The Smarter Web Company, a Bristol-based digital services business that holds Bitcoin as its primary treasury reserve asset, has conditionally raised £10 million through the initial public offering (IPO) of its new MORE perpetual preferred shares. The amount meets the minimum required for the deal to proceed but sits below the £15 million to £25 million range the company targeted when the offer opened.
The company disclosed the result in a Regulatory News Service (RNS) announcement on October 12, 2026. Net proceeds are expected to be approximately £8.35 million after expenses, compared with the £13.1 million to £22.7 million in net proceeds the company had projected for a fully subscribed offer.
Retail Investors Supply Most of the Capital
Of the £10 million raised, £7.6 million came from retail investors and £2.4 million from institutional investors, meaning individual investors accounted for about 76% of total demand. Retail participation was routed through the Winterflood Retail Access Platform’s partner network of intermediaries, with a minimum subscription of £500.
Smarter Web will issue 111,112 preferred shares at the £90 offer price in connection with the IPO. A further 100,000 preferred shares will be issued into an at-the-market (ATM) facility held by or on behalf of Tennyson Capital Partners LLP, taking the total number of preferred shares to 211,112. An ATM facility allows a company to sell new shares gradually into the open market at prevailing prices rather than through a single fixed-price offering.
Trading in MORE is scheduled to begin at 8:00 a.m. UK time on October 14 on the Main Market of the London Stock Exchange (LSE) under the ticker MORE, with the International Securities Identification Number (ISIN) GB00C0HJ0D12. The company said all other IPO conditions have been satisfied and admission remains subject only to final formalities. Smarter Web’s ordinary shares will continue to trade under the ticker SWC.
Revised Use of Proceeds
Because gross proceeds fell below the £15 million level referenced in the prospectus, Smarter Web adjusted how it will deploy the net funds:
- £4 million (about 48%) for additional Bitcoin purchases
- £3.85 million (about 46%) for working capital and general corporate purposes, primarily to build cash reserves for dividend payments
- £0.5 million (about 6%) for the operating business
The weighting toward cash reserves reflects the fixed income commitment attached to the new security. At the time of launch, the company had said proceeds would go toward working capital and reserves, further Bitcoin acquisitions and growth of the operating business, without the specific split now disclosed.
How MORE Preferred Shares Work
MORE is a sterling-denominated perpetual preferred share, meaning it has no maturity date, and it carries no voting rights at general meetings. Holders receive a cumulative, variable-rate preferential dividend paid weekly, at an initial rate of 12% per annum on a £100 reference amount per share. “Cumulative” means any dividend the board does not pay accrues and must be settled before ordinary shareholders receive distributions. The board retains the ability to suspend weekly payments.
At the £90 issue price, the 12% rate on £100 equates to a running yield of about 13.3% if the rate is maintained. The shares also carry a liquidation preference that ranks ahead of ordinary shares, and the company holds the right to redeem them.
The first weekly dividend has been set at £0.2301 per share, with an ex-dividend date of October 22, a record date of October 23 and payment expected by November 9, 2026. The company described this as the first weekly dividend paid by a London-listed commercial company.
The shares are being admitted to the non-equity shares and non-voting equity shares category of the Official List maintained by the Financial Conduct Authority (FCA), the UK’s financial services regulator. According to Orrick, which advised financial adviser Strand Hanson, this is the first preferred share IPO into that category under the FCA’s new prospectus regime, which took effect in January 2026.
Road to Listing
Smarter Web first proposed the preferred share class in an RNS announcement on September 11, 2026. Shareholders approved the three required resolutions at a general meeting on September 28, each with more than 99.8% of votes cast in favour.
The FCA approved the prospectus the following day, and the company opened the £15 million to £25 million offer with up to 277,777 preferred shares available. The IPO was conditional on raising at least £10 million, a threshold the final result cleared by £80, based on 111,112 shares at £90 each.
Bitcoin Holdings and Balance Sheet
As of September 30, 2026, Smarter Web held 2,747 BTC at a net average cost of £82,562 per coin, down from 2,878 BTC on June 30. The decline reflects the sale of 177.89 BTC in July to repay its Smarter Convert instrument early, partially offset by 46.89 BTC bought during the quarter. The company reported a BTC Yield of minus 4.35% for the quarter, a metric that tracks the change in Bitcoin held per fully diluted share.
During the same quarter, the company cut borrowings under its Coinbase credit facility from about £20.8 million to £19.0 million and completed a £210 million capital reduction. A capital reduction converts share premium into distributable reserves, which UK companies need to pay dividends lawfully.
Chief Executive Officer Andrew Webley described the £10 million result as being at the lower end of the targeted range in the October 12 announcement, while highlighting the scale of retail participation. In the company’s quarterly update, he said: “We believe it will be the first preferred share of its kind in the UK.”
Analysis: What the Smaller Raise Means
The structure follows a model used in the United States by Strategy, formerly MicroStrategy, whose STRC perpetual preferred stock also pays a variable dividend, set at 12% on a $100 stated amount as of August 2026. Smarter Web’s offering tests whether that income-focused approach can attract capital in the UK market.
Annual dividends at the initial 12% rate would total about £1.33 million on the 111,112 IPO shares, or about £2.53 million across all 211,112 preferred shares. On the lower figure, the £3.85 million reserve allocation would cover roughly 2.9 years of payments before operating cash flow, Bitcoin holdings, or new capital would be needed. These figures assume the rate stays unchanged, which the variable-rate terms do not guarantee.
The £4 million Bitcoin allocation is modest relative to the company’s existing treasury, which cost more than £226 million at its average acquisition price. Investors will now watch MORE’s first weeks of trading against its £90 issue price, the use of the Tennyson ATM facility, and any disclosures of Bitcoin purchases funded by the new proceeds.
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