Nasdaq:LTRY
Lottery.com Announces Strong Fourth Quarter and Full Year Results
Fourth quarter 2021 revenue of $21.5 million, up $18.2 million versus prior-year period
Full year 2021 revenue of $68.5 million, an increase of $61.0 million versus 2020
Full year 2021 pro forma revenue of $70.5 million, including acquired interest in Mexican entities¹
Full year 2021 net loss of $9.3 million
Full year 2021 Adjusted EBITDA of $31.1 million¹
AUSTIN, Texas, March 31, 2022 (GLOBE NEWSWIRE) — Lottery.com Inc. (Nasdaq: LTRY, LTRYW) (“Lottery.com” or the “Company”), a leading technology company that is transforming how, where and when the lottery is played, reported financial results for the fourth quarter and full year ended December 31, 2021. On October 29, 2021, the Company successfully completed its business combination with Trident Acquisitions Corp. (the “business combination”).
Tony DiMatteo, Lottery.com Co-Founder and CEO, commented, “In the fourth quarter and throughout 2021, we demonstrated our ability to execute our strategic growth initiatives across the business to generate strong revenue growth and gross profit. B2C sales increased compared to the prior year period, despite no digital marketing spending. LotteryLink, our affiliate program, expanded and generated multiple revenue streams. I am extremely proud of our team achieving these accomplishments while successfully closing the business combination and taking our Company public.”
Mr. DiMatteo continued, “We entered 2022 with positive momentum and continued focus on executing our strategic growth plan. Fueled by approximately $43 million of proceeds from our business combination and $30 million received from the sale of LotteryLink credits, we are investing in initiatives to drive growth. I am pleased with our execution in the first quarter and am excited about our prospects to scale and grow the business in 2022.”
(1) 2021 Pro Forma Revenue and Full Year 2021 Adjusted EBITDA are financial measures that are not calculated in accordance with Generally Accepted Accounting Principles in the United States (“GAAP”). See “Non-GAAP Financial Measures” below for a discussion of the definition of these non-GAAP financial measures and “Reconciliation of Non-GAAP Financial Measures” for a reconciliation to their most comparable GAAP measures.
Fourth Quarter 2021 Financial Highlights
| Q4 2021 Financial Highlights | Three Months Ended December 31, |
|||||||||||
| 2021 | 2020 | Change | ||||||||||
| (in millions) | ||||||||||||
| Revenues | $ | 21.5 | $ | 3.3 | $ | 18.2 | ||||||
| Gross profit | $ | 18.3 | $ | 2.1 | $ | 16.2 | ||||||
| Net loss | $ | (12.9 | ) | $ | (1.7 | ) | $ | (11.2 | ) | |||
| Cash | $ | 62.6 | $ | 3.8 | $ | 58.8 | ||||||
| Debt | $ | 3.8 | $ | 21.1 | $ | (17.3 | ) | |||||
Fourth quarter 2021 revenues were $21.5 million, an increase of $18.2 million, or 559%, from the fourth quarter of 2020. The growth was driven by the sale of LotteryLink credits to a LotteryLink affiliate, primarily to acquire prepaid lottery games from the Company in conjunction with the affiliate’s launch of a pilot promotional campaign at a national grocery chain. The Company also sold LotteryLink credits for marketing materials, product development and $3.0 million in prepaid advertising credits. B2C lottery ticket sales increased substantially from the prior year period, despite no digital marketing spend.
Fourth quarter 2021 gross profit was $18.3 million, an increase of $16.2 million from the fourth quarter of 2020. The increase was primarily driven by the sale of LotteryLink credits to a LotteryLink affiliate for prepaid lottery games from the Company, many of which expired without being redeemed due to the delayed launch of the affiliate’s promotional programs. As a result, the Company did not incur costs with respect to the sale of those credits.
Fourth quarter 2021 net loss was $12.9 million, driven by non-cash stock compensation expense of $15.5 million. The net loss also included $8.8 million of interest expense, which was driven by a non-recurring expense associated with conversion of debt to equity at the time of the business combination.
Cash as of December 31, 2021, was $62.6 million, which included $42.8 million in net proceeds from the business combination and $30.0 million received from the previously announced sale of LotteryLink credits in the third quarter of 2021.
Debt as of December 31, 2021, was $3.8 million following the conversion of $63.5 million of convertible debt into equity immediately prior to the business combination.
Full Year 2021 Financial Highlights
| 2021 Financial Highlights | Twelve Months Ended December 31, |
|||||||||||
| 2021 | 2020 | Change | ||||||||||
| (in millions) | ||||||||||||
| Revenues | $ | 68.5 | $ | 7.5 | $ | 61.0 | ||||||
| Pro forma revenues | $ | 70.5 | $ | 10.3 | $ | 60.2 | ||||||
| Gross profit | $ | 49.4 | $ | 4.5 | $ | 44.9 | ||||||
| Net loss | $ | (9.3 | ) | $ | (5.8 | ) | $ | (3.5 | ) | |||
| Adjusted EBITDA | $ | 31.1 | $ | (3.1 | ) | $ | 34.2 | |||||
Full year 2021 revenues were $68.5 million, an increase of $61.0 million, or 819%, from 2020. The growth was driven primarily by the sale of $47.1 million of LotteryLink credits for prepaid advertising, prepaid lottery games, marketing materials and product development. Increased B2C sales also contributed to revenue growth.
2021 pro forma revenues were $70.5 million and included the full year impact of Global Gaming Enterprises, Inc. (“Global Gaming”), which the Company acquired in June 2021. Global Gaming owns an 80% equity interest in each of two Mexican entities.
Full year 2021 gross profit was $49.4 million, an increase of $44.9 million from 2020. The increase was primarily driven by the profits generated by the sale of LotteryLink credits and higher data sales, which generate margins above the Company average.
