Nasdaq:LTRY
Lottery.com Inc. Chairman Addresses Effective Form S-1 Registration Statement
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
Grit, Gains, and Setbacks for Lottery.com and Sports.com Drivers in Fourth of July Weekend Battle at Mid-Ohio
A Media Snippet accompanying this announcement is available by clicking on this link.
LEXINGTON, Ohio, July 07, 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 their drivers’ results from the Mid-Ohio Sports Car Course. In sweltering summer conditions, the trio of Lottery.com and Sports.com-sponsored drivers took on one of the most technical and physically demanding road courses on the NTT INDYCAR SERIES and INDY NXT by Firestone calendars. With 90 laps of elevation, strategy, and heat, the Fourth of July holiday weekend brought both breakthroughs and heartbreaks to the paddock.
Callum Ilott
Car No. 90 – PREMA Racing (INDYCAR SERIES)
Finished: P13 | Best Result of the Season | Sponsored by: Lottery.com
Callum Ilott delivered a superb recovery drive from P24 on the grid to P13, notching his best result of the 2025 season in a race that tested both patience and performance. After being forced off-track to avoid an incident at the start, the PREMA Racing driver went off-strategy, switching early to alternate red-sidewall tires under the first caution.
Ilott executed a well-managed three-stop strategy, making his final pit stop on lap 82 and pushing hard in the closing stages to gain multiple positions.
“A really strong race. We had a bit of contact at the beginning and I was just put in a bad position on the outside,” said Ilott. “We gambled and did an early stop onto the Reds. The first stint wasn’t anything special, but once we came in and got going again on the next set of Reds, it was super fast. The car was really strong. We maximised everything from P24 — great pit stops and solid strategy.”
Louis Foster
Car No. 45 – Rahal Letterman Lanigan Racing (INDYCAR SERIES)
Finished: P14 | Rookie of the Year Leader | Sponsored by: Sports.com
Louis Foster continued his impressive rookie season by qualifying in P6—his third Fast Six shootout appearance this year—and finishing 14th in a challenging fuel-saving race. Despite not having a fresh set of tires for his final qualifying run, Foster again proved his one-lap speed and now holds an average starting position of 12.2 across a 27-car field.
In the race, Foster was initially in contention for a top-10 before a pit stop stall cost valuable time. Nonetheless, his strong performance earned him top rookie honours on the day and moved him into the lead of the Rookie of the Year standings.
“I think I did a good job saving fuel,” Foster said after the race. “That was the first time I did a proper fuel save race so that was good experience for me. Top rookie in the race by some margin. There are worse days for sure, but it’s disappointing.”
Sebastian Murray
Car No. 2 – Andretti Global (Indy NXT)
Started: P18 | DNF (Lap 4) | Championship Standing: P10 (140 points)
Sponsored by: Sports.com
Rookie Seb Murray’s weekend ended early after making contact on Lap 4 with teammate Ricardo Escotto, causing race-ending damage. After a strong opening phase where Murray climbed from P18 to P12, the collision brought a premature end to what had been a positive start.
“A super unfortunate end to today. I’m not really sure what happened — we’ll have to watch the replays and look at the data — but I’m just glad everyone’s okay,” said Murray. “A massive thank you to the AMR Safety team. They were on the scene incredibly quickly. Obviously, apologies to the team. It was a good weekend until the incident, and we were hoping to work our way forward.”
Matthew McGahan, Chairman & CEO of Lottery.com and Sports.com, commented:
“We’re incredibly proud of how our drivers have performed this season so far. From pole positions to breakthrough race results, Louis, Callum, and Seb have truly delivered. This Fourth of July weekend, the Lottery.com and Sports.com brands were flying the flag — with strong visibility on the cars and in the paddock throughout a high-profile holiday event.
“It was also exciting to see Callum and Louis racing wheel-to-wheel for P13 and P14 — both fighting hard but keeping it clean, which speaks volumes about their professionalism and respect. Keep it shiny side up, race smart, and above all, stay safe. We’re behind you every step of the way.”
Marc Bircham, Main Board Director of Lottery.com and Sports.com, added:
“The performances so far this season have been nothing short of staggering. The entire Lottery.com and Sports.com family wishes Louis, Callum, and Seb the very best as the season heats up. Mid-Ohio was a test, and now we look forward to Iowa and beyond with pride and confidence.”
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.
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
Fourth of July Weekend: Lottery.com and Sports.com Drivers Revved Up for Mid-Ohio Challenge
A Media Snippet accompanying this announcement is available by clicking on this link.
