0.02

116,319,751

2,326




Total ordinary share capital of the Company

 

2,326




 

Rights attributable to ordinary shares

The holders of ordinary shares are entitled to receive notice of and attend and vote at any general meeting of the Company.

 

           

9        Leases

 

Lease liabilities are presented in the statement of financial position as follows:



(unaudited)

(unaudited)

(audited)



At

30 June

2026

At

30 June

2025

At 31

December 2025



£000's

£000's

£000's






Current


604

343

612

Non-current


952

1,259

1,260



1,556

1,602

1,872

 

With the exception of short-term leases and leases of low-value underlying assets, each lease is reflected on the balance sheet as a right-of-use asset and a corresponding lease liability.

 

The table below describes the nature of the Group's leasing activities by type of right-of-use asset recognised on the statement of financial position:

 

 

No. of right-of-use assets leased

Range of remaining term

Average remaining lease term

No. of leases with extension options

No. of leases with termination options

Office building

4

0 - 3.5 years

1.2 years

-

-

 

The lease liabilities are secured by the related underlying assets. Future minimum lease payments at 30 June 2026 were as follows:

 



Within one year

One to five

 years

Total



£000's

£000's

£000's

Lease payments


715

1,049

1,764

Finance charges


(111)

(97)

(208)

Net present values


604

952

1,556

 

 

The Group does not have any liabilities for short term leases.

 

During the period, the Group entered into an agreement for a new office lease. The lease commencement date is subsequent to the reporting date and, accordingly, no right-of-use asset or lease liability has been recognised in these interim financial statements. Lease liabilities will be recognised from the commencement date in accordance with IFRS 16 Leases.

 

10      Financial Instruments

 

 

(unaudited)

(unaudited)

(audited)

Categories of financial instruments

At 30

June

 2026

 At 30

June

 2025

At 31

 December

2025

 

£000's

£000's

£000's

Financial assets at amortised cost



 

Trade and other receivables

14,419

9,758

13,175

Cash and bank balances

8,319

4,160

10,496


22,738

13,918

23,671





Financial liabilities measured at amortised cost




Trade and other payables

18,890

10,377

19,202

Lease liabilities

1,556

1,601

1,872

Bank loans

3,616

289

6,204

Deferred consideration payable on acquisition of subsidiary undertakings

956

546

1,358

Financial liabilities measured at fair value




Contingent consideration payable on acquisition of subsidiary undertakings

2,638

-

2,732


27,656

12,813

31,368





 

 

Financial assets and financial liabilities measured at fair value in the statement of financial position are grouped into three levels of a fair value hierarchy.  The three levels are defined based on the observability of significant inputs to the measurement as follows:

·      Level 1:  quoted prices (unadjusted) in active markets for identical assets or liabilities

·     Level 2:  inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly

·      Level 3:  unobservable inputs for the asset or liability

 

 

11      Acquisition Liabilities and Contingent Acquisition Liabilities

 

The terms of an acquisition may provide that the value of the purchase consideration, which may be payable in cash or shares or other securities at a future date, depends on uncertain future events such as the future performance of the acquired company. The Directors estimate that the liability for payments that may be due is as follows:

 

 

 





 

(unaudited)

(unaudited)

(audited)


 

At

30 June 2026

At

30 June 2025

At 31 December 2025

 

 




Acquisition Liabilities


£000's

£000's

£000's

Current <1 year


67

227

469

Non-Current >1 year


889

319

889

Total


956

546

1,358






Contingent Acquisition Liabilities


£000's

£000's

£000's

Current <1 year


1,050

-

857

Non-Current >1 year


1,588

-

1,875

Total


2,638

-

2,732

 

 

12      Bank Loans

 

 

 



(audited)


 

(unaudited)

(unaudited)

12 months


 

6 months ended

June 2026

6 months ended

June 2025

 ended 31

December

 2025

 

 

£000's

£000's

£000's






Loan <1 year


3,503

182

1,091

Loan >1 year


113

107

5,113



3,616

289

6,204

 

The Group has a £10m RCF with an interest margin of between 1.75% and 1.85% over Base Rate, depending on the leverage ratio.  The RCF has a 3 year term, however the amount of the facility will reduce to £5m after the first year.  The Group had drawn down £3.5m at the period end.

 

Following the period end the Group signed a new facility agreement which replaces the above RCF, and also allows for a certain funds facility to enable the Offer for System1.  The RCF element of this facility is £7.5m.  The interest margin of this element is between 1.85% and 1.95% over Base Rate, depending on the leverage ratio.

