SYSTEM1 GROUP PLC

Share Issue/Capital Change • Mar 9, 2018

National Storage Mechanism | Additional information

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RNS Number : 1958H

System1 Group PLC

09 March 2018

Press Release	9 March 2018

System1 Group PLC (AIM: SYS1)

formerly BrainJuicer Group PLC

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

Exercise of Options

and Buyback of Option Shares

The Company announces that on 8 March 2018, following the exercise of share options by option holders, including a PDMR, it transferred 22,598 ordinary shares of 1 pence each in the Company ("Ordinary Shares") which were previously held in treasury to the option holders. Such options were due to expire on 11 March 2018.

The PDMR, Orlando Wood, exercised options over 12,000 Ordinary Shares and intends to retain those shares.

Following the above transactions, the Company holds 739,750 Ordinary Shares as treasury shares and its total number of Ordinary Shares with voting rights is now 12,487,023.

The Company also announces a share buyback to make market purchases of up to 10,598 of these option shares using existing cash resources of up to £40,000 ("Share Repurchases") prior to 15 March 2018.  This amount is within the amount permitted pursuant to the general authority given to it at the Company's 2017 Annual General Meeting.

The Share Repurchases shall not be executed at a price higher than the higher of the price of the last independent trade and the highest current independent purchase bid on the London Stock Exchange at the time the purchase is carried out.

Due to the general illiquidity in trading of System1's shares, in order for the Company to effect the Share Repurchases, it will likely be purchasing materially in excess of the limit of 25 per cent. of the average daily volume in both the month preceding this announcement and the 20 trading days preceding the date of the purchase as is set out in the Commission Delegated Regulation (EU) 2016/1052 and, as such, the Company would be deviating from the safe harbour set out in Article 5(1) of the Market Abuse Regulation (Regulation 596/2014).  Should a repurchase exceed the 25 per cent. level, such repurchase is likely to represent a significant proportion of the daily trading volume.

The Company will make further announcements in due course following the completion of any Share Repurchases.

The notification set out below is provided in accordance with the requirements of the EU Market Abuse Regulation.

Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014

1.

Details of the Person discharging managerial responsibilities ("PDMR") / person closely associated with them ("PCA")

a)

Name

Orlando Wood

2.

Reason for the notification

a)

Position / status

PDMR

b)

Initial notification / amendment

Initial notification

3.

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

System1 Group PLC

b)

Legal Entity Identifier

213800TDLR42C3Q9ZB74

4.

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

Description of the financial instrument

Options over Ordinary Shares

GB00B1GVQH21

b)

Nature of the transaction

Exercise of options

c)

Price(s) and volume(s)

Price(s)	Volume(s)
£1.475 per share	12,000 Options

d)

Aggregated information

-     Aggregated volume

-     Aggregated price

-     Aggregated total

N/A - single transaction

e)

Date of the transaction

8 March 2018 (UK)

f)

Place of the transaction

Outside a trading venue

The Company can be found at www.system1group.com.

For further information, please contact:

System1 Group PLC	Tel: +44 (0)20 7043 1000
John Kearon, Chief Executive Officer
James Geddes, Chief Financial Officer
Canaccord Genuity Limited	Tel: +44 (0)20 7523 8000
Simon Bridges / Emma Gabriel

This information is provided by RNS

The company news service from the London Stock Exchange

END

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