Full year 2021 net loss was $9.3 million and was driven by strong gross profit, offset by $18.1 million of interest expense, which includes a non-recurring expense associated with the conversion of debt to equity at the time of the business combination, $15.5 million of non-cash stock compensation expense, and $4.1 million of operational expenses related to the business combination.
Full year 2021 Adjusted EBITDA was $31.1 million, an increase of $34.2 million compared to negative Adjusted EBITDA of $3.1 million in 2020. The increase was driven by strong growth in gross profit.
Update on Key Initiatives
- B2C User Growth
- Signed an agreement with T-Mobile to become its exclusive digital lottery brand advertising on T-Mobile platform in rideshare vehicles.
- Tested B2C ad campaigns on multiple digital outlets in the first quarter of 2022 and intend to use this data to launch broader marketing campaigns in the second quarter of 2022.
- LotteryLink and B2B
- LotteryLink affiliate launched a pilot program with a national grocery store chain, which is expected to expand in the second quarter of 2022.
- Added ICARO Media Group as an affiliate to promote Lottery.com B2C products in South America.
- Project Nexus
- Phase 1: Launch anticipated in early Q2 2022; expected to increase platform scalability, security, and the ability to implement product updates.
- Phase 2: Launch anticipated by the end of Q3 2022; expected to enable additional revenue generating features for existing products.
- Phase 3: Launch anticipated by the end of Q4 2022; expected to enable the support of a proprietary game that accepts payment in fiat or crypto currency, subject to regulatory and compliance requirements.
- New Markets
- Anticipate entry into five new domestic jurisdictions by the end of 2022.
Conference Call
This morning at 8:30 AM ET, the Company will host a conference call to discuss fourth quarter 2021 and full year 2021 results. A live webcast of the conference call will be available on the Investor Relations section of the Lottery.com website at https://ir.lottery.com. For those who cannot listen to the live webcast, a replay of the conference call will be available on the Lottery.com Investor Relations website.
To join by telephone, please dial 877-313-2495 or 929-517-0906 if calling from outside the U.S. The conference code is 5886747. Please dial in a minimum of 15 minutes prior to the start time to ensure a timely connection to the call. An operator will register your name and organization.
About Lottery.com
Lottery.com is a leading technology company that is transforming how, where and when lottery is played. Its engaging mobile and online platforms enable players located in the United States and internationally to remotely purchase legally sanctioned lottery games. Fans and subscribers look to Lottery.com for compelling, real-time results on more than 800 lottery games from more than 40 countries. Additionally, commercial partners and affiliates can utilize LotteryLink to provide Lottery.com products to their customers. Through WinTogether.org, Lottery.com is fundamentally changing how non-profit donors are incentivized to action by gamifying charitable giving. In all that it does, Lottery.com’s mission remains the same: an uncompromising passion to innovate, grow a new demographic of enthusiasts, deliver responsible and trusted solutions, and promote community and philanthropic initiatives. For more information, visit http://www.lottery.com.
Non-GAAP Financial Measures
This press release includes Pro Forma Revenue, EBITDA and Adjusted EBITDA, which are non-GAAP performance measures that we use to supplement our results presented in accordance with U.S. GAAP. We believe Pro Forma Revenue, EBITDA and Adjusted EBITDA are useful in evaluating our operating performance, similar to measures reported by our publicly-listed U.S. competitors, and regularly used by security analysts, institutional investors and other interested parties in analyzing operating performance and prospects. Pro Forma Revenue, EBITDA and Adjusted EBITDA are not intended to be substitutes for any U.S. GAAP financial measure and, as calculated, may not be comparable to other similarly titled measures of performance of other companies in other industries or within the same industry.
We define and calculate Pro Forma Revenue as revenue plus the impact on revenue as if the acquisition of Global Gaming by Lottery.com were consummated on January 1, 2020. We define and calculate EBITDA as net income or loss before the impact of interest income or expense, income tax expense or benefit, depreciation and amortization, and Adjusted EBITDA as EBITDA, as further adjusted for stock-based compensation and certain other non-recurring, non-cash or non-core items.
We include these non-GAAP financial measures because they are used by management to evaluate our core operating performance and trends and to make strategic decisions regarding the allocation of capital and new investments. The financial statement tables that accompany this press release include a reconciliation of Pro Forma Revenue, EBITDA and Adjusted EBITDA to their most comparable U.S. GAAP financial measures.
Forward Looking Statements
This press release contains statements that constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements, other than statements of present or historical fact included in this press release, regarding Lottery.com’s strategy, future operations, prospects, plans and objectives of management, are forward-looking statements. When used in this press release, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Except as otherwise required by applicable law, Lottery.com disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release. Lottery.com cautions you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Lottery.com. In addition, Lottery.com cautions you that the forward-looking statements contained in this press release are subject to the following factors: (i) risks related to the timely implementation, launch or outcome of the Company’s technological development initiatives, including Project Nexus, as anticipated, or at all, and the risk that any of such technological development initiatives could have undetected defects or errors; (ii) the likelihood that the Company’s interest expense is maintained as the Company’s anticipates and the impact on the Company’s financial position in the event that it is not; (iii) the utility and impact of any information acquired by the Company during consumer testing as well as the risks of the data being applicable to a wider and more diverse consumer market; (iv) the ability of Lottery.com to achieve its strategic and growth objectives as stated or at all, including, without limitation, its ability to enter into new domestic jurisdictions or to cause LotteryLink to generate profitable growth and cost-effectively increase the Company’s user base and brand recognition; (v) the effects of competition on Lottery.com’s future business; (vi) Lottery.com’s ability to maintain effective internal controls over financial reporting, including, without limitation, the remediation of identified material weaknesses in internal control over financial reporting relating to segregation of duties with respect to, and access controls to, its financial record keeping system, and Lottery.com’s accounting staffing levels; (vii) risks relating to cyber, privacy and data protection laws, cyber, privacy or data breaches, or the loss of data; (viii) the outcome of any legal proceedings that may be instituted against Lottery.com; (ix) changes in applicable laws or regulations; (x) risks related to the COVID-19 pandemic and its effect directly on Lottery.com and the economy generally; (xi) the possibility that Lottery.com may be adversely affected by other economic, business, and/or competitive factors; (xii) those factors discussed under the heading “Risk Factors” in the Form S-1 filed by Lottery.com with the SEC on November 18, 2021, and the other documents filed, or to be filed, by Lottery.com with the SEC. Should one or more of the risks or uncertainties described in this press release materialize or should underlying assumptions prove incorrect, actual results and plans could differ materially from those expressed in any forward-looking statements. Additional information concerning these and other factors that may impact the operations and projections discussed herein can be found in the reports that Lottery.com has filed and will file from time to time with the SEC. These SEC filings are available publicly on the SEC’s website at www.sec.gov.
