Overview
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- TickerYHC on Nasdaq1
- IndustryBeverages1
- HeadquartersMiami Beach, Florida1
- Incorporated inDE2
- Business address6538 Collins Ave Suite 344, Miami Beach, Fl 331412
- Filer categoryNon-accelerated filer, Smaller reporting company, Emerging growth company2
- Legal formCorporation
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LQR House Inc., a Nevada corporation. On March 2, 2026, we reincorporated in the State of Delaware through a statutory conversion. The Company conducts its operations through three wholly-owned subsidiaries:3 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
What sells
Revenue by product, business segment and region, as the company reports it to the SEC.
Products and services
CWSPlatform brought in 80% of the revenue LQR House Inc. broke down this way in fiscal 2025.
Products and services by year
| Products and services | 2024 | 2025 |
|---|---|---|
| CWSPlatform | $2.3M | $1.3M |
| SWOLProduct Sales | $40.4K | $200.6K |
| Marketing | $73.5K | $65.0K |
| Vault | $44.5K | $47.6K |
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Cost of revenue89¢$1.4M
- Other costs11¢$169.3K
Out of $1.6M in revenue.4 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.4
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Total revenues | $1.6M | $2.5M |
| Total cost of revenue | $1.4M | $2.8M |
| Gross profit (loss) | $169.3K | -$313.2K |
| General and administrative | $11.0M | $14.6M |
| Sales and marketing | $643.6K | $3.6M |
| Total operating expenses | $11.6M | $18.2M |
| Loss from operations | -$11.4M | -$18.5M |
| Impairment of investment | -$1.1M | -$4.5M |
| Legal settlement expense | -$13.0M | |
| Gain on sale of marketable securities | $5.7K | |
| Other income | $33.5K | $227.5K |
| Total other expenses, net | -$14.1M | -$4.3M |
| Net loss | -$25.5M | -$22.8M |
| Weighted average common shares outstanding - basic (in Shares) | 7.3M shares | 157.7K shares |
| Weighted average common shares outstanding - diluted (in Shares) | 7.3M shares | 157.7K shares |
| Net loss per common share - basic (in Dollars per share) | -$3.51 | -$144.33 |
| Net loss per common share - diluted (in Dollars per share) | -$3.51 | -$144.33 |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 3 fiscal years (annual) or 3 quarters (quarterly), latest first.4
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash and cash equivalents | $6.0M | $5.4M | $7.1M |
| Accounts receivable, net | $23.9K | $28.0K | |
| Advance for investment in joint venture | $3.8M | ||
| Advance payment to distributor | $3.3M | ||
| Prepaid expenses | $276.2K | $240.7K | |
| Security deposit | $19.4K | ||
| Total current assets | $16.0M | $5.8M | |
| Property and equipment, net | $312.2K | ||
| Right of use asset | $51.7K | ||
| Deferred offering costs | $203.9K | ||
| Intangible assets, net | $10.0K | ||
| Investment in joint ventures | $14.7M | ||
| Investment, at cost | $1.1M | ||
| Total assets | $31.2M | $6.9M | |
| Accounts payable | $76.5K | $530.6K | |
| Accrued and other payables | $982.7K | $927.7K | |
| Accrued and other payables, related party | $761.0K | $6.0M | |
| Contract liabilities | $10.4K | ||
| Lease liability | $21.4K | ||
| Total current liabilities | $1.9M | $7.5M | |
| Lease liability, non-current | $41.0K | ||
| Total liabilities | $1.9M | $7.5M | |
| Common stock, $0.0001 par value, 350,000,000 shares authorized, 21,371,656 and 21,366,209 shares issued and outstanding as of December 31, 2025 and 435,788 and 430,341 shares issued and outstanding as of December 31, 2024, respectively | $2.1K | $44 | |
| Additional paid-in capital | $97.7M | $42.3M | |
| Treasury stock, at cost (5,447 shares) | -$547.4K | -$547.4K | |
| Accumulated deficit | -$67.8M | -$42.3M | |
| Total stockholders equity (deficit) | $29.3M | -$518.0K | $14.6M |
| Total liabilities and stockholders equity (deficit) | $31.2M | $6.9M | |
| Common stock, par value (in Dollars per share) | $0.00 | $0.00 | |
| Common stock, shares authorized (in Shares) | 350.0M shares | 350.0M shares | |
| Common stock, shares issued (in Shares) | 21.4M shares | 435.8K shares | |
| Common stock, shares outstanding (in Shares) | 21.4M shares | 430.3K shares | |
| Treasury stock, at cost (in Shares) | 5.4K shares | 5.4K shares |
