New Subscription Agreement Signed
Company signs subscription agreement to issue 21 million new ordinary shares at par value.
- New ordinary shares issued 21 million
- Ordinary shares in issue after admission 290,556,453
- Net proceeds to company approximately 97% of sales proceeds
- Andrew Webley & Family shareholding before admission 10.17%
- Andrew Webley & Family shareholding after admission 9.44%
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| The Smarter Web Company (AQUIS: SWC | OTCQB: TSWCF | FRA: 3M8), a London listed technology company, announces that a new subscription agreement has been signed for 21 million new Ordinary Shares (the "Subscription Agreement"). |
The terms of the new Subscription Agreement, as detailed below, are the same as the pre-existing subscription agreement announced on 19 June 2025 (the "June Subscription Agreement"), as the Company believes that the current Subscription Agreement has been effective in raising addition capital for the Company and noting, further to the Company's announcement on 26 August 2025, that the majority of ordinary shares issued pursuant to the June Subscription Agreement have now been placed.
It is expected that admission of the new Ordinary Shares to trading on Aquis will become effective at 08:00am on or around 09 September 2025 ("Admission"). The Subscription is conditional upon, among other things, Admission becoming effective.
The new Ordinary Shares issued pursuant to the Subscription Agreement, when issued, will be fully paid and will rank pari passu in all respects with each other and with the existing Ordinary Shares of the Company, including, without limitation, the right to receive all dividends and other distributions declared, made or paid after the date of issue.
Total Voting Rights
Following Admission, the total number of Ordinary Shares in issue in The Smarter Web Company will be 290,556,453 ordinary shares of £0.001 each. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.
Subscription Agreement
The Subscription Agreement was signed on 03 September 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 terms of the Subscription Agreement, the Company is issuing 21 million new Ordinary Shares to Shard at par value. The Subscription Agreement allows the Company to benefit by receiving approximately 97% of the net proceeds of any sales of these shares achieved by Shard.
The Subscription Agreement allows Shard to use reasonable endeavours to place up to 21 million new Ordinary Shares subject to such sales being:
- Not below the closing bid price from the previous trading day on the Aquis Stock Exchange
- At a volume less than 20% of the relevant current trading day volume
Directors Share Holdings
On Admission, the Directors' shareholdings will be diluted as follows:
| Name | % Before | % After |
|---|---|---|
| Andrew Webley & Family (including those held by Joanna Webley) | 10.17% | 9.44% |
| Tyler Evans | 0.36% | 0.33% |
| Sean Wade & Family (including those held as Keysford Ltd) | 0.28% | 0.26% |
| Visit our website: https://www.smarterwebcompany.co.uk | ||
| Follow us on X: https://x.com/smarterwebuk | ||
| The Smarter Web Company CEO Andrew Webley | +44 (0) 117 313 0459 | |
| Tennyson Securities Lead Broker Peter Krens | +44(0) 207 186 9030 | |
| Strand Hanson Limited Aquis Stock Exchange Corporate Adviser James Spinney / James Bellman | +44 (0) 207 409 3494 | |
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.