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Get filing alertsLQR House acquires additional 30% of Fusion Five for $39M in Tether, expected to reach 54% majority stake
Filed June 2, 2026 · Period ending June 1, 2026 · ~1 min read
Key Changes
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LQR House closed on an additional 30% stake in Fusion Five Continents Securities for $39 million, bringing total ownership to 54%—crossing the majority control threshold that typically triggers full financial consolidation.
Item 1.01 verify on EDGAR → -
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The $39 million purchase price was paid entirely in Tether (USDT), a stablecoin cryptocurrency, representing an unusual payment method for M&A transactions and introducing crypto-related accounting and regulatory considerations.
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This closing is part of a multi-tranche acquisition structure previously announced in April 2026, with the Company now holding 5,400 of 10,000 shares in the Target.
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The Company issued a press release on June 2, 2026 announcing the additional closing under the Agreement, fulfilling Regulation FD disclosure requirements.
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Summary
LQR House has completed another phase of its acquisition of Fusion Five Continents Securities, purchasing an additional 30% stake for $39 million paid in Tether cryptocurrency. This brings the Company's total ownership to 54%, crossing the critical majority control threshold.
Majority ownership typically requires full consolidation of the acquired company's financial statements, which could materially impact LQR House's reported revenues, expenses, assets, and liabilities going forward. The use of Tether (USDT) as the payment currency is noteworthy and raises questions about the Company's cash position and strategic rationale.
Cryptocurrency payments in M&A are uncommon and may introduce volatility, regulatory scrutiny, and complex accounting treatment. Retail investors should watch for: (1) how management explains the cryptocurrency payment decision on the next earnings call, (2) the financial impact of consolidating Fusion Five's results, and (3) whether additional closings are planned to increase the stake further. The multi-tranche structure suggests this acquisition may continue to evolve.
Section-by-Section Diff
Event · Item 1.01 — Entry into a Material Definitive Agreement
Item 1.01 — Entry into a Material Definitive Agreement filed; see Key Changes for terms.
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on June 1, 2026, the Company consummated an additional closing under the Agreement and acquired an additional 3,000 shares of the Target, representing 30% of the issued and outstanding shares of the Target, for aggregate consideration equal to $39,000,000, payable in Tether (USDT).
The Company completed another tranche of its previously announced acquisition of Fusion Five Continents Securities Limited. This closing involved purchasing 3,000 shares (30% stake) for $39 million paid in cryptocurrency (Tether/USDT). This is part of a multi-closing acquisition structure disclosed in April 2026.
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Following the consummation of the additional closing on June 1, 2026, the Company owns an aggregate of 5,400 shares of the Target, representing 54% of the issued and outstanding shares of the Target.
After this transaction, LQR House now owns a majority stake (54%) in the Target company. This represents a significant increase in control and consolidation implications, as the Company has crossed the 50% ownership threshold which typically triggers majority control and may require full consolidation of the Target's financials.
Event · Item 7.01 — Regulation FD Disclosure
Item 7.01 — Regulation FD Disclosure filed; see Key Changes for terms.
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On June 2, 2026, the Company issued a press release announcing the additional closing under the Agreement.
The company disclosed an additional closing under an Agreement through a press release. The 8-K does not specify what the Agreement is, what transaction is closing, or the financial terms. This is a Regulation FD disclosure, meaning material information is being publicly released to ensure fair access.
Event · Item 9.01 — Financial Statements and Exhibits
LQR House Inc. filed an 8-K attaching a press release dated June 2, 2026; no material business event disclosed in the filing body.
Show 1 minor / wording change
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The following exhibits are furnished with this Form 8-K: | Exhibit No. | Description | 99.1 | Press Release, dated June 2, 2026.
The company attached a press release dated June 2, 2026 as Exhibit 99.1. The 8-K body does not describe the content of the press release, so the nature of the disclosure cannot be determined from this filing alone.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 2, 2026 · How we verify