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash and cash equivalents | $6.0M | $5.4M | $7.1M |
| Accounts receivable, net | $23.9K | $28.0K | |
| Advance for investment in joint venture | $3.8M | ||
| Advance payment to distributor | $3.3M | ||
| Prepaid expenses | $276.2K | $240.7K | |
| Security deposit | $19.4K | ||
| Total current assets | $16.0M | $5.8M | |
| Property and equipment, net | $312.2K | ||
| Right of use asset | $51.7K | ||
| Deferred offering costs | $203.9K | ||
| Intangible assets, net | $10.0K | ||
| Investment in joint ventures | $14.7M | ||
| Investment, at cost | $1.1M | ||
| Total assets | $31.2M | $6.9M | |
| Accounts payable | $76.5K | $530.6K | |
| Accrued and other payables | $982.7K | $927.7K | |
| Accrued and other payables, related party | $761.0K | $6.0M | |
| Contract liabilities | $10.4K | ||
| Lease liability | $21.4K | ||
| Total current liabilities | $1.9M | $7.5M | |
| Lease liability, non-current | $41.0K | ||
| Total liabilities | $1.9M | $7.5M | |
| Common stock, $0.0001 par value, 350,000,000 shares authorized, 21,371,656 and 21,366,209 shares issued and outstanding as of December 31, 2025 and 435,788 and 430,341 shares issued and outstanding as of December 31, 2024, respectively | $2.1K | $44 | |
| Additional paid-in capital | $97.7M | $42.3M | |
| Treasury stock, at cost (5,447 shares) | -$547.4K | -$547.4K | |
| Accumulated deficit | -$67.8M | -$42.3M | |
| Total stockholders equity (deficit) | $29.3M | -$518.0K | $14.6M |
| Total liabilities and stockholders equity (deficit) | $31.2M | $6.9M | |
| Common stock, par value (in Dollars per share) | $0.00 | $0.00 | |
| Common stock, shares authorized (in Shares) | 350.0M shares | 350.0M shares | |
| Common stock, shares issued (in Shares) | 21.4M shares | 435.8K shares | |
| Common stock, shares outstanding (in Shares) | 21.4M shares | 430.3K shares | |
| Treasury stock, at cost (in Shares) | 5.4K shares | 5.4K shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.4
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net loss | -$25.5M | -$22.8M |
| Amortization of right-of-use asset | $7.6K | |
| Bad debts | $64.5K | |
| Provision for expected credit losses | $67.9K | |
| Depreciation | $28.4K | |
| Write off of advances to related party | $177.3K | |
| Impairment of investment | $1.1M | $4.5M |
| Gain on sale of marketable securities | -$5.7K | |
| Share based compensation | $1.9M | $2.5M |
| Accounts receivable | -$60.4K | -$28.0K |
| Accounts receivable, related parties | -$150.7K | $23.0K |
| Advance payment to distributor | -$3.3M | |
| Prepaid expenses | -$35.4K | $1.9M |
| Due from related party | -$2.4M | |
| Accounts payable | -$454.1K | $265.4K |
| Accounts payable, related parties | -$21.2K | -$37.4K |
| Accrued and other payables | $61.8K | $789.1K |
| Accrued and other payables, related party | -$5.2M | $6.0M |
| Contract liabilities | $10.4K | |
| Security deposit | -$19.4K | |
| Lease liability, net | $3.2K | -$1.5K |
| Net cash used in operating activities | -$33.8M | -$6.6M |
| Purchase of property and equipment | -$340.5K | |
| Advance for investment in joint venture | -$3.8M | |
| Payment for investment in joint ventures | -$14.7M | |
| Purchases of marketable securities | -$7.8M | |
| Sales of marketable securities | $7.8M | |
| Return of deposits in escrow | $670.0K | |
| Net cash (used in) provided by investing activities | -$18.8M | $675.7K |
| Payment of deferred offering costs | -$89.0K | |
| Issuance of common stock pursuant to exercise of warrants | $4.1M | |
| Issuance of common stock pursuant to registered direct offerings | $6.1M | $1.5M |
| Issuance of common stock pursuant to ATM | $43.2M | |
| Issuance of common stock pursuant to private placement | $3.4M | |
| Offering costs | -$80.5K | |
| Repurchase and buyback of common stock | -$547.4K | |
| Net cash provided by financing activities | $53.2M | $4.3M |
| Net change in cash and cash equivalents | $588.6K | -$1.7M |
| Issuance of common stock for accrued and other payables | $111.0K | |
| Deferred offering costs included in accrued expenses and other payables | $115.0K | |
| Operating lease liabilities arising from obtaining right-of-use assets | $51.7K | |
| Common stock issued for investment | $817.5K | |
| Reclassification of deposit in escrow to investment | $4.8M |
No quarter-by-quarter statement was filed.
