STOCK TITAN

LQR House (NASDAQ: YHC) sells over 76M new shares in ATM offering moves

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

LQR House Inc. disclosed significant common stock sales under its Sales Agreement with A.G.P./Alliance Global Partners. On June 30, 2026, the company sold 57,100,000 shares of common stock at $0.1063 per share, generating aggregate gross proceeds of approximately $6.07 million before commissions and expenses.

On July 1, 2026, LQR House sold an additional 19,250,000 shares at $0.0539 per share, for aggregate gross proceeds of approximately $1.04 million, also before commissions and other offering expenses. Shares outstanding rose from 21,533,546 immediately before these sales to 97,883,546 as of July 1, 2026, meaning existing holders now share the business with a much larger shareholder base.

Positive

  • Approximately $7.11 million gross capital inflow: The company raised about $6.07 million and $1.04 million in gross proceeds across two consecutive days, strengthening its cash position before deducting sales agent commissions and other offering expenses.

Negative

  • Very large increase in shares outstanding: Common shares outstanding jumped from 21,533,546 immediately before the transactions to 97,883,546 as of July 1, 2026, a major dilution event for existing shareholders.

Insights

LQR House raised cash through large ATM share issuances that materially diluted existing holders.

LQR House used its Sales Agreement with A.G.P./Alliance Global Partners to raise equity capital in two rapid transactions. It sold 57,100,000 shares at $0.1063 per share on June 30, 2026 and 19,250,000 shares at $0.0539 per share on July 1, 2026, for approximate gross proceeds of $6.07 million and $1.04 million respectively, before commissions and other offering costs.

The company’s common shares outstanding increased from 21,533,546 immediately prior to these sales to 97,883,546 as of July 1, 2026. This represents a substantial expansion of the share count, which generally spreads any future earnings or asset value across many more shares. The economic effect for current investors depends on how effectively the new capital is deployed versus the dilution.

Because the transactions were executed under an existing at-the-market equity program and rely on an effective registration statement, they provide flexibility to tap the market as needed. Subsequent filings and financial reports will show how the additional capital impacts liquidity, growth initiatives, and per-share metrics over future reporting periods.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
First ATM sale size 57,100,000 shares Common stock sold on June 30, 2026 under Sales Agreement
First ATM sale price $0.1063 per share Pricing for 57,100,000 shares on June 30, 2026
First sale gross proceeds approximately $6.07 million Gross proceeds before commissions and expenses on June 30, 2026
Second ATM sale size 19,250,000 shares Common stock sold on July 1, 2026 under Sales Agreement
Second ATM sale price $0.0539 per share Pricing for 19,250,000 shares on July 1, 2026
Second sale gross proceeds approximately $1.04 million Gross proceeds before commissions and expenses on July 1, 2026
Shares outstanding before sales 21,533,546 shares Common shares outstanding immediately prior to the sales
Shares outstanding after sales 97,883,546 shares Common shares outstanding as of July 1, 2026 after sales
Sales Agreement financial
"the Company entered into a Sales Agreement with A.G.P./Alliance Global Partners, as sales agent"
A sales agreement is a written contract that sets out the terms for selling goods, services, or assets, specifying price, delivery, payment schedule and responsibilities of each side. For investors it matters because it creates a predictable stream of revenue or cash obligations, clarifies timing and risk, and can change a company’s value or forecasts much like a signed order turns a customer’s verbal intent into a firm commitment.
emerging growth company regulatory
"Emerging growth company Item 8.01 Other Events."
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
registration statement regulatory
"offer and sell shares of its common stock ... under an effective registration statement"
A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.
gross proceeds financial
"resulting in aggregate gross proceeds of approximately $6.07 million"
The total amount of cash a company receives from a financing event or sale before any fees, expenses, taxes or deductions are taken out. Investors watch gross proceeds because it shows the raw scale of new capital being raised—think of it as the paycheck amount before withholdings—which helps assess how much funding is available for operations, growth, debt payoff or how much shareholder dilution might occur once costs are removed.
offering expenses financial
"before deducting commissions payable to the sales agent and other offering expenses payable by the Company"
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Learn about SEC filing dates
false 0001843165 0001843165 2026-06-30 2026-06-30 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): June 30, 2026