LEXINGTON, Ohio, July 04, 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 that the Lottery.com and Sports.com-sponsored driver trio returns to action this weekend for Round Nine of the 2025 NTT INDYCAR SERIES and INDY NXT by Firestone Championships at one of the sport’s most historic and technical venues: the Mid-Ohio Sports Car Course.
Set in the rolling hills of Ohio, the 13-turn, 2.258-mile permanent road course is known for its flowing layout, blind corners, and punishing precision. Mid-Ohio has long been a proving ground for future champions, and with five races in July, this event marks the beginning of a pivotal stretch for both title contenders and rookies alike.
Louis Foster
Car No. 45 – Rahal Letterman Lanigan Racing (INDYCAR)
Sponsored by: Sports.com
After claiming his first career pole position at Road America, Louis Foster heads into RLL’s home race at Mid-Ohio with renewed confidence and focus. The British rookie has impressed with his speed throughout the season, boasting an average starting position of 12.89 across nine races.
“I’m really proud to represent RLL at such an important race for the team,” said Foster. “I won here in Indy NXT in 2023, so it’s a track with good memories for me. There’s nowhere to hide at Mid-Ohio, especially in this level of competition. But if we keep qualifying like we have, and execute races cleanly, there’s no reason we can’t come away with a big result.”
Currently just two points off the lead in the Rookie of the Year standings, Foster sees the intense July schedule as a chance to build momentum and consistency.
Foster added, “Of course, while the qualifying results have been good, the races have been a challenge. There’s so much to get right in INDYCAR. But we’ve been working hard with the team and engineers, and now we’re into a rapid-fire run of races. It’s time to build something.”
Callum Ilott
Car No. XX – PREMA Racing (INDYCAR)
Sponsored by: Lottery.com
Callum Ilott returns to Mid-Ohio looking to carry forward the gains made at Road America, where he secured his best result of the season with P15. The track is a known battleground, famous for its technical challenge, and will feature 90 laps this year—10 more than in 2024.
This marks PREMA Racing’s first visit to Mid-Ohio with the new INDYCAR hybrid power unit, placing extra emphasis on the weekend’s two practice sessions to gather crucial data.
“Mid-Ohio is a real driver’s track—lots of flow, elevation, and little room for error. The team’s still building experience with the hybrid package, so Friday and Saturday are key to getting up to speed,” said Ilott. “Last year the race could be won from anywhere, so it’s about keeping options open and nailing the strategy.”
PREMA made adjustments to its approach following winter changes to Turn Four and the Esses section, and Ilott aims to improve on his personal best result at this circuit.
“Road America showed we’re moving in the right direction. I’m excited to see what we can unlock here with the right setup and clean stints.”
Sebastian Murray
Car No. 2 – Andretti Global (INDY NXT)
Sponsored by: Sports.com
Seb Murray will make his Mid-Ohio debut this weekend with Andretti Cape, coming off the back of a strong Road America performance where he surged from P14 to P11 and was named Jostens’ Biggest Mover. That race marked his best road course finish in Indy NXT so far.
The 2.258-mile circuit will provide another test for the Scottish rookie, with high-speed sections, elevation changes, tight technical corners and a narrow racing ribbon demanding full focus.
As the Indy NXT field tightens heading into a busy July calendar, Murray’s recent form positions him as one to watch in this next phase of the championship.
Broadcast Schedule – Mid-Ohio Sports Car Course
Watch Live in the USA and UK
Friday, July 4
– Practice 1: 4:30 PM ET / 9:30 PM UK (FS2 / Sky Sports F1)
Saturday, July 5
– Practice 2: 10:30 AM ET / 3:30 PM UK (FS1 / Sky Sports Mix)
– Qualifying: 2:30 PM ET / 7:30 PM UK (FS1 / Sky Sports F1)
Sunday, July 6
– Race Start: 1:22 PM ET / 6:22 PM UK (FOX / Sky Sports Mix)
Lottery.com and Sports.com continue to accelerate global brand momentum by backing the next generation of elite racing talent. With consistent performances and growing exposure across the U.S. and Europe, the Mid-Ohio weekend is another vital step in an ambitious season-long campaign.
Matthew McGahan, Chairman & CEO of Lottery.com and Sports.com, commented:
“We’re incredibly proud of how our drivers have performed this season so far. From pole positions to breakthrough race results, Louis, Callum, and Seb have truly delivered. As we head into this special Fourth of July weekend, we’re cheering them on to keep the momentum going. Keep it shiny side up, race smart, and above all, stay safe. We’re behind you every step of the way.”
Marc Bircham, Lottery.com Director and Sports.com Director of Acquisitions, added:
“The performances so far this season have been nothing short of staggering. The entire Lottery.com and Sports.com family wishes Louis, Callum, and Seