LQR House Inc. 10-Q

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS In August 2023, the Company’s Board of Directors approved a share buyback program under which the Company can repurchase up to 20% of its common stock in open market and privately negotiated purchases, in compliance with Rule 10b-18 under the Exchange Act. The Company engaged and entered into an agreement with Dominari Securities LLC (“Dominari”) on August 28, 2023, to effect the share buyback program. The share buyback program commenced in September 2023. Dominari shall determine, in its sole discretion, the timing, amount, prices and manner of purchase of securities during such period. The share buyback program does not obligate the Company to acquire any particular amount of common stock, and the program may be suspended or discontinued at any time. In January 2024, the Board of Directors of the Company authorized an increase of the share buyback program to $5,000,000. Period Total number of shares Average price paid per Total number of shares purchased as part of the publicly announced Maximum approximate dollar value of shares that may yet be purchased under the (In millions, except share and per share data) purchased share (2) plan (1) plan (1) January 1 - 31, 2024 190,628 $ 2.9 - $ 3,559,148 February 1 - 29, 2024 - - - 3,559,148 March 1 - 31, 2024 - - - 3,559,148 April 1 - 30, 2024 - - - 3,559,148 May 1 - 31, 2024 - - - 3,559,148 June 1 - 30, 2024 - - - 3,559,148 190,628 $ 2.9 - 3,559,148 (1) On August 25,2023, the Company announced that the Board of Directors authorized an up to 20% share buyback program, which does not have an expiration date. In January 2024, the Board of Directors of the Company authorized an increase of the share buyback program to $5,000,000. From the inception of the share buyback program on September 8, 2023, through December 19, 2023, the Company has purchased a total of 865,070 shares of the Company’s common stock at an average price of $1.7 per share for a total purchase price of $1,440,852. In January 2024, the Company purchased a total of 190,628 shares of the Company’s common stock at an average price of $2.9 per share. (2) Average price paid per share excludes costs associated with the repurchases. On May 19, 2024, the Company issued 750,000 shares of the Company’s Common Stock to a majority shareholder and a director (the “Seller”) of Cannon Estate Winery Ltd., a British Columbia corporation (“Cannon”) in exchange for issuance of approximately 9.99% of Common Shares of Cannon to the Company pursuant to that certain Share Exchange Agreement, dated May 19, 2024, by and between the Company and the Seller. Unless otherwise stated above, the issuances of these securities were made in reliance upon exemptions provided by Section 4(a)(2) of the Securities Act and/or Rule 506(b) of Regulation D and/or Regulation S thereunder for the offer and sale of securities not involving a public offering. 22 ITEM 3. DEFAULTS UPON SENIOR SECURITIES None. ITEM 4. MINE SAFETY DISCLOSURE Not Applicable.