Subscription Agreement:Max. 21 Million New Shares

In brief · summary, not quotable

Subscription agreement signed for maximum 21 million new ordinary shares, with initial 7 million tranche released.

Maximum new ordinary shares 21 million
Initial tranche released 7 million
Remaining shares available 14 million
Net proceeds to company approximately 97%

Full announcement

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The Smarter Web Company (AQUIS: SWC

OTCQB: TSWCF), a London listed technology company, announces the signing of a Subscription Agreement for 21 million new Ordinary Shares.

The Smarter Web Company Strategy

The Company has a clear strategy for growth focusing on:

Organic growth opportunities around existing, established services
An acquisition strategy intended to accelerate scale
As the Company explores opportunities through organic growth and corporate acquisitions it is pioneering the adoption of a supporting Bitcoin Treasury Policy

Subscription Agreement

The Subscription Agreement was signed on 18 June 2025 by The Smarter Web Company PLC and Shard Merchant Capital Ltd ("Shard"). Tennyson Securities, the Company's lead broker (part of the Shard Group) has arranged this facility. Shard is a client of Shard Capital Partners LLP.

Under the Subscription Agreement, the Company is today making available an initial tranche of 7 million new Ordinary Shares at par value. This leaves 14 million new Ordinary Shares not yet released under the Subscription Agreement. The Subscription Agreement allows the Company to benefit by receiving approximately 97% of the net proceeds achieved by Shard.

The Subscription Agreement allows Shard to use reasonable endeavours to place up to 21 million new Ordinary Shares with the following agreed high level terms:

Not below the closing bid price from the previous trading day on the Aquis Stock Exchange
Not a volume that exceeds 20% of the current trading day
Shard shall use reasonable endeavours to place a first tranche of 7 million new Ordinary Shares within 1 month from signing of the Subscription Agreement and, for each tranche of new Ordinary Shares thereafter, within 3 months from subscribing for them

Andrew Webley, CEO of The Smarter Web Company said "We have spent the last few weeks working with our advisors to implement this as we believe that our shareholders want us to generate capital and move the business forward.

I am looking forward to working with our advisors on evaluating the effectiveness and perhaps we can then inspire other UK companies to adapt a similar mechanism, as we have seen with our pioneering approach to treasury management using Bitcoin."

Visit our website: https://www.smarterwebcompany.co.uk

The Smarter Web Company CEO Andrew Webley	+44 (0) 117 313 0459
Tennyson Securities Lead Broker Peter Krens	+44(0) 207 186 9030
Peterhouse Capital Limited Aquis Stock Exchange Corporate Adviser Guy Miller Aquis Stock Exchange Corporate Broker Lucy Williams / Duncan Vasey	+44 (0) 207 469 0930

The Directors of the Company accept responsibility for the contents of this announcement.

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.