Corporate structure
LQR House Inc. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of LQR House Inc.
- Yilin Lu Filed SCHEDULE 13D on LQR House Inc., latest Dec 19, 2025
- Diveroli Investment Group LLC Filed SCHEDULE 13D/A on LQR House Inc., latest Nov 19, 2025 (3 filings since Jul 18, 2025)
- Robert Leshner Filed SCHEDULE 13D/A on LQR House Inc., latest Jul 17, 2025 (3 filings since Jul 7, 2025)
- 1173727 BC LTD. Filed SCHEDULE 13G/A on LQR House Inc., latest Jun 6, 2025 (2 filings since Oct 25, 2023)
- Wilson Su Filed SCHEDULE 13G/A on LQR House Inc., latest Jan 27, 2025 (3 filings since Oct 24, 2023)
- David E. Lazar Filed SC 13D/A on LQR House Inc., latest Nov 25, 2024 (2 filings since Oct 21, 2024)
- Sean Dollinger Filed SC 13G on LQR House Inc., latest Feb 14, 2024
- 1226053 BC LTD Filed SC 13G on LQR House Inc., latest Oct 24, 2023
- 1295441 BC LTD Filed SC 13G on LQR House Inc., latest Oct 24, 2023
- LQR House Inc. Miami Beach, Florida
Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What LQR House Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Property and equipment, before depreciation | $340.5K4 Dec 31, 2025 | ||
| Accumulated depreciation | $28.4K4 Dec 31, 2025 | $04 Dec 31, 2024 | |
| Property and equipment, net | $312.2K4 Dec 31, 2025 | ||
| Operating-lease assets (leased space) | $51.7K4 Dec 31, 2025 | $8.4K6 Dec 31, 2023 | +514.7% |
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $5.4M6 Dec 31, 2024 | $7.1M6 Dec 31, 2023 | −23.7% |
| Stakes in other companies (equity method) | $18.5M4 Dec 31, 2025 |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Intangible assets, net (excluding goodwill) | $10.0K4 Dec 31, 2024 | $10.0K6 Dec 31, 2023 | 0% |
Properties, in its own words
We do not own any real property. We do not lease any real property or physical office space. We maintain a mailing address at 6538 Collins Ave. Suite 344, Miami Beach, Florida 33141, which serves as the mailing address for both LQR House Inc. and its wholly-owned subsidiary SWOL Holdings Inc.
We also maintain a mailing address in North Carolina at 5306 Six Forks Rd Ste 107 PMB1290 Raleigh, NC 27609, which is used for correspondence and administrative purposes.
The rest of Item 2
We are a remote-first company, meaning that our employees, consultants and contactors work remotely. Substantially all of our executive team meetings are held virtually, with meetings occasionally held in-person at locations that are not our offices. We hold all of our stockholder meetings virtually. As a result of this strategy, we do not maintain corporate headquarters or principal executive offices. We believe this arrangement is presently adequate to meet the Company’s operational needs.