| Lottery.com Inc. | ||||||||||||||||
| Condensed Consolidated Statements of Operations | ||||||||||||||||
| Three Months Ended December 31, 2021 and 2020 and Twelve Months Ended | ||||||||||||||||
| December 31, 2021 and 2020 | ||||||||||||||||
| Three Months Ended | Twelve Months Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2021 | 2020 | 2021 | 2020 | |||||||||||||
| (unaudited) | (unaudited) | |||||||||||||||
| Revenue | $ | 21,492,067 | $ | 3,262,200 | $ | 68,527,394 | $ | 7,459,514 | ||||||||
| Cost of revenue | 3,233,635 | 1,181,530 | 19,158,707 | 2,952,415 | ||||||||||||
| Gross profit | 18,258,432 | 2,080,670 | 49,368,687 | 4,507,099 | ||||||||||||
| Operating expenses: | ||||||||||||||||
| Personnel costs | 17,447,294 | 1,502,491 | 21,585,534 | 4,477,955 | ||||||||||||
| Professional fees | 3,105,420 | 482,340 | 8,279,798 | 1,121,218 | ||||||||||||
| General and administrative | 664,735 | 491,404 | 5,020,495 | 1,084,784 | ||||||||||||
| Depreciation and amortization | 1,388,606 | 468,504 | 4,292,606 | 1,533,994 | ||||||||||||
| Total operating expenses | 22,606,055 | 2,944,740 | 39,178,433 | 8,217,951 | ||||||||||||
| Income (loss) from operations | (4,347,623 | ) | (864,070 | ) | 10,190,254 | (3,710,852 | ) | |||||||||
| Other expenses | ||||||||||||||||
| Interest expense | 8,814,314 | 340,375 | 18,132,952 | 1,221,928 | ||||||||||||
| Other expense | 1,250,978 | 462,225 | 2,907,518 | 879,083 | ||||||||||||
| Total other expenses, net | 10,065,292 | 802,600 | 21,040,470 | 2,101,011 | ||||||||||||
| Net loss before income tax | (14,412,915 | ) | (1,666,670 | ) | (10,850,216 | ) | (5,811,863 | ) | ||||||||
| Income tax expense (benefit) | (1,551,689 | ) | 800 | (1,551,689 | ) | 800 | ||||||||||
| Net loss | $ | (12,861,226 | ) | $ | (1,667,470 | ) | $ | (9,298,527 | ) | $ | (5,812,663 | ) | ||||
| Other comprehensive loss | ||||||||||||||||
| Cumulative translation adjusment, net | (655 | ) | – | (655 | ) | – | ||||||||||
| Total other comprehensive loss | $ | (12,861,881 | ) | $ | (1,667,470 | ) | $ | (9,299,182 | ) | $ | (5,812,663 | ) | ||||
| Net income (loss) per common share | ||||||||||||||||
| Basic and diluted | $ | (0.39 | ) | $ | (0.07 | ) | $ | (0.36 | ) | $ | (0.26 | ) | ||||
| Weighted average common shares outstanding | ||||||||||||||||
| Basic and diluted | 33,202,310 | 22,658,006 | 25,998,831 | 22,658,006 | ||||||||||||
| Lottery.com Inc | ||||||||
| Condensed Consolidated Balance Sheet | ||||||||
| Unaudited | ||||||||
| As of December 31, | As of December 31, |
|||||||
| 2021 | 2020 | |||||||
| Assets | ||||||||
| Cash | $ | 62,638,970 | $ | 3,825,511 | ||||
| Restricted cash | – | 6,950,000 | ||||||
| Accounts receivable | 21,696,653 | 26,195 | ||||||
| Prepaid expenses | 13,896,638 | 22,013,110 | ||||||
| Other current assets | 226,200 | 788,033 | ||||||
| Total current assets | 98,458,461 | 33,602,849 | ||||||
| Investments | 250,000 | 250,000 | ||||||
| Goodwill | 19,590,758 | 12,997,048 | ||||||
| Intangible assets, net | 28,710,980 | 3,211,250 | ||||||
| Property and equipment, net | 141,279 | 670,952 | ||||||
| Total assets | $ | 147,151,478 | $ | 50,732,099 | ||||
| Liabilities | ||||||||
| Trade payables | $ | 1,006,535 | $ | 2,176,621 | ||||
| Deferred revenue | 662,335 | 7,763,593 | ||||||
| Convertible debt, net – current | – | 8,882,665 | ||||||
| Notes payable – current | 3,771,340 | 12,207,180 | ||||||
| Accrued interest | 176,260 | 721,717 | ||||||
| Accrued and other expenses | 4,528,815 | 2,335,350 | ||||||
| Total current liabilities | 10,145,285 | 34,087,126 | ||||||
| Convertible debt, net – non current | – | 10,000 | ||||||
| Other long term liabilities | 1,169 | – | ||||||
| Total liabilities | 10,146,454 | 34,097,126 | ||||||
| Equity | ||||||||
| Controlling Interest | ||||||||
| Preferred Stock par value $0.001, 1,000,000 shares authorized, | ||||||||
| none issued and outstanding | – | – | ||||||
| Common stock par value $.001, 500,000,000 shares authorized, | 22,658 | |||||||
| 46,808,251 and 22,658,006 issued and outstanding as of December | ||||||||
| 31, 2021 and December 31, 2020 respectively | 46,808 | 22,658 | ||||||
| Additional paid-in capital | 238,754,797 | 111,752,883 | ||||||
| Accumulated other comprehensive (loss) | (655 | ) | – | |||||
| Accumulated deficit | (104,439,095 | ) | (95,140,568 | ) | ||||
| Total Lottery.com Inc. stockholder’s equity | 134,361,855 | 16,634,973 | ||||||
| Noncontrolling Interest | 2,643,169 | – | ||||||
| Total Equity | 137,005,024 | 16,634,973 | ||||||
| Total Liabilities & Equity | $ | 147,151,478 | $ | 50,732,099 | ||||
| Lottery.com Inc. | ||||||||
| Condensed Consolidated Statement of Cash Flows | ||||||||
| (unaudited) | ||||||||
| Year Ended December 31, | ||||||||
| 2021 | 2020 | |||||||
| Cash flow from operating activities | ||||||||
| Net income (loss) | $ | (9,298,527 | ) | $ | (5,812,663 | ) | ||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
| Depreciation and amortization | 4,292,606 | 1,533,994 | ||||||
| Amortization of debt discount and beneficial conversion feature | 8,474,858 | 827,647 | ||||||
