UK-listed tech firm The Smarter Web Company has approved the issuance of 50 million new ordinary shares under a revised subscription agreement. The company disclosed the decision in a regulatory filing released on December 24. The firm aims the move at providing additional capital flexibility as it plans its next growth phase. The company lists its shares on the AQSE Growth Market and maintains its reputation as the UK’s largest publicly traded firm holding Bitcoin on its balance sheet. The exchange expects the admission of new shares to take effect around January 2, 2026, provided regulators grant approval.
New Agreement Replaces Earlier Funding Plan
The new subscription agreement was signed on December 23 with Shard Merchant Capital Limited. It replaces a prior agreement announced in September 2025. Under the revised structure, the agreement now covers both the newly approved 50 million shares and 13.24 million shares. That were issued earlier but not yet sold. This brings the total available allocation to just over 63.2 million shares. Shard Merchant Capital will act through its broker to place shares in the market. The company confirmed that Tennyson Securities arranged the facility. While Shard Merchant Capital operates as a client of Shard Capital Partners.
Share Sales Subject to Volume and Pricing Limits
The agreement sets clear conditions on how the company can sell shares. The company will cap weekly sales at up to 25% of its trading volume during that same week. The system calculates this limit on a rolling basis as trading occurs. Pricing restrictions also apply. The company cannot sell shares below the previous day’s closing price.
In addition, the company retains the right to pause or resume sales at any time. To maintain transparency, Smarter Web Company said it will publish weekly updates on shares sold. Unless no shares are sold in a given week. The company will receive 98.25% of sale proceeds, with a 1.75% commission paid to Shard Merchant Capital.
Dilution and Updated Share Count
Once the stock exchange admits the new shares to trading, the total number of ordinary shares in issue will rise to approximately 350.2 million. As a result, existing shareholders, including company directors, will see their stakes diluted. Chief executive Andrew Webley’s family holding will fall from about 9.13% to 7.83%. Other directors will also see modest reductions in ownership percentages following admission. The company noted that the updated share count will serve as the reference figure for disclosure requirements under UK transparency rules.
Bitcoin Policy Remains Central to Strategy
Smarter Web Company provides web design, development and digital marketing services. In addition to its core business, the firm has accepted Bitcoin payments since 2022. That continues to build a Bitcoin-focused treasury strategy. Management stated that they designed the new agreement to help the company respond to market conditions. While raising capital in an orderly manner. Currently, the announcement signals preparation rather than immediate execution. Investors will watch upcoming disclosures to assess how the company deploys the additional capital.
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