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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): February 1, 2024

 

LQR HOUSE INC.

(Exact name of registrant as specified in its charter)

 

Nevada   001-41778   86-1604197
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification Number)

 

6800 Indian Creek Dr. Suite 1E
Miami Beach, Florida
  33141
(Address of principal executive offices)   (Zip Code)

 

(786389-9771

(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   LQR   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 7.01. Regulation FD Disclosure.

 

On February 1, 2024, LQR House, Inc. (the “Company”) issued a press release announcing the declaration of a 50% stock dividend by its Board of Directors. A copy of the release is furnished as Exhibit 99.1 and incorporated herein by reference.

 

The information under Item 7.01 of this Form 8-K and the exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, or incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in any such filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
99.1   Press release of the Company dated February 1, 2024
104   The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

 

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: February 1, 2024 By: /s/ Sean Dollinger
  Name:  Sean Dollinger
  Title: Chief Executive Officer

 

 

2

 

 

 

Exhibit 99.1

 

 

 

LQR House Announces Declaration of a 50% Stock Dividend

 

MIAMI BEACH, FL / ACCESSWIRE / February 1, 2024 / LQR House Inc. (the “Company” or “LQR House”) (NASDAQ:LQR), a niche ecommerce platform specializing in the spirits and beverage industry, announces the declaration by its Board of Directors of a 50% stock dividend (i.e., issuance of one additional share for each two shares held by a shareholder on the record date) for distribution to all of the Company’s shareholders of record at the close of business on February 12, 2024. The Company’s Board of Directors declared the dividend at a follow-up meeting board meeting to discuss a previously proposed cash dividend of up to $1 per share and reflects the Board's commitment to shareholder value and its belief in the Company’s prospects.

 

Sean Dollinger, CEO of LQR House, stated, “We believe that the Board's unanimous decision to declare this stock dividend demonstrates our commitment to rewarding shareholders. Despite the deferral of the earlier proposed dividend, our dedication to giving back to our supporters remains unwavering. The Board reconvened on January 30th with the shared goal of showing appreciation to those who have stood by us. Importantly, this stock dividend will have no dilutive impact on LQR House’s current shareholders.” Dollinger further affirmed the Company's principle of honoring commitments, stating, “At LQR House, we intend to uphold our promises and consistently deliver on our commitments. We believe that this stock dividend is a testament to our gratitude for the ongoing support from our shareholders.”

 

LQR House shareholders are not required to take any action with respect to the distribution of the stock dividend.

 

The LQR House team remains focused on creating value and looks forward to a prosperous future in the spirits and beverage industry.

 

About LQR House Inc.

 

LQR House intends to become a prominent force in the wine and spirits e-commerce sector, epitomized by its flagship alcohol marketplace, cwspirits.com. This platform seamlessly delivers a diverse range of emerging, premium, and luxury spirits, wines, and champagnes from esteemed retail partners like Country Wine & Spirits. Functioning as a technology-driven hub, LQR House utilizes software, data analytics, and artificial intelligence to elevate the consumer experience. CWSpirits.com stands out as the go-to destination for modern, convenience-oriented shoppers, providing a curated selection of alcohol products delivered to homes across the United States. Beyond its role as an e-commerce leader, LQR House is a marketing agency with a specialized focus on the alcohol industry. The company measures campaign success by directly correlating it with sales on CWSpirits.com, demonstrating a proven return on investment. Backed by an influential network of over 550 figures in the alcohol space, LQR House strategically drives traffic to CWSpirits.com, enhancing brand visibility. LQR House intends to disrupt the traditional landscape of the alcohol industry, driven by its dedication to providing an unparalleled online purchasing experience and delivering tailored marketing solutions.

 

Forward-Looking Statements

 

Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Shareholders can identify these forward-looking statements by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “is/are likely to,” “potential,” “continue” or other similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations that arise after the date hereof, except as may be required by law. These statements are subject to uncertainties and risks including, but not limited to, the uncertainties related to market conditions, and other factors discussed in the “Risk Factors” section of the registration statements on Form S-1 filed with the SEC and other filings with the SEC. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statements on Form S-1 and other filings with the SEC. Additional factors are discussed in the Company’s filings with the SEC, which are available for review at www.sec.gov.

 

Investor and Media Contact:

[email protected]