Item 2 of the 10-K filed Apr 15, 2026.3
Leadership
Who has led LQR House Inc., and when. Pick a name to see everywhere that person has worked.
Chief executive
Chief financial officer
- Chief executive officerSean Dollinger Aug 14, 2023 to now9
- PresidentYilin Lu Dec 19, 2025 to now10
- PresidentDavid E. Lazar Oct 21, 2024 to Dec 19, 202511
- Chief financial officerKumar Abhishek Aug 14, 2023 to Aug 14, 202312
Board members and other officers (13)
- Chief Marketing OfficerJaclyn Hoffman Aug 14, 2023 to Aug 14, 202313
- Board memberJatinder Dhaliwal Apr 11, 2024 to now14
- Board memberDavid E. Lazar Oct 21, 2024 to now11
- Board memberAvraham Ben-Tzvi Oct 23, 2024 to now15
- Board memberHong Chun Yeung Dec 30, 2024 to now16
- Board memberLijun Chen Dec 30, 2024 to now17
- Board memberYilin Lu Dec 30, 2024 to now18
- Board memberAlexandra Hoffman Aug 14, 2023 to now19
- Board memberDarren Collins Aug 14, 2023 to Aug 14, 202320
- Board memberGuy Dollinger Aug 14, 2023 to Aug 14, 202321
- Board memberJames C. Huber Aug 14, 2023 to Aug 14, 202322
- Board memberSean Dollinger Aug 14, 2023 to now9
- Board memberGary L. Herman Aug 30, 2023 to Aug 30, 202323
Named in SEC Form D filings
People the company listed in its private-offering notices.
Timeline
- Aug 10, 20268-K Completed an acquisition or sale26
- Jul 15, 20268-K Bylaws or fiscal year changed; Regulation FD disclosure27
- Jul 2, 20268-K Other events28
- Jun 30, 20268-K Regulation FD disclosure29
- Jun 4, 20268-K Executive or director change30
- Jun 2, 20268-K Entered a material agreement; Regulation FD disclosure31
- May 22, 20268-K Entered a material agreement; New debt or obligation32
- May 18, 20268-K Executive or director change33
- Apr 15, 20268-K Entered a material agreement; Executive or director change34
- Mar 12, 20268-K Entered a material agreement35
- Mar 12, 20268-K Financial statements and exhibits36
- Mar 6, 20268-K Change to shareholders' rights; Bylaws or fiscal year changed; Shareholder vote37
- Aug 14, 2023New chief executive Sean Dollinger becomes CEO9
Calendar
Coming up
- Nov 13, 2026Reports results for the quarter ending Sep/202638
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
227 filings to the SEC since October 2021: 3 annual reports, 11 quarterly reports, 50 major events, 50 insider forms, 17 large holders, 4 private raises, 92 other. The latest 20:
- Aug 19, 202610-Q QUARTERLY REPORT EDGAR
- Aug 17, 2026NT 10-Q NOTIFICATION OF LATE FILING EDGAR
- Aug 10, 20268-K/A AMENDMENT NO. 1 TO FORM 8-K EDGAR
- Jul 15, 20268-K CURRENT REPORT EDGAR
- Jul 2, 20268-K CURRENT REPORT EDGAR
- Jun 30, 20268-K CURRENT REPORT EDGAR
- Jun 4, 20268-K CURRENT REPORT EDGAR
- Jun 2, 20268-K CURRENT REPORT EDGAR
- May 22, 20268-K CURRENT REPORT EDGAR
- May 18, 20268-K CURRENT REPORT EDGAR
- May 15, 202610-Q QUARTERLY REPORT EDGAR