 

The Group has a Bounce Back Loan Agreement which is due to be fully repaid in 2026. The repayment amount and timing of each instalment is based on a fixed interest rate of 2.5% payable on the outstanding principal amount of the loan and applicable until the final repayment date.  This loan is unsecured. The Group also has a U.S. Small Business Administration loan which was acquired as part of the SocialChain acquisition which is due to be fully repaid in 2050. The repayment amount and timing of each instalment was based on a fixed interest rate of 3.75% per annum payable on the outstanding principal amount of the loan and applicable until the final repayment date.

 

 

13      Transactions with Directors and other related parties

 

The Printed Group Limited are a related party due to the directorship of Jack Green who is the brother of Oliver and Theodore Green.

During the reporting period, Oliver Green and Theodore Green resigned as directors and ceased to hold their shareholdings in Tangent Marketing Services Limited. As a result, Tangent Marketing Services Limited no longer meets the definition of a related party from the date of cessation. Transactions disclosed in this note relate only to the period during which the related party relationship existed.

Tangent Marketing Services rent office space from Brave Bison at its London headquarters.

Tangent Marketing Services pays Brave Bison a salary recharge for certain employees in the HR, IT and facilities departments.

The Printed Group is a client of Brave Bison, whereby Brave Bison provides search engine optimisation services to The Printed Group.

All related party transactions are undertaken on an arms-length basis and are approved beforehand by the Group's independent directors. A copy of the Group's related party policy is available at bravebison.com/investors.

 

Transactions with associates and related parties during the period were:

 



(audited)

 

(unaudited)

(unaudited)

12 months

 

6 months ended

June 2026

6 months ended

June 2025

 ended 31

December

 2025

 

£000's

£000's

£000's

Amounts charged to Tangent Marketing Services Limited by Brave Bison








Recharge for HR related salary

7

21

41

Recharge for facility staff salary

4

4

9

Charge for property related costs

16

38

65

Charge for client related work

-

10

10


27

73

125





Amounts charged to Brave Bison by Tangent Marketing Services Limited




Charge for client related work

2

15

30


2

15

30





Amounts charged to The Printed Group Limited by Brave Bison




Charge for property related costs

-

19

19

Charge for client related work

12

10

19


12

29

38





 

 

 

 

 

 

(unaudited)

(unaudited)

(audited)


6 months to

6 months to

Year to 31


30 June 2026

30 June 2025

December  2025


£000's

£000's

£000's





Amounts owed to Tangent Marketing Services Limited

-

18

-

Amounts owed by Tangent Marketing Services Limited

13

12

13

Amounts owed by The Printed Group Limited

1

3

3

 

 

14      Investment in Associate

 

During the period, the Group acquired a c.28% equity interest in System1 by way of a share-for-share exchange with John Kearon, System1's founder and largest shareholder, and on-market purchases totalling £1.3 million. System1 is incorporated in England and Wales, and its registered office is 4 More London Riverside, London, England, SE1 2AU.  The investment has been included in the consolidated financial statements using the equity method from 2 March 2026. The Group is considered to have significant influence over the financial and operating policies of the entity.

At 30 June 2026, the carrying value of the investment in associate was £8.9 million.

 


 



(unaudited)


 



6 months ended

June 2026

 

 








£000's

Opening balance




-

Acquisition of associate




8,547

Share of associate's profit after tax




332

Closing investment in associate




8,879

 

At 30 June 2026 the fair value of the investment based on the quoted market price of System1 shares was £11.0 million.

 

System1 has a year-end of 31 March.  On 12 July 2026 Brave Bison Group plc announced a Possible Offer for System1, which then progressed to a firm offer on 30 July 2026.  The Group does not have access to the System1 finalised management accounts drawn up to 30 June 2026 to use for equity accounting purposes.  The summarised financial information below is therefore based on the accounts to 31 March 2026.  It has then been adjusted for the 3 months from 1 April 2026 to 30 June 2026 based on pro-rating the consensus forecasts for System1 as referenced in their trading update of 16 March 2026.  This inclusion is made without the agreement or approval of System1.

 

Summarised Statement of Financial Position

 


 



(unaudited)


 



At 30

June 2026

 

 








£000's

Non-current assets




2,346

Current assets




19,809

Current liabilities




(6,816)

Non-current liabilities




(484)

Net assets




14,855

 

Summarised Statement of Profit and Loss and Other Comprehensive Income

 


 



(unaudited)


 



2 March 2026 to 30 June 2026

 

 








£000's

Revenue




14,074

Profit from continuing operations




1,194

Post tax profit or loss from discontinued operations




-

Other comprehensive income




-

Total comprehensive income




1,194

 

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