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, |
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| 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, |
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| 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, June 27, 2025 (GLOBE NEWSWIRE) — Lottery.com Inc. (NASDAQ: LTRY, LTRYW) (“Lottery.com” or “the Company”), a leading technology company transforming the intersection of gaming, sports and entertainment, today confirmed that it is nearing legal proof of a coordinated and unlawful ‘short and distort’ campaign targeting the Company. In collaboration with its legal counsel, Paul Hastings LLP, the Company is actively pursuing all individuals and entities engaged in market manipulation intended to damage the Company’s share price and reputation.
Christopher Gooding, Independent Director of Lottery.com and a member of the Audit Committee with responsibility for legal affairs, issued the following statement:
“There is no doubt that there is an orchestrated campaign against Lottery. The trading metrics and forensic data we have access to clearly indicate both classic ‘short and distort’ tactics, and more seriously, a significant volume of naked short selling — illegal trades not backed by actual share ownership.
“These actors fall into three categories:
- “Aggressive and embittered insiders, who appear to be leveraging confidential or insider information from their historical relationships with Lottery.com for self-serving purposes. I outlined elements of these insiders to the judge in a Delaware action earlier this year;
- “Professional short-sellers, aided and abetted by complicit brokers — some of whom are actively engineering mechanisms to facilitate, or are willfully ignoring, illegal naked short activity; and
- “Opportunistic traders, influenced by blogs, shorting platforms, and “pay-to-publish” media articles that amplify false and defamatory narratives. These clearly represent the ‘distort’ component of the campaign. Numerous cease-and-desist letters have already been issued.
“Our message to these parties is unequivocal: We know who you are. We are rapidly securing irrefutable legal evidence of your involvement — including the brokers operating both in the U.S. and offshore in jurisdictions such as the Caribbean. We will pursue damages vigorously and refer the evidence to the appropriate regulatory authorities.
“Your days are numbered. We will shut you down, and the financial penalties imposed will far exceed the unlawful profits you have sought to extract from our shareholders.”
Lottery.com reiterates its commitment to protecting shareholder value, market integrity, and the long-term growth of its global operations.
About Lottery.com
The Lottery.com Inc. (NASDAQ: LTRY, LTRYW) family of brands — including Sports.com, Tinbu and WinTogether, comprise a unified ecosystem that integrates gaming, entertainment, and sports. Follow the Company on X, Instagram and Facebook.
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, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included in this press release, regarding the Company’s strategy, future operations, prospects, plans and objectives of management, are forward-looking statements. When used in this Form 8-K, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” “initiatives,” “continue,” 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. The forward-looking statements speak only as of the date of this press release or as of the date they are made. The Company 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 the Company. In addition, the Company cautions you that the forward-looking statements contained in this press release are subject to risks and uncertainties, including but not limited to, expectations related to the investigation of short selling or potential naked short selling, including the Company’s analysis, its ability to take appropriate corrective action, or any potential investigations by regulators; any future findings from ongoing review of the Company’s internal accounting controls; additional examination of the preliminary conclusions of such review; the Company’s ability to secure additional capital resources; the Company’s ability to continue as a going concern; the Company’s ability to respond in a timely and satisfactory matter to the inquiries by Nasdaq; the Company’s ability to regain compliance with the Bid Price Requirement; the Company’s ability to regain compliance with Nasdaq Listing Rules; the Company’s ability to become current with its SEC reports; and those additional risks and uncertainties discussed under the heading “Risk Factors” in the Form 10-K/A filed by the Company with the SEC on April 22, 2025, and the other documents filed, or to be filed, by the Company with the SEC. Additional information concerning these and other factors that may impact the operations and projections discussed herein can be found in the reports that the Company 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. 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. Except as otherwise required by applicable law, the Company 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.
This press release was published by a CLEAR® Verified individual.
CONTACT: For more information, please visit www.lottery.com or contact our media relations team at [email protected]
Nasdaq:LTRY
Lottery.com Announces $10 Million Acquisition of GXR World Sports Assets to Power Global Launch of Sports.com Super App
FORT WORTH, Texas, June 26, 2025 (GLOBE NEWSWIRE) — Lottery.com Inc. (NASDAQ: LTRY, LTRYW) (“Lottery.com” or “the Company”), a leading technology company transforming the intersection of gaming, sports and entertainment, today announced it is advancing its global expansion with the planned launch of the Sports.com Super App (the “Super App”)—a first-of-its-kind digital destination for sports fans worldwide. The Super App is designed to combine live streaming, social engagement, e-commerce and gamification into a single immersive ecosystem.