| Stock based compensation expense | 15,532,263 | 16,099 | ||||||
| Forgiveness of PPP Loan | (493,125 | ) | – | |||||
| Loss on extinguishment of debt | 71,174 | – | ||||||
| Issuance of debt to pay expenses | 2,732,167 | – | ||||||
| Non cash deSPAC expense | 5,460,452 | – | ||||||
| Income tax valuation allowance | (1,653,067 | ) | ||||||
| Changes in assets & liabilities: | ||||||||
| Accounts receivable | (21,636,324 | ) | – | |||||
| Prepaid expenses | 8,121,496 | 295,772 | ||||||
| Other current assets | 827,625 | (38,167 | ) | |||||
| Trade payables | (1,171,557 | ) | (341,251 | ) | ||||
| Deferred revenue | (7,101,258 | ) | 7,647,305 | |||||
| Accrued interest | (545,456 | ) | 394,282 | |||||
| Accrued and other expenses | 3,277,745 | 174,023 | ||||||
| Other long term liabilities | 1,169 | – | ||||||
| Net cash provided by operating activities | 6,892,239 | 4,697,041 | ||||||
| Cash flow from investing activities | ||||||||
| Purchases of property and equipment | (28,170 | ) | (21,915 | ) | ||||
| Purchases of intangible assets | (5,192,050 | ) | – | |||||
| Investment in subsidiary | (10,012,540 | ) | – | |||||
| Net cash used in investing activities | (15,232,760 | ) | (21,915 | ) | ||||
| Cash flow from financing activities | ||||||||
| Issuance of digital securities | 108,332 | 649,992 | ||||||
| Proceeds from exercise of options and warrants | 371,726 | – | ||||||
| Proceeds from issuance of convertible debt | 23,483,500 | 5,271,363 | ||||||
| Proceeds from the issuance of notes payable | 5,000,000 | 910,825 | ||||||
| Proceeds from despac | 44,614 | – | ||||||
| Extinguishment of debt | 42,794,176 | – | ||||||
| Principal payments on debt | (11,597,713 | ) | (890,287 | ) | ||||
| Net cash provided by financing activities | 60,204,635 | 5,941,893 | ||||||
| Effect of exchange rate changes on cash | (655 | ) | – | |||||
| Net change in net cash and restricted cash | 51,863,460 | 10,617,020 | ||||||
| Cash and restricted cash at beginning of period | 10,775,511 | 158,492 | ||||||
| Cash and restricted cash at end of period | $ | 62,638,971 | $ | 10,775,511 | ||||
| SUPPLEMENTAL DISCLOSURES: | ||||||||
| Interest paid in cash | $ | 4,438,623 | $ | – | ||||
| Non cash investing and financing activities | ||||||||
| Conversion of convertible debt into common stock | $ | 63,484,240 | $ | – | ||||
| Capitalization of interest from loan extinguishment | $ | 44,614 | ||||||
| Purchase of intangible assets through the issuance of convertible debt | $ | 15,450,000 | $ | – | ||||
| Issuance of convertible debt in exchange for outstanding liabilities | $ | 2,108,983 | $ | – | ||||
| Issuance of convertible debt in exchange for notes payable | $ | 4,531,250 | ||||||
| Common stock issued as part of acquisition | $ | 459,691 | $ | – | ||||
| Reconciliation of Non-GAAP Financial Measures | ||||||||||||
| Lottery.com Inc. |
||||||||||||
| Reconciliation of Revenues to Pro Forma Revenues |
||||||||||||
| Twelve Months Ended | ||||||||||||
| December 31, | ||||||||||||
| 2021 | 2020 | Change | ||||||||||
| (in millions) | ||||||||||||
| Revenues | $ | 68.5 | $ | 7.5 | $ | 61.0 | ||||||
| Global Gaming pre-acquisition revenue(1) | 2.0 | 2.9 | $ | (0.9 | ) | |||||||
| Pro forma revenues (non-GAAP) | $ | 70.5 | $ | 10.3 | $ | 60.2 | ||||||
| (1) Giving effect to the acquisition of Global Gaming, which Lottery.com acquired in June 2021, as if it were consummated on January 1, 2020 | ||||||||||||
| Lottery.com Inc. |
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| Reconciliation of Net Income (Loss) to EBITDA and Adjusted EBITDA | ||||||||||||
| Twelve Months Ended | ||||||||||||
| December 31, | ||||||||||||
| 2021 | 2020 | Change | ||||||||||
| (in millions) | ||||||||||||
| Net income (loss) | $ | (9.3 | ) | $ | (5.8 | ) | $ | (3.5 | ) | |||
| Interest expense | 18.1 | 1.2 | 16.9 | |||||||||
| Income tax expense (benefit) | (1.6 | ) | 0.0 | (1.6 | ) | |||||||
| Depreciation and amortization expenses | 4.3 | 1.5 | 2.8 | |||||||||
| EBITDA (non-GAAP) | 11.5 | (3.1 | ) | 14.6 | ||||||||
| Operating expenses related to business combination | 4.1 | – | 4.1 | |||||||||
| Non-cash stock compensation expense | 15.5 | – | 15.5 | |||||||||
| Adjusted EBITDA (non-GAAP) | $ | 31.1 | $ | (3.1 | ) | $ | 34.2 | |||||
Lottery.com Contact:
Matthew Schlarb
VP, Investor Relations
(512) 585-7789
[email protected]
or
Jody Burfening/Harriet Fried
LHA Investor Relations
(212) 838-3777
[email protected]
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FORT WORTH, Texas, Oct. 18, 2024 (GLOBE NEWSWIRE) — Lottery.com Inc. (NASDAQ: LTRY; LTRYW) (“Lottery.com” or the “Company”), a leading technology company in digital lottery and sports entertainment, is pleased to announce that the U.S. Securities and Exchange Commission (“SEC”) has declared the Company’s Form S-1 Registration Statement effective on October 16, 2024 (“Registration Statement”) (File Number: 333-281925). Following the declaration, Matthew McGahan, Lottery.com Chairman and CEO, wrote an open letter to the Company’s shareholders to address the Company’s future and address accusations made again the Company and its directors and executives.
