LQR House Inc.

What they do

LQR House sells spirits, wines and champagnes online through its CWSpirits.com platform, supplied by retail partners such as Country Wine & Spirits, and runs marketing services for alcohol brands including banner ads, email campaigns and influencer marketing. Through subsidiary SWOL Holdings Inc. it develops and markets SWOL Tequila, and through YHC Online Limited it signed joint venture agreements in December 2025 that were all terminated in April 2026. Following the June 1, 2026 acquisition of a 54% controlling interest in Fusion Five Continents Securities Limited, it also operates a New Zealand cross-border securities trading platform with USDT-based funding and settlement.

Revenue drivers

• CWSpirits.com e-commerce — Online marketplace selling spirits, wine and champagne from retail partners, identified in the 10-K as the core U.S. e-commerce business; quarterly revenue has run between roughly $223K and $346K in recent quarters.
• Marketing services — The 10-K describes LQR as a marketing agency focused on the alcohol industry, generating revenue via banner ads on its site, targeted email campaigns and influencer marketing for external brands.
• SWOL Tequila — In-house tequila brand developed and marketed through SWOL Holdings Inc.; an April 2025 supplementary distribution agreement granted Of The Earth Distribution Corp. exclusive rights in Thailand and Greece through June 28, 2029 and in Canada without territorial limitation.
• Financial services (Fusion Five) — Consolidated from June 1, 2026 after LQR acquired 54% of Fusion Five for $67.08M in aggregate closings; the platform enables international clients to trade Hong Kong and U.S. equities with stablecoin deposits.

Recent performance

Total annual revenue fell to $1.6M in 2025 from $2.5M in 2024, after $1.1M in 2023 and $601,131 in 2022. Net losses widened each year, from $1.8M in 2022 and $15.7M in 2023 to $22.8M in 2024 and $25.5M in 2025, with operating cash outflow of $33.8M in 2025. Recent quarterly revenue was $337,288 (Sept 2025), $299,667 (Dec 2025), $222,683 (Mar 2026) and $345,975 (Jun 2026). At June 30, 2026 the balance sheet showed total assets of $140.2M, total liabilities of $50.1M, shareholder equity of $31.3M, long-term debt of $40.0M and only $144,642 in cash and equivalents.

Strategy

Management states it intends to be the full-service digital marketing and brand development face of the alcoholic beverage space and a one-stop alcohol platform, while also developing premium limited-batch spirit brands such as SWOL Tequila. The largest capital commitment is the Fusion Five acquisition: $126,880,000 total consideration in USDT, with 24% bought for $28,080,000 on April 24, 2026 and a further 30% for $39,000,000 on June 1, 2026; the remaining 46% for $59,800,000 requires regulatory approvals and new financing. Prior international ventures were unwound: all four December 2025 YHC Online joint ventures and two Hong Kong distribution/marketing agreements were terminated in April 2026, returning $18,494,000 and $3,279,000 respectively in USDT, which was applied to the Fusion Five consideration. On March 11, 2026 the company signed a $50,273,610 at-the-market sales agreement with A.G.P./Alliance Global Partners at a 3.0% commission, issuing 1,619 shares for $165,999 in net proceeds during the June 2026 quarter, and in March 2026 shareholders approved reincorporation in Delaware and an increase in authorized shares from 350,000,000 to 1,500,000,000.

Risks

• Persistent losses and thin liquidity — Net losses widened to $25.5M in 2025 with $33.8M of operating cash outflow, leaving only $144,642 of cash at June 30, 2026 against $50.1M of total liabilities.
• Unfunded acquisition obligations — The remaining 46% of Fusion Five requires $59,800,000, and the company states it expects to need additional financing and that failure to secure it could delay or prevent the remaining closings.
• CEO regulatory review — The 10-K discloses that CEO Sean Dollinger has been subject of a not-formally-concluded British Columbia Securities Commission compliance review relating to the sale of a subsidiary by Namaste Technologies, where he was CEO.
• Sector and pivot uncertainty — Revenue declined from $2.5M in 2024 to $1.6M in 2025 in the beverage business, while the company has newly entered financial services through Fusion Five and terminated its 2025 Hong Kong joint ventures and distribution agreements.

Outlook

Management expects to require additional financing to fund the remaining Fusion Five closings for $59,800,000 of shares, subject to required regulatory approvals, and cautions that failure to secure it could delay or prevent those closings. It characterizes the Fusion Five acquisition as a significant use of capital that could affect its ability to meet other operational needs. The company also continues to describe ambitions to integrate supply, sales and marketing for alcohol into a single platform and to grow SWOL Tequila and marketing services.