LQWD Announces Non-Brokered Private Placement

Rhea-AI Summary

LQWD Technologies (OTCQX:LQWDF) has announced a non-brokered private placement to raise up to C$2,000,000 through the issuance of 1,333,333 units at C$1.50 per unit. Each unit includes one common share and one warrant exercisable at C$2.00 per share within 12 months.

The company has an acceleration clause if the stock trades at or above C$2.50 for 10 consecutive trading days. The proceeds will be used for Bitcoin purchases to be deployed on the Lightning Network for yield generation. The placement includes participation from existing shareholders, directors, and management, subject to TSXV approval.

Positive

• None.

Negative

• Potential dilution from issuance of 1,333,333 new units
• Additional dilution possible from warrant exercise
• 4-month hold period restricts immediate trading

Vancouver, British Columbia--(Newsfile Corp. - September 12, 2025) - LQWD Technologies Corp. (TSXV: LQWD) (OTCQX: LQWDF) ("LQWD" or the "Company"), announces that it intends to complete a non-brokered private placement of up to 1,333,333 units of the Company ("Units") at a price of C$1.50 per Unit for aggregate gross proceeds of up to C$2,000,000 (the "Private Placement").

Each Unit will consist of one common share of the Company and one common share purchase warrant. Each warrant is exercisable into one common share at an exercise price of C$2.00 per share at any time up to 12 months following the closing date of the private placement. The shares and warrants from the Private Placement are subject to a 4 month hold period before becoming free trading.

If the volume weighted average trading price of the common shares on the TSX Venture Exchange ("TSXV") is equal to or greater than C$2.50 for a period of 10 consecutive trading days, the Company will have the right to accelerate the expiry date of the warrants by giving written notice that the warrants will expire on the date that is not less than 10 days from the date notice is provided by the Company to the warrant holder.

The net proceeds from the Private Placement will be used for additional Bitcoin purchases, which the Company intends to deploy on the Lightning Network to generate yield and strengthen its ongoing treasury strategy.

Completion of the Private Placement is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory approvals, including acceptance of the TSXV. It is anticipated that existing shareholders, directors, and management will be participating in this placement. In connection with the Private Placement, the Company may pay a finder's fee on the applicable portion of the Private Placement.

About LQWD Technologies Corp.

LQWD is a Canadian-domiciled public company with offices in Vancouver, Canada, and Lugano, Switzerland. The Company is audited and publicly traded on the TSXV under the symbol LQWD, and on the OTCQX Market in the United States under the symbol LQWDF.

The Company is advancing Bitcoin adoption through the Lightning Network, a second-layer solution that enables instant, low-cost transactions at scale. As one of the first public companies dedicated to Lightning infrastructure, LQWD operates a network of enterprise-grade nodes designed to earn transaction fees and support network liquidity.

With a strategic Bitcoin treasury and infrastructure positioned for scalability, LQWD offers investors unique exposure to both the long-term appreciation of Bitcoin and the emerging revenue potential of Lightning-based payment technology.

For more information, please visit LQWD's website and connect with the Company's Lightning Network nodes in real time.

For further information:

Ashley Garnot, President/Director
Phone: 1.604.669.0912
Email: ashley@lqwdtech.com
Website: www.lqwdtech.com
X: @LQWDTech

Forward-Looking Statements

This release contains "forward-looking information" within the meaning of applicable securities laws relating to the Company's business plans and the outlook of the Company's industry. Although the Company believes, considering the experience of its officers and directors, current conditions and expected future developments and other factors that have been considered appropriate, that the expectations reflected in this forward-looking information are reasonable, undue reliance should not be placed on them because the Company can give no assurance that they will prove to be correct. Actual results and developments may differ materially from those contemplated by these statements. The statements in this press release are made as of the date of this release and the Company assumes no responsibility to update them or revise them to reflect new events or circumstances other than as required by applicable securities laws.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This release shall not constitute an offer to sell or the solicitation of an offer to buy the Units, nor shall there be any sale of the Units in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. The Units being offered will not be, and have not been, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, a U.S. person.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/266213

FAQ

What is the size and price of LQWDF's private placement announced on September 12, 2025?

LQWD Technologies announced a private placement of up to 1,333,333 units at C$1.50 per unit, aiming to raise up to C$2,000,000.

How will LQWD Technologies use the proceeds from the private placement?

The proceeds will be used for Bitcoin purchases which will be deployed on the Lightning Network to generate yield and strengthen the company's treasury strategy.

What are the terms of the warrants in LQWD's private placement?

Each warrant is exercisable at C$2.00 per share for up to 12 months after closing, with an acceleration clause if shares trade at or above C$2.50 for 10 consecutive trading days.

Who is participating in LQWD Technologies' private placement?

The private placement includes participation from existing shareholders, directors, and management, subject to TSXV approval.

What is the hold period for LQWDF's private placement shares?

The shares and warrants from the private placement are subject to a 4-month hold period before becoming free trading.