McGahan wrote:
Dear Shareholders,
In October 2022, when I joined the Board of Lottery.com Inc. I was primarily tasked with leading a turnaround after years of mismanagement and turmoil, largely stemming from issues tied to the SPAC and business combination. At that time, the Company was on the verge of collapse, with stories of its challenges circulating widely across the internet and rampant rumors being made by detractors wishing to destabilize the business to suit their own ulterior motives. Among the many hurdles were regulatory investigations, listings issues with Nasdaq (including being delisted in May 2023 before being subsequently relisted), significant loss of staff, the breakdown of operations, and a critical shortage of working capital—each posing severe and critical threats to the Company’s future.
Within the first few weeks, it became evident that a comprehensive overhaul and restart was needed. We assembled a top-tier legal team and a new management group to draft and implement a viable and realistic turnaround strategy. The plan included developing a fresh strategic vision, regaining full compliance with Nasdaq listing and SEC reporting requirements, and it laid the foundation for the future monetization of the Company’s two key assets: Lottery.com and Sports.com.
Since then, we have restructured the entire leadership, installed a globally experienced Board with a proven track record in turnaround situations, and have introduced a new executive management team, supported by funding partners. Alongside this, we have brought in seasoned business consultants, revamped our investor relations team, and aligned with a new investment banking partner. This ambitious agenda was essential to stabilizing the Company and facilitated achieving a major milestone of submitting our Form S-1 in early September.
I would be remiss if I fail to address the unprecedented attacks the Company, its directors, and management have faced and continue to endure during the turn around. Many of the difficulties faced by our new team reflect the history of the Company which led to a complete turnover of the board and management. We have never underestimated the genuineness of some of the concerns felt by shareholders but there are also actors out there with bad or indeed, criminal intent. The visceral nature of these attacks suggests more sinister motives. These attacks have forced the Company to divert resources to supporting our top tier legal team. We have been assaulted in the Courts and in the (often pay for news) press and internet sites and we have reported to the authorities our suspicions of major stock tampering by named individuals, some of those with criminal records. We have reported these activities to the appropriate regulatory agencies and are cooperating fully with any investigations. The Board and Management have equally faced threats to their lives and welfare. We stand by the decisions we have made and will vigorously defend all attacks against the Company and against members of the Board and Management (who have proved their commitment to the Company repeatedly with little or no cash payment). That they have accepted shares in lieu of salaries is proof of their belief in the Company and their commitment to restoring shareholder value.
I am proud to announce another key step in Lottery.com’s turnaround. The SEC has released a Declaration of Effectiveness for our Form S-1 Registration Statement. This milestone marks a significant step forward, but we remain acutely aware that this is not the time to relax. We must continue to focus intensely on our strategic and operational goals, as we embark on the next phase of growth.
Almost all of the difficulties that the current management and Board of Directors of Lottery.com Inc. have faced principally reflect events that occurred prior to our current management’s and Board’s attempts to revitalize the Company. As a result, we have had to defend ourselves in the press, against various websites (that poorly or don’t verify the facts behind their allegations), and indeed, on occasion, in the courts. In fact, several of our management have had to endure at times physical threats to their wellbeing. We are sorry to say that we can only conclude that, for various reasons, our Company and our people have become the target of bad actors with totally self-serving interests.
We recognize the legitimate concern of our stakeholders who have put faith and trust into the Company, and today we remain committed to moving this Company past its prior difficulties. We will vigorously defend against any Company, management or Board attacks. In fact, today, many members of our management and Board have been willing to accept shares in lieu of cash salary as a demonstration of their belief in the Company and its future.
We are grateful to our shareholders, business partners, and investors for their steadfast support during this pivotal period. Now, we are prepared to execute on a 24-month plan—equally robust and ambitious, which will be rolled out in stages.
