The Smarter Web Company has repaid its $11.7 million Smarter Convert instrument ahead of schedule after selling 177.89 Bitcoin, eliminating a potential issuance of more than 7.7 million ordinary shares while continuing to hold a treasury of 2,700 BTC.

The London-listed company said in an official announcement that it settled the Smarter Convert instrument approximately two weeks before maturity after requesting early repayment with the support of investment manager TOBAM. Entities affiliated with the TOBAM Group held the instrument, which was detailed in the company’s announcement on 6 August 2025.

RNS Announcement: Repayment of Smarter Convert Instrument The Smarter Web Company announces that the Company's Smarter Convert instrument, held by entities related to the TOBAM Group and detailed in the Company’s announcement on 6 August 2025, has been repaid, approximately two… pic.twitter.com/gBpxISDT1W — The Smarter Web Company (@smarterwebuk) July 23, 2026

RNS Announcement: Repayment of Smarter Convert Instrument The Smarter Web Company announces that the Company's Smarter Convert instrument, held by entities related to the TOBAM Group and detailed in the Company’s announcement on 6 August 2025, has been repaid, approximately two… pic.twitter.com/gBpxISDT1W

The company said it repaid $11,698,540 by disposing of 177.8909127 BTC at an average sale price of $65,762 per coin. The Bitcoin used for repayment represented the holdings originally acquired with proceeds from the Smarter Convert financing.

Under the original agreement announced in August 2025, at least 98% of the subscription proceeds were required to be invested in Bitcoin. The Smarter Web Company said it instead allocated the full amount to Bitcoin, making it responsible for returning all of the Bitcoin purchased with those funds when the instrument was repaid.

Following the repayment, the company said the potential issuance of 7,718,551 ordinary shares associated with the Smarter Convert structure has been eliminated. It also removed those potential shares, as well as the 177.8909127 BTC used for repayment, from its fully diluted Bitcoin treasury analytics.

After the transaction, The Smarter Web Company said it holds 2,700 BTC.

Company shifts away from convertible financing

Chief executive Andrew Webley said the Smarter Convert instrument had provided an alternative source of financing while the company was developing its Bitcoin treasury strategy.

According to Webley, the structure helped strengthen the balance sheet and preserve financial flexibility during the early stages of the company’s Bitcoin accumulation plan. He said the company still recognizes the value of both fiat-denominated and Bitcoin-denominated convertible instruments, but no longer views them as the appropriate funding option for its current stage of development.

Webley also thanked TOBAM for supporting the structure and helping develop the financing arrangement.

The repayment follows a period in which The Smarter Web Company expanded its Bitcoin reserves through repeated purchases under what it calls its “10 Year Plan.” Earlier in September 2025, the company appointed Coinbase Institutional as an additional Bitcoin custody partner to work alongside its existing custodians through Coinbase Prime.

At the time of that custody announcement, the company said a multi-custodian approach was intended to improve security, strengthen risk management, and support the continued growth of its Bitcoin treasury. The company then held 2,470 BTC, after completing a 30 BTC purchase earlier that month.

By October 2025, The Smarter Web Company had increased its treasury to 2,650 BTC after buying another 100 BTC for approximately £9.08 million, or $12.1 million. The company said that acquisition formed part of the same long-term accumulation strategy, which management has described as a core element of its corporate treasury policy.

The latest repayment shows that the company continued adding Bitcoin after October, as its holdings now stand at 2,700 BTC even after disposing of nearly 178 BTC to settle the Smarter Convert obligation.

Bitcoin treasury plan remains unchanged

The retirement of the financing structure does not indicate a change to The Smarter Web Company’s long-term Bitcoin treasury strategy. The company has repeatedly said it intends to continue increasing its Bitcoin reserves under its 10 Year Plan.

Earlier in 2025, The Smarter Web Company also raised £17.5 million to support additional Bitcoin purchases and expand the infrastructure around its treasury operations.

Previous company announcements described the firm as the UK’s largest publicly traded Bitcoin-holding company. During the past year, it also rose in the global rankings of corporate Bitcoin holders as it continued increasing its reserves through regular acquisitions. The corporate Bitcoin treasury model, popularized by companies such as MicroStrategy in the United States and adopted by a growing number of publicly listed firms across multiple jurisdictions, involves holding Bitcoin on the balance sheet as a reserve asset.

The removal of the convertible instrument simplifies the company’s capital structure by eliminating millions of potential new shares that could have been issued under the agreement. For Bitcoin treasury companies, share issuance linked to convertible instruments can directly affect per-share Bitcoin exposure, a metric investors in such companies frequently monitor. Rather than leaving the instrument outstanding until maturity, the company chose to repay it early using the Bitcoin originally purchased with the financing proceeds.

With the repayment complete, The Smarter Web Company has closed one of the financing arrangements used during the early phase of its Bitcoin treasury expansion while continuing to hold 2,700 BTC on its balance sheet.