The Super App, which is scheduled to launch in select global markets in Q3 2025, will initially focus on soccer and motorsport—two verticals Sports.com has been aggressively expanding into through a series of high-profile sponsorships and strategic initiatives. The Super App will be built on an existing platform development by Galaxy Racer Holdings Limited (“GXR”), The GXR app has achieved more than one million monthly active subscribers organically, demonstrating significant early traction and category-defining potential.
“We’ve spent the past two years building Sports.com around key pillars like soccer and motorsport,” said Mark Bircham, Director of Sports.com. “This acquisition and the launch of the Sports.com Super App is the culmination of a precise strategy to consolidate fragmented sports experiences. Our partnerships with emerging motorsport stars like Callum Ilott, Louis Foster, and Sebastian Murray, along with this technology acquisition sets the stage for an aggressive media expansion that will redefine how fans watch, play and engage with their favorite leagues, teams, and players.”
The Super App will integrate six primary features into a single experience: live streaming, community chat hubs, stats-based social media, e-commerce, real-money and fantasy sports gaming, and sports news. The Super App aims to engage fans across the full lifecycle of the sports experience, tapping into the 4–5 hours of average fan interaction beyond match time each week.
Revenue streams will include premium streaming subscriptions, in-app advertising, merchandising and interactive gamified challenges. Plans are underway to extend into additional sports verticals and incorporate immersive streaming experiences later this year.
To accelerate the development timeline for the Super App, Lottery.com has signed a Letter of Intent (LOI) to acquire a 51% controlling interest in the sports and technology assets of GXR, valuing the transaction at $10 million pre-money. Subject to due diligence and final agreement, the deal allows Lottery.com to fund the $5.1 million initial investment via cash, stock, or a combination at a fixed $3.00 share price. A $15 million financing commitment has also been pledged by Lottery.com to fuel expansion of the Sports.com Super App.
All GXR unencumbered assets, including its tech stack and user base, will be transferred to a new entity (NewCo), of which Lottery.com will initially own 51%. The agreement includes a call option to acquire 100% ownership of NewCo by the end of 2027. Exclusivity has been secured through June 30, 2025, with an automatic 30-day extension, and closing is anticipated on or before August 1, 2025.
“This is a transformational moment for the worldwide sports media ecosystem,” said Paul Roy, Founder and CEO of GXR. “Together with Lottery.com and Sports.com, we are developing the world’s first true sports super app. As global licensing discussions advance, and integration with the Lottery.com family of brands begins, we see a future where fans control their entire live event experience—on the Super App, across all screens, in every corner of the globe.”
About Lottery.com
The Lottery.com Inc. (NASDAQ: LTRY, LTRYW) family of brands — including Sports.com, Tinbu and WinTogether, comprise a unified ecosystem that integrates gaming, entertainment, and sports. Follow the Company on X, Instagram and Facebook.
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, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included in this press release, regarding the Company’s strategy, future operations, prospects, plans and objectives of management, are forward-looking statements. When used in this Form 8-K, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” “initiatives,” “continue,” 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. The forward-looking statements speak only as of the date of this press release or as of the date they are made. The Company 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 the Company. In addition, the Company cautions you that the forward-looking statements contained in this press release are subject to risks and uncertainties, including but not limited to, expectations related to the investigation of short selling or potential naked short selling, including the Company’s analysis, its ability to take appropriate corrective action, or any potential investigations by regulators; any future findings from ongoing review of the Company’s internal accounting controls; additional examination of the preliminary conclusions of such review; the Company’s ability to secure additional capital resources; the Company’s ability to continue as a going concern; the Company’s ability to respond in a timely and satisfactory matter to the inquiries by Nasdaq; the Company’s ability to regain compliance with the Bid Price Requirement; the Company’s ability to regain compliance with Nasdaq Listing Rules; the Company’s ability to become current with its SEC reports; and those additional risks and uncertainties discussed under the heading “Risk Factors” in the Form 10-K/A filed by the Company with the SEC on April 22, 2025, and the other documents filed, or to be filed, by the Company with the SEC. Additional information concerning these and other factors that may impact the operations and projections discussed herein can be found in the reports that the Company 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. 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. Except as otherwise required by applicable law, the Company 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.
This press release was published by a CLEAR® Verified individual.
CONTACT: For more information, please visit www.lottery.com or contact our media relations team at [email protected].
Nasdaq:LTRY
Lottery.com Appoints Tim Scoffham as CEO to Lead Global Expansion of Sports.com Media and Lottery.com International
FORT WORTH, Texas, June 24, 2025 (GLOBE NEWSWIRE) — Lottery.com Inc. (NASDAQ: LTRY, LTRYW) (“Lottery.com” or “the Company”), a leading technology company transforming the intersection of gaming, sports and entertainment, today announced the appointment of Tim Scoffham as Chief Executive Officer of Sports.com Media Group Limited (“Sports.com Media”) and Lottery.com International Limited (“Lottery.com International”), effective immediately. The appointment follows a successful consultancy period beginning in May 2024, during which Tim helped shape the Company’s global growth strategy across iGaming and digital sports media.