Our Focus for the Future
- Lottery.com Expansion
Our primary objective is to have Lottery.com fully operational in the U.S. and expand the Lottery.com brand globally. As we move into 2025, we also plan to increase our international presence, introducing a new model that intertwines sports, lottery, and sweepstakes which we believe will revolutionize lottery play worldwide. - Sports.com Evolution
Earlier this year, we launched the new Sports.com platform and subsequently completed the acquisition of S&MI Ltd, the innovative technology company behind the Sportlocker brand, which we have rebranded and relaunched as Sports.com. Within the next six months, the platform will be available in the U.S. market as well as in several European countries and the Middle East. Sports.com will focus on delivering high-quality, live sports content directly to consumers, utilizing immersive 3D technology that is unmatched in the industry. An effective Form S-1 is one key component of our partnership strategy, which, when implemented, will cement Sports.com’s position as a major player in global media and entertainment. Additionally, in 2025, Sports.com will unveil a dedicated social media platform centered around the world of sports.
Financial Outlook
We have identified new funding partners to complement our existing partner, United Capital Investments London Limited. These new partners will play a key role in supporting the Company’s focus on developing its own proprietary technology and pursuing a “buy and build” strategy which leverages our common stock as the primary component of consideration for acquisitions.
Looking forward, we are excited about the next chapter for both Lottery.com and Sports.com. With a clear roadmap, Lottery.com is entering this next phase with confidence, backed by a highly experienced leadership team and committed funding and business partners.
Closing Thoughts
As we move ahead with renewed focus and determination, I would like to extend my deepest gratitude to our dedicated team, our forward-thinking Board, and our loyal shareholders for their continued support and trust. Together, we are not just building a business—we are shaping the future of digital gaming and sports media.
The transformational journey over the last two years has been nothing less than intense, but today, I am more confident than ever in the potential of Lottery.com and Sports.com to achieve greatness. I look forward to keeping you updated on our progress as we push forward into an exciting future.
Thank you for your continued commitment.
Sincerely,
Matthew McGahan
Chairman of the Board, Lottery.com
For more information, please visit www.lottery.com or contact our media relations team at [email protected].
Important Notice Regarding Forward-Looking Statements
This press release contains statements that constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements, other than statements of present or historical fact included in this press release, regarding the company’s future financial performance, as well as the company’s strategy, future operations, revenue guidance, projected costs, prospects, plans and objectives of management are forward-looking statements. When used in this press release, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Except as otherwise required by applicable law, Lottery.com disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release. Lottery.com cautions you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Lottery.com. In addition, Lottery.com cautions you that the forward-looking statements contained in this press release are subject to the following factors: (i) the outcome of any legal proceedings that may be instituted against Lottery.com; (ii) Lottery.com’s ability to maintain effective internal controls over financial reporting, including the remediation of identified material weaknesses in internal control over financial reporting relating to segregation of duties with respect to, and access controls to, its financial record keeping system, and Lottery.com’s accounting staffing levels; (iii) the effects of competition on Lottery.com’s future business; (iv) risks related to Lottery.com’s dependence on its intellectual property and the risk that Lottery.com’s technology could have undetected defects or errors; (v) changes in applicable laws or regulations; (vi) risks related to the COVID-19 pandemic and its effect directly on Lottery.com and the economy generally; (vii) risks relating to privacy and data protection laws, privacy or data breaches, or the loss of data; (viii) the possibility that Lottery.com may be adversely affected by other economic, business, and/or competitive factors; (ix) the ability of Lottery.com to achieve its strategic and growth objectives as stated or at all; and (x) those factors discussed in the proxy statement/prospectus filed by Lottery.com with the SEC under the heading “Risk Factors” and the other documents filed, or to be filed, by Lottery.com with the SEC. Should one or more of the risks or uncertainties described in this press release materialize or should underlying assumptions prove incorrect, actual results and plans could differ materially from those expressed in any forward-looking statements. This press release shall not constitute an offer to sell or the solicitation of any offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Additional information concerning these and other factors that may impact the operations and projections discussed herein can be found in the reports that Lottery.com has filed and will file from time to time with the SEC. These SEC filings are available publicly on the SEC’s website at www.sec.gov.
Nasdaq:LTRY
Lottery.com Inc. Outlines Future Growth Plans Following Registration Statement on Form S-1 Effectiveness
FORT WORTH, Texas, Oct. 17, 2024 (GLOBE NEWSWIRE) — Lottery.com Inc. (NASDAQ: LTRY; LTRYW) (“Lottery.com” or the “Company”), a leading technology company in digital lottery and sports entertainment, is pleased to announce that the U.S. Securities and Exchange Commission (“SEC”) has declared the Company’s Form S-1 Registration Statement effective on October 16, 2024 (“Registration Statement”) (File Number: 333-281925). The Company’s turnaround efforts which began in late 2022, were designed to address numerous operational and financial challenges, which included regulatory inquiries; regaining full compliance with Nasdaq listing and SEC reporting requirements; staff restructuring; as well as overall capital shortages. With the successful registration of the Company’s registration statement, Lottery.com is now poised to enter a new phase of strategic growth and market expansion.
The Registration Statement, while effective, allows the covered selling securityholders to publicly resell the securities covered by the Registration Statement, subject to the satisfaction by selling securityholders of certain SEC requirements in connection with any such resale. The Registration Statement also provides for an offering by the Company of up to 50 million shares of Common Stock at $3.00 per share. Copies of the prospectus that is included in the Registration Statement may be obtained from Lottery.com by email at [email protected] or by visiting https://ir.lottery.com or at the SEC’s website www.sec.gov.
Key milestones and strategic initiatives include:
1. Lottery.com Expansion:
The Company is now poised to work to operationalize its US operations across multiple states anticipated by the end of 2025. International expansion is also planned, with the intent to introduce a new gaming model in 2025 aimed at revolutionizing the global lottery market.