- Apr 15, 202610-K ANNUAL REPORT EDGAR
- Apr 15, 20268-K CURRENT REPORT EDGAR
- Mar 31, 2026NT 10-K NOTIFICATION OF LATE FILING EDGAR
- Mar 12, 20268-K/A AMENDMENT NO. 1 TO FORM 8-K EDGAR
- Mar 12, 2026424B5 PROSPECTUS SUPPLEMENT EDGAR
- Mar 12, 20268-K CURRENT REPORT EDGAR
- Mar 6, 20268-K CURRENT REPORT EDGAR
- Feb 23, 20268-K CURRENT REPORT EDGAR
- Jan 28, 2026DEF 14A PROXY STATEMENT EDGAR
The 227 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
10 open-market trades by officers, directors and large owners since October 2021: 7 buys and 3 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Dec 17, 2025 | Lu YilinPresident | Buy | 2,000,000 | $0.90 | $1.8M | Form 4 |
| Jul 17, 2025 | Lambeth George Patrick10% owner | Sale | 180,000 | $3.04 | $547.2K | Form 4 |
| Nov 26, 2024 | Hoffman AlexandraDirector | Buy | 8,000 | $1.02 | $8.1K | Form 4 |
| Nov 26, 2024 | Dollinger SeanCHIEF EXECUTIVE OFFICER | Buy | 28,700 | $1.04 | $29.8K | Form 4 |
| Nov 25, 2024 | Lazar David E.President | Sale | 280,000 | Form 4 | ||
| Nov 21, 2024 | Lazar David E.President | Sale | 821,818 | Form 4 | ||
| Dec 20, 2023 | Dollinger SeanCHIEF EXECUTIVE OFFICER | Buy | 23,100 | $4.61 | $106.4K | Form 4 |
| Dec 20, 2023 | Dollinger SeanCHIEF EXECUTIVE OFFICER | Buy | 23,100 | $4.61 | $106.4K | Form 4 |
| Nov 21, 2023 | Dollinger SeanCHIEF EXECUTIVE OFFICER | Buy | 753,064 | $0.08 | $61.2K | Form 4 |
| Aug 23, 2023 | Dollinger SeanCHIEF EXECUTIVE OFFICER | Buy | 86,400 | $1.16 | $100.3K | Form 4 |
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- Yilin LuSCHEDULE 13D, 1 filing Dec 19, 202539
- Diveroli Investment Group LLCSCHEDULE 13D/A, 3 filings Jul 18, 2025 to Nov 19, 202540
- Robert LeshnerSCHEDULE 13D/A, 3 filings Jul 7, 2025 to Jul 17, 202541
- 1173727 BC LTD.SCHEDULE 13G/A, 2 filings Oct 25, 2023 to Jun 6, 202542
- Wilson SuSCHEDULE 13G/A, 3 filings Oct 24, 2023 to Jan 27, 202543
- David E. LazarSC 13D/A, 2 filings Oct 21, 2024 to Nov 25, 202444
- Sean DollingerSC 13G, 1 filing Feb 14, 202445
- 1226053 BC LTDSC 13G, 1 filing Oct 24, 202346
- 1295441 BC LTDSC 13G, 1 filing Oct 24, 202347
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2024 | Sean Dollinger, | 46 | $586.7K | $1.6M48 |
| 2024 | Kumar Abhishek, | 49 | $73.3K | $623.3K48 |
| 2024 | Jaclyn Hoffman, | 36 | $99.6K | $384.6K48 |
| 2023 | Chief Executive Officer | $337.6K | $5.4M48 | |
| 2023 | Chief Financial Officer | $88.6K | $113.6K48 | |
| 2023 | Chief Marketing Officer | $64.1K48 |
Funding
Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.
- Private raises (Form D) $4.9M
Figures by year
| Year | Private raises (Form D) | Total |
|---|---|---|
| 2024 | $3.0M | $3.0M |
| 2023 | $1.9M | $1.9M |
| 2021 | $50.0K | $50.0K |
Private raises
Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.
- Oct 15, 2024Raised $3 million in a private offering of equity25 Form D: $22.8 million offered in all Form D
- Jun 1, 2023Raised $350,000 in a private offering of equity49 Form D: 2 investors so far Form D
- Jun 1, 2023Raised $1.5 million in a private offering of equity50 Form D: 3 investors so far Form D
- Apr 26, 2021Raised $50,000 in a private offering of equity24 Form D: 2 investors so far Form D
SEC filer profile
How LQR House Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARLQR House Inc.1
- CIK0001843165
- Employer ID (EIN)86-16041973
- Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company3
- Incorporated inDelaware3
- Fiscal year endsDecember 311
- Industry code (SIC)2080 Beverages1
- SEC reviewing officeOffice of Manufacturing, Division of Corporation Finance1
- Business address6538 Collins Ave Suite 344, Miami Beach, FL 331411
- Phone(786) 389-97711
- Shares outstanding1,303,857 as of Aug 19, 20268
- Public float$4.5M as of Jun 30, 20253
- AuditorEnrome LLP, Singapore PCAOB ID 6907; no auditor attestation of internal control over financial reporting3
- On EDGAR sinceJan 29, 20211
- Filings230 in all: 8-K (47), 4 (29), CORRESP (23), 3 (20), UPLOAD (11), 10-Q (10), D (7), 424B5 (6)1
All 46 form types
EFFECT (6), SC 13G (5), 424B3 (4), S-1/A (4), 10-K (3), 424B4 (3), 8-K/A (3), DEF 14A (3), DRS (3), PRE 14A (3), S-1 (3), S-3 (3), SCHEDULE 13D (3), SCHEDULE 13D/A (3), 253G2 (2), NT 10-Q (2), SCHEDULE 13G (2), SCHEDULE 13G/A (2), 1-A (1), 1-A-W (1), 1-A/A (1), 1-Z (1), 10-Q/A (1), 4/A (1), 8-A12B (1), CERT (1), DEF 14C (1), DEFA14A (1), DEFR14A (1), DRS/A (1), DRSLTR (1), NT 10-K (1), PRE 14C (1), QUALIF (1), S-1MEF (1), S-8 (1), SC 13D (1), SC 13D/A (1)
- Latest filingsAnnual report (10-K) Apr 15, 2026
Quarterly report (10-Q) Aug 19, 2026
Proxy statement (DEF 14A) Jan 28, 2026
Latest 8-K (8-K) Jul 15, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock, $0.0001 par value per share | YHC | The Nasdaq Stock Market LLC |
From the cover page of the 10-K filed Apr 15, 2026 (Section 12(b) of the Exchange Act).3
Risk factors and legal proceedings
The risks LQR House Inc. names in Item 1A of its 10-K filed Apr 15, 2026: 57 risks under these headings, as written.3
- Risks Related to Our Business and Industry
- Our Chief Executive Officer, Sean Dollinger, has been the subject of a compliance review that was initiated by the British Columbia Securities Commission, and has not formally been concluded, in connection with the sale of a subsidiary by Namaste Technologies Inc. when Mr. Dollinger was the Chief Executive Officer there, and if the British Columbia Securities Commission or any other regulatory agency takes additional action against Mr. Dollinger, our business could be materially adversely affected.
- Our Chief Executive Officer is, and may in the future become, affiliated with entities engaged in business activities similar to those that could be conducted by us and, accordingly, may in the future have conflicts of interest in allocating his time and determining to which entity a particular business opportunity should be presented.
- Our business, revenue, and operations are highly dependent on our relationship with CWS, and any disruption in that relationship could materially adversely affect our business.
- We have a limited operating track record for certain aspects of our business, which may make it difficult to evaluate our growth prospects
- Our independent registered public accounting firm has expressed substantial doubt about our ability to continue as a going concern, and we will require additional capital to sustain our operations.
- The Company may need to raise additional capital to support its operations.
- The Company may incur significant losses, and there can be no assurance that the Company will ever become a profitable business.
- The Company’s future revenue and operating results are unpredictable and may fluctuate significantly.
- We rely on a limited number of suppliers, or, in some cases, a sole supplier, and may not be able to find replacements or immediately transition to alternative suppliers.
- If demand for our products and services does not develop as expected our projected revenues and profits will be affected.
- If we fail to acquire and retain new customers, or fail to do so in a cost-effective manner, we may be unable to increase net revenues, improve margins and achieve profitability.
The other 46 risks
- We rely on other third parties to provide services essential to the success of our business.
- Reduced consumer demand for alcoholic beverages could harm our business.
- The success of our business relies heavily on brand image, reputation, and product quality.
- Changes in consumer spending could have a negative impact on our financial condition and business results.
- Our pursuit of opportunistic investments outside our core business has resulted in significant capital outlays, and similar future investments may result in losses.
- We are pursuing a significant acquisition in a new line of business, which may expose us to substantial risks and uncertainties.
- Adverse public opinion about alcohol may harm our business.
- Increased regulatory costs or taxes would harm our financial performance.
- Our business may be adversely affected by political, trade, and regulatory developments, including changes in tariffs and international trade policies.
- Changes in the prices of supplies and raw materials could have a materially adverse effect on our business.
- We are subject to risks associated with payments to us from our customers and other third parties, including risks associated with fraud.
- We may not be able to fully exploit newly acquired brands.
- Our proposed initial public offering of SWOL may not be completed and, if completed, would reduce our ownership interest and may result in a loss of control over SWOL.
- We operate in highly competitive industries, and competitive pressures could have a material adverse effect on our business.
- We are dependent on the continued services and performance of our senior management and other key employees, the loss of any of whom could adversely affect our business, operating results and financial condition.
- We may not be able to manage future growth effectively.
- If the Company fails to develop or protect its intellectual property adequately, the Company’s business could suffer.
- The Company’s products, services or processes could be subject to claims of infringement of the intellectual property of others.
- We are exposed to fluctuations in currency exchange rates that could negatively impact our financial results and cash flows.
- A failure or breach of our security systems or infrastructure as a result of cyberattacks could disrupt our business, result in the disclosure or misuse of confidential or proprietary information, damage our reputation, increase our costs and cause losses.
- Current market conditions and recessionary pressures in one or more of the Company’s markets could impact the Company’s ability to grow its business.
- Risks Related to Government Regulation and Being a Public Company
- We will face growing regulatory and compliance requirements which can be costly and time consuming.
- Our business could be negatively impacted by changes in the U.S. political environment.
- Failure to comply with data privacy and security laws and regulations could adversely affect our operating results and business.
- Our business depends on our customers’ continued and unimpeded access to the Internet and the development and maintenance of Internet infrastructure. Internet access providers may be able to block, degrade or charge for access to certain of our services, which could lead to additional expenses and the loss of customers.
- Our business could be affected by new governmental regulations regarding the Internet.
- Changes in laws and government regulations to which we are currently subject, including changes to the method or approach of enforcement, may increase our costs or limit our ability to market our alcohol brands and the brands of our clients, which could adversely affect our operating results and business.
- The requirements of being a public company may strain our resources.
- If we fail to maintain an effective system of disclosure controls and internal control over financial reporting, our ability to produce timely and accurate financial statements or comply with applicable regulations could be impaired.
- Our management team has limited experience managing a public company.
- Industry and other market data used in this or other periodic reports that we have filed or will in the future file with the SEC, including those undertaken by us or our engaged consultants, may not prove to be representative of current and future market conditions or future results.
- Adverse developments affecting the financial services industry, such as actual events or concerns involving liquidity, defaults, or non-performance by financial institutions or transactional counterparties, could adversely affect our current and projected business operations and our financial condition and results of operations.
- Risks Related to Ownership of Our Common Stock
- An active trading market for our shares may not be sustained.
- Our stock price may be volatile, and purchasers of our common stock could incur substantial losses.
- Certain recent initial public offerings of companies with relatively small public floats comparable to our anticipated public float have experienced extreme volatility that was seemingly unrelated to the underlying performance of the respective company. The trading price of our common stock has been and is likely to continue to be highly volatile and could be subject to wide fluctuations in response to various factors, some of which are beyond our control.
- We are currently listed on The Nasdaq Capital Market. If we are unable to maintain listing of our securities on Nasdaq or any stock exchange, our stock price could be adversely affected and the liquidity of our stock and our ability to obtain financing could be impaired and it may be more difficult for our stockholders to sell their securities.
- If securities or industry analysts do not publish research or publish inaccurate or unfavorable research about our business, the market price for the shares and trading volume could decline.
- We have never paid cash dividends on our stock and do not intend to pay cash dividends for the foreseeable future.
- Raising additional capital may cause dilution to our stockholders, or restrict our operations.
- We may issue additional debt and equity securities, which are senior to our common stock as to distributions and in liquidation, which could materially adversely affect the market price of our common stock.