 

LQR HOUSE INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-41778   86-1604197

(State or other jurisdiction
of incorporation)

  (Commission File Number)  

(I.R.S. Employer
Identification Number)

 

6538 Collins Ave. Suite 344

Miami Beach, Florida

  33141
(Address of principal executive offices)   (Zip Code)

 

(786) 389-9771

(Registrant’s telephone number, including area code)

 

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, $0.0001 par value per share   YHC   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 

 

Item 8.01 Other Events.

 

As previously disclosed in the Current Reports on Form 8-K of LQR House Inc. (the “Company”) filed with the Securities and Exchange Commission on March 12, as amended by the 8-K/A filed on March 12, 2026, the Company entered into a Sales Agreement with A.G.P./Alliance Global Partners, as sales agent (the “Sales Agreement”), pursuant to which the Company may, from time to time, offer and sell shares of its common stock, par value $0.0001 per share (the “Common Stock”), under an effective registration statement.

 

On June 30, 2026, the Company sold an aggregate of 57,100,000 shares of Common Stock pursuant to the Sales Agreement at a price of $0.1063 per share, resulting in aggregate gross proceeds of approximately $6.07 million. On July 1, 2026, the Company sold an aggregate of 19,250,000 shares of Common Stock pursuant to the Sales Agreement at a price of $0.0539 per share, resulting in aggregate gross proceeds of approximately $1.04 million. In each case, the gross proceeds are stated before deducting commissions payable to the sales agent and other offering expenses payable by the Company.

 

Immediately prior to the sales, the Company had 21,533,546 shares of Common Stock outstanding. Immediately following the sales, on July 1, 2026, the Company had 97,883,546 shares of Common Stock outstanding.

  

1

 

 

 SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  LQR HOUSE INC.
     
Dated: July 2, 2026 By: /s/ Sean Dollinger
  Name:  Sean Dollinger
  Title: Chief Executive Officer

 

2

 

FAQ

What equity transactions did LQR House (YHC) disclose in this 8-K?

LQR House disclosed two common stock sales under its Sales Agreement. It sold 57,100,000 shares at $0.1063 per share on June 30, 2026 and 19,250,000 shares at $0.0539 per share on July 1, 2026, both under an effective registration statement.

How much cash did LQR House (YHC) raise from these stock sales?

The company raised aggregate gross proceeds of approximately $6.07 million on June 30, 2026 and approximately $1.04 million on July 1, 2026. These amounts are before deducting commissions payable to the sales agent and other offering expenses owed by the company.

What were the share prices in LQR House’s (YHC) recent ATM sales?

LQR House sold common stock at $0.1063 per share for the 57,100,000 shares issued on June 30, 2026. It then sold 19,250,000 shares at $0.0539 per share on July 1, 2026, both pursuant to its Sales Agreement with A.G.P./Alliance Global Partners.

How did LQR House’s (YHC) share count change after these transactions?

Immediately before the transactions, LQR House had 21,533,546 common shares outstanding. After completing the June 30 and July 1, 2026 sales, shares outstanding increased to 97,883,546, reflecting a substantial enlargement of the company’s equity base.

What agreement enabled LQR House (YHC) to sell these shares?

The sales were made under a Sales Agreement with A.G.P./Alliance Global Partners acting as sales agent. This agreement allows LQR House to offer and sell common stock from time to time under an effective registration statement filed with the Securities and Exchange Commission.

Are the reported proceeds to LQR House (YHC) net of fees and expenses?

No. Both the approximately $6.07 million and $1.04 million figures are aggregate gross proceeds. They are stated before deducting commissions payable to the sales agent and before other offering expenses that the company is responsible for paying.

Filing Exhibits & Attachments

3 documents