2. Sports.com Growth:
Earlier this year, the Company launched the new Sports.com platform in partnership with S&MI Ltd, the innovative technology company behind the Sportlocker brand, which has been rebranded as the Sports.com site and app. The Company completed its acquisition of S&MI on September 1, 2024. The platform is designed to deliver immersive live sports content enhanced by cutting-edge 3D technology, with rollouts planned in the U.S., Europe, and the Middle East by mid-2025. The Registration Statement is one key component of the Company’s partnership strategy, which, when financing through sales of stock, will help to springboard Sports.com’s position to becoming a major player in global sports media and entertainment.
Financial Outlook
Lottery.com is focused on developing proprietary technology and pursuing a “buy and build” growth strategy with its common stock as the primary consideration for acquisitions.
With a clear roadmap, Lottery.com is working to enter this next phase with confidence, backed by a highly experienced leadership team and committed funding and business partners.
Matthew McGahan, Chairman of Lottery.com, commented:
“We are extremely proud to have completed this critical phase in the Company’s journey. With the SEC’s declaration of effectiveness of our Registration Statement, we are now fully focused on our next stage of growth, which includes ambitious plans for both Lottery.com and Sports.com. Our team has worked tirelessly to rebuild the foundation, and we are confident that our future plans will create significant value for shareholders and stakeholders alike.”
For more information, please visit www.lottery.com or contact our media relations team at [email protected].
Lottery.com Contact: [email protected]
Important Notice Regarding Forward-Looking Statements
This press release contains statements that constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements, other than statements of present or historical fact included in this press release, regarding the company’s future financial performance, as well as the company’s strategy, future operations, revenue guidance, projected costs, prospects, plans and objectives of management are forward-looking statements. When used in this press release, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Except as otherwise required by applicable law, Lottery.com disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release. Lottery.com cautions you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Lottery.com. In addition, Lottery.com cautions you that the forward-looking statements contained in this press release are subject to the following factors: (i) the outcome of any legal proceedings that may be instituted against Lottery.com; (ii) Lottery.com’s ability to maintain effective internal controls over financial reporting, including the remediation of identified material weaknesses in internal control over financial reporting relating to segregation of duties with respect to, and access controls to, its financial record keeping system, and Lottery.com’s accounting staffing levels; (iii) the effects of competition on Lottery.com’s future business; (iv) risks related to Lottery.com’s dependence on its intellectual property and the risk that Lottery.com’s technology could have undetected defects or errors; (v) changes in applicable laws or regulations; (vi) risks related to the COVID-19 pandemic and its effect directly on Lottery.com and the economy generally; (vii) risks relating to privacy and data protection laws, privacy or data breaches, or the loss of data; (viii) the possibility that Lottery.com may be adversely affected by other economic, business, and/or competitive factors; (ix) the ability of Lottery.com to achieve its strategic and growth objectives as stated or at all; and (x) those factors discussed in the proxy statement/prospectus filed by Lottery.com with the SEC under the heading “Risk Factors” and the other documents filed, or to be filed, by Lottery.com with the SEC. Should one or more of the risks or uncertainties described in this press release materialize or should underlying assumptions prove incorrect, actual results and plans could differ materially from those expressed in any forward-looking statements. This press release shall not constitute an offer to sell or the solicitation of any offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Additional information concerning these and other factors that may impact the operations and projections discussed herein can be found in the reports that Lottery.com has filed and will file from time to time with the SEC. These SEC filings are available publicly on the SEC’s website at www.sec.gov.
This press release was published by a CLEAR® Verified individual.
Nasdaq:LTRY
Sports.com Accelerates Global Expansion Through Key Partnerships and Unveils an Expanded Sports Content Platform
Coverage of Over 40 Sports with Live Event Content Across Multiple Regions
LONDON, Sept. 30, 2024 (GLOBE NEWSWIRE) — Sports.com, a global leader in digital sports entertainment and a key brand of Lottery.com Inc. (Nasdaq: LTRY, LTRYW), has made substantial progress in expanding its platform’s reach and content offerings achieving a major milestone in its global expansion. Sports.com now offers coverage of over 40 Sports and live event content across multiple regions strengthening its presence in the US, Europe, Africa, the Middle East, and Asia.
Sports.com’s commitment to providing users with some of the most compelling sports content has been further developed with the recent announcement of the acquisition of CMF Media – a dynamic programming and original content creation agency. The hybrid approach of global sports coverage and curated bespoke content creation delivers viewers an extensive selection of engaging pre-recorded and live event content.
In addition, by securing partnerships with mobile operators, content platform providers, and industry leaders, the Company is well on its way to becoming a dominant player in the global sports media landscape, delivering localized sports content services directly to consumers’ mobile devices and providing a seamless and engaging sports entertainment experience globally.
Sports.com’s platform now boasts a comprehensive sports content library, covering a broad spectrum of sports events across football, motorsports, basketball, rugby, cricket, golf, tennis, and more. Here is a detailed look at the breadth of sports content now available on Sports.com:
Football (Soccer)
Europe
- English Premier League (Pre-match, Post-match, Stats & News)
- Bundesliga (News & Highlights)
- Portuguese League (News & Highlights)
- Dutch Eredivisie (News & Highlights)
- Spanish La Liga (Pre-match, Post-match, Stats & News)
- French Ligue 1 (Pre-match, Post-match, Stats & News)
- DFB Pokal (News & Highlights)
- FA Cup (Selected News & Highlights)
- Carabao Cup (Selected News & Highlights)
- UEFA Champions League (Pre-match, Post-match, Stats & News)
- UEFA Women’s Champion League (Pre-match, Post-match, Stats & News)
- UEFA Europa League (Pre-match, Post-match, Stats & News)
LATAM, North America & Australasia
- Argentinian League (News & Highlights)
- Brazilian League (News & Highlights)
- Copa Libertadores (Pre-match, Post-match, Stats & News)
- MLS (Pre-match, Post-match, Stats & News)
- Australian A League (News & Highlights)
- National Women’s Soccer League (News & Highlights)
Africa, Middle East & Asia
- Saudi Pro League (News & Highlights)
- CAF World Cup Qualifiers (Highlights)
- CAF Champions League (Highlights)
- Qatar Star League (Highlights)
- UAE Pro League (News & Highlights)
- Japanese J.League (Highlights)
- AFC Champions League (News & Highlights)
- AFC Asian Cup (Highlights)
- Asian World Cup Qualifiers (News & Highlights)
Motorsports
- Formula 1 | (Pre-match, Post-match, Stats & News)
- Formula 1 Testing | (Pre-match, Post-match, Stats & News)
- MotoGP | (News & Highlights)
- MXGP | (News & Highlights)
- Extreme E | (News & Highlights)
- Indy Car | (News & Highlights)
- 24 Hours of Le Mans | (News & Highlights)
- Dakar Rally | (News & Highlights)
- FIA World Rally Championship | (News & Highlights)
- FIA Formula E | (News & Highlights)
- FIA World Endurance Championship | (News & Highlights)
- GT World Challenge Europe | (News & Highlights)
- FIM Superbike World Championship | (News & Highlights)
Basketball, Baseball & (American) Football
- NBA (News & Highlights)
- MLB (News & Highlights)
- MLB World Tour (News & Highlights)
- NFL (Pre-game, Post-game, Stats & News)
- Super Bowl (Pre-game, Post-game, Stats & News)
Ice-Hockey, Golf & Tennis
- NHL (News & Highlights)
- The Masters (Pre-match, Post-match, Stats & News)
- US PGA Championship (Highlights)
- Men’s US Open (Pre-match, Post-match, Stats & News)
- The Open (Pre-match, Post-match, Stats & News)
- Women’s US Open (Highlights)
- Australian Open (News & Highlights)
- French Open (News & Highlights)
- Wimbledon (News & Highlights)
- US Open (News & Highlights)
Cycling, Rugby, Cricket & Winter Sports
- Tour de France (News & Highlights)
- La Vuelta (News & Highlights)
- Giro d’Italia (News & Highlights)
- World Cup Rugby (News & Highlights)
- Six Nations (Pre-match, Post-match, Stats & News)
- ICC Men’s Cricket World Cup (News & Highlights)
- ICC Women’s T20 World Cup (News & Highlights)
- FIS Freestyle Ski World Cup (News & Highlights)
- FIS Snowboarding World Cup (News & Highlights)
Matthew McGahan, Chairman and CEO of Sports.com, commented:
“Our rapid growth and extensive geographic reach are a direct result of our strategic partnerships and relentless pursuit of providing exceptional fan experiences. We’re focused on building a platform that delivers premium sports content to every corner of the world, making us the go-to destination for fans who want to engage with their favorite sports like never before.”
Tim Scoffham, Director of Sports.com Media, added:
“We are thrilled to offer a comprehensive and diverse catalogue of sports content, which now includes some of the world’s most sought-after events and leagues. From live match coverage to exclusive insights, we are committed to delivering the very best of sports to our users wherever they are.”
“In the coming months, Sports.com plans to further expand its live event offerings and introduce new content partnerships to enhance our platform’s value and reach. With a focus on continued innovation and fan engagement, we are aiming to set new standards in sports entertainment and redefine how fans around the world experience their favorite sports.”
For more information, visit www.sports.com or contact [email protected].
About Sports.com
Sports.com is fast becoming the premier destination for sports entertainment, offering an unparalleled array of interactive and engaging sports content. For more information, visit www.sports.com.
About Lottery.com:
Lottery.com is a technology company that transforms how players engage with lotteries and sports entertainment through its digital platforms. As the parent company of Sports.com, Lottery.com aims to create a global hub for sports content, delivering innovative programming and immersive experiences to fans around the world.
Important Notice Regarding Forward-Looking Statements
This press release contains statements that constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements, other than statements of present or historical fact included in this press release, regarding the company’s future financial performance, as well as the company’s strategy, future operations, revenue guidance, projected costs, prospects, plans and objectives of management are forward-looking statements. When used in this press release, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Except as otherwise required by applicable law, Lottery.com disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release. Lottery.com cautions you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Lottery.com. In addition, Lottery.com cautions you that the forward-looking statements contained in this press release are subject to the following factors: (i) the outcome of any legal proceedings that may be instituted against Lottery.com; (ii) Lottery.com’s ability to maintain effective internal controls over financial reporting, including the remediation of identified material weaknesses in internal control over financial reporting relating to segregation of duties with respect to, and access controls to, its financial record keeping system, and Lottery.com’s accounting staffing levels; (iii) the effects of competition on Lottery.com’s future business; (iv) risks related to Lottery.com’s dependence on its intellectual property and the risk that Lottery.com’s technology could have undetected defects or errors; (v) changes in applicable laws or regulations; (vi) risks related to the COVID-19 pandemic and its effect directly on Lottery.com and the economy generally; (vii) risks relating to privacy and data protection laws, privacy or data breaches, or the loss of data; (viii) the possibility that Lottery.com may be adversely affected by other economic, business, and/or competitive factors; (ix) the ability of Lottery.com to achieve its strategic and growth objectives as stated or at all; and (x) those factors discussed in the proxy statement/prospectus filed by Lottery.com with the SEC under the heading “Risk Factors” and the other documents filed, or to be filed, by Lottery.com with the SEC. Should one or more of the risks or uncertainties described in this press release materialize or should underlying assumptions prove incorrect, actual results and plans could differ materially from those expressed in any forward-looking statements. Additional information concerning these and other factors that may impact the operations and projections discussed herein can be found in the reports that Lottery.com has filed and will file from time to time with the SEC. These SEC filings are available publicly on the SEC’s website at www.sec.gov.
This press release was published by a CLEAR® Verified individual.
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