- Enforcing legal liability against certain members of our Board and our senior management might be difficult.
- We are subject to ongoing public reporting requirements that are less rigorous than Exchange Act rules for companies that are not emerging growth companies, and our stockholders could receive less information than they might expect to receive from more mature public companies.
- We are a smaller reporting company within the meaning of the Securities Act, and if we take advantage of certain exemptions from disclosure requirements available to smaller reporting companies, this could make our securities less attractive to investors and may make it more difficult to compare our performance with other public companies.
- As a “smaller reporting company,” we may choose to exempt our company from certain corporate governance requirements that could have an adverse effect on our public stockholders.
- Future sales of substantial amounts of our common stock or securities convertible into or exchangeable or exercisable for shares of common stock, either by us or by our existing stockholders, or the possibility that such sales could occur, could adversely affect the market price of our common stock.
- Our share buyback program that was approved by the Board in September 2023 could affect our stock price and increase its volatility, and may reduce the market liquidity for our stock. The share buyback program may also materially impact the Company’s liquidity.
Legal proceedings
From time to time, the Company may be involved in legal proceedings arising in the ordinary course of business. Except as described below, there are no material pending legal proceedings to which the Company or any of its subsidiaries is a party or to which any of their respective properties are subject.
The Company was previously involved in a civil action filed by Kingbird Ventures, LLC in the Eighth Judicial District Court, Clark County, Nevada (the “Kingbird Action”), in which the Company, together with certain current and former officers and directors, was named as a defendant. The complaint asserted claims including, among other things, breach of fiduciary duty and related allegations arising from certain corporate governance matters. On September 22, 2025, the Company and the other defendants entered into settlement agreements with Kingbird Ventures, LLC and related parties to resolve all claims asserted in the Kingbird Action. The settlement provides for mutual releases of claims among the parties and required aggregate cash payments of approximately $13 million by the Nevada defendants. An initial payment of $7.5 million was paid in September 2025, and the remaining balance of approximately $5.5 million was paid in December 2025, satisfying all payment obligations under the settlement. The settlement agreements expressly provide that the defendants did not admit any liability, wrongdoing, or fault. As a result of the settlement, the Kingbird Action has been fully resolved, and no claims arising from that matter remain pending against the Company or any of its current or former officers or directors.
The opening of Item 3, Legal Proceedings.3
Sources
The numbers on this page point here. Each one links to the record it came from.
- 1SEC EDGARLQR House Inc. filings on SEC EDGAR
- 2SEC EDGARLQR House Inc. filings on SEC EDGAR
- 3
- 4SEC EDGARLQR House Inc. 10-K for fiscal 2025
- 5SEC EDGARLQR House Inc. 10-K for fiscal 2022
- 6SEC EDGARLQR House Inc. 10-K for fiscal 2023
- 7SEC EDGARLQR House Inc. 10-Q for fiscal 2026
- 8SEC EDGARLQR House Inc. 10-Q for fiscal 2026
- 9
- 10SEC EDGARYilin Lu, President
- 11SEC EDGARDavid E. Lazar, President
- 12
- 13
- 14SEC EDGARJatinder Dhaliwal, Board member
- 15SEC EDGARAvraham Ben-Tzvi, Board member
- 16SEC EDGARHong Chun Yeung, Board member
- 17SEC EDGARLijun Chen, Board member
- 18SEC EDGARYilin Lu, Board member
- 19SEC EDGARAlexandra Hoffman, Board member
- 20SEC EDGARDarren Collins, Board member
- 21SEC EDGARGuy Dollinger, Board member
- 22SEC EDGARJames C. Huber, Board member
- 23SEC EDGARGary L. Herman, Board member
- 24
- 25
- 26SEC EDGARCompleted an acquisition or sale
- 27
- 28SEC EDGAROther events
- 29SEC EDGARRegulation FD disclosure
- 30SEC EDGARExecutive or director change
- 31
- 32
- 33SEC EDGARExecutive or director change
- 34
- 35SEC EDGAREntered a material agreement
- 36SEC EDGARFinancial statements and exhibits
- 37
- 38NasdaqNasdaq calendar
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- 40
- 41
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