With more than 20 years of leadership in gaming, media, and entertainment, Tim is widely recognized as a veteran operator in media, sports entertainment and gaming sectors. His international experience and ability to execute high-growth, regulated strategies across emerging markets make him an ideal fit to lead these businesses into their next chapter.
Tim will oversee the strategic integration and international expansion of Sports.com Media, a premium digital sports content and engagement platform, and Lottery.com International, the Company’s iGaming and international lottery division focused on delivering secure, compliant, and entertaining lottery experiences across key global markets. His leadership will focus on aligning commercial, media, and technology platforms, bolstering regulatory partnerships, and unlocking scalable, revenue-generating opportunities in high-growth jurisdictions.
“Our Company is delighted with this appointment,” said Matthew McGahan, CEO and Chairman of Lottery.com. “Tim brings energy, credibility, and international expertise. His bold, entrepreneurial leadership style and deep experience in both gaming and media are precisely what we need at this inflection point. We are seeing strong forward momentum in the business and the markets, and Tim’s appointment gives us further confidence in our global roadmap. He is fully aligned with our vision to build Lottery.com and Sports.com into powerhouse global brands.”
Tim Scoffham added: “It’s an incredibly exciting time to join Lottery.com in a full-time leadership capacity at Sports.com Media and Lottery.com International, both of which represent unique global opportunities. The Sports.com and Lottery.com brands sit at the intersection of sports, gaming, and immersive content, and I believe we’re only scratching the surface of what they can become. With outstanding teams already in place and a unified international strategy underway, I’m looking forward to accelerating growth, strengthening partnership, and delivering long-term value to Lottery.com shareholders.”
About Sports.com Media
Sports.com Media Group Limited, a wholly-owned subsidiary of Lottery.com Inc., is a next-generation digital platform delivering premium sports content, immersive fan experiences, and real-time engagement to a global audience. Focused on innovation, original formats, and media-rights partnerships, Sports.com is shaping the future of sports storytelling and digital fan engagement.
About Lottery.com International
Lottery.com International Limited, a wholly-owned subsidiary of Lottery.com Inc., provides a secure and compliant iGaming and global lottery platform that enables users to participate in international lottery games through digital channels. The platform is focused on regulated market expansion, localized offerings, and sustainable, high-margin growth.
Under Tim Scoffham’s leadership, both businesses will continue the expansion of Sports.com and Lottery.com into globally recognized brands—driven by innovation, strategic execution, and an unwavering commitment to compliance and user experience.
About Lottery.com
The Lottery.com Inc. (NASDAQ: LTRY, LTRYW) family of brands — including Sports.com, Tinbu and WinTogether, comprise a unified ecosystem that integrates gaming, entertainment, and sports. Follow the Company on X, Instagram and Facebook.
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, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included in this press release, regarding the Company’s strategy, future operations, prospects, plans and objectives of management, are forward-looking statements. When used in this Form 8-K, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” “initiatives,” “continue,” 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. The forward-looking statements speak only as of the date of this press release or as of the date they are made. The Company 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 the Company. In addition, the Company cautions you that the forward-looking statements contained in this press release are subject to risks and uncertainties, including but not limited to, expectations related to the investigation of short selling or potential naked short selling, including the Company’s analysis, its ability to take appropriate corrective action, or any potential investigations by regulators; any future findings from ongoing review of the Company’s internal accounting controls; additional examination of the preliminary conclusions of such review; the Company’s ability to secure additional capital resources; the Company’s ability to continue as a going concern; the Company’s ability to respond in a timely and satisfactory matter to the inquiries by Nasdaq; the Company’s ability to regain compliance with the Bid Price Requirement; the Company’s ability to regain compliance with Nasdaq Listing Rules; the Company’s ability to become current with its SEC reports; and those additional risks and uncertainties discussed under the heading “Risk Factors” in the Form 10-K/A filed by the Company with the SEC on April 22, 2025, and the other documents filed, or to be filed, by the Company with the SEC. Additional information concerning these and other factors that may impact the operations and projections discussed herein can be found in the reports that the Company 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. 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. Except as otherwise required by applicable law, the Company 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.
A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/ddd041d2-dfd1-40b2-ae96-d48dad3d080e
This press release was published by a CLEAR® Verified individual.
CONTACT: For more information, please visit www.lottery.com or contact our media relations team at [email protected].
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