RE: Placings and Warrants10 Mar 2026 16:48
@ IFA
This is the issue. TOBAM paid Fiat Currency for the loan. Yes the money was used to buy BTC at the time but redemption value not simply a case of the bitcoin inventory being used as collateral, the loan was pegged at the fiat investment value of £15,803,762.67 less 2% for “admin costs”. This gave TOBAM a risk free investment. The way I see it the agreement entitles TOBAM to request the value of the loan back in Fiat less 2%. This leaves SWC on tue hook for both the $50k per coin value depreciation and the FX given Sterling had weakened against the dollar. Short of refinancing SWC would have to sell additional BTC to cover the shortfall.
“ liquidity issues are likely to have a particularly negative impact on the group if they occur at a time that the smarter convert notes are due for settlement. Although the amount of Fiat currency the group is required to pay under these notes is closely tied to the value at the time of repayment of bitcoin purchased using the funds from the notes if the bitcoin market experiences liquidity issues at the time of repayment this will limit the group’s ability to sell the acquired bitcoin to repay the relevant notes if the lender has asked for repayment in fiat currency. In this instance the company would need to use its other cash resource to repay the smart converter note or refinance the smart to convert notes if the group we’re not able to do this, the company may be subject to enforcement proceedings which may lead to the winding up the company unless the company is able to repay the smart notes. The commencement of any such action would like to lead to a significant decrease in the value of the ordinary shares and ultimately the listing of the ordinary shares if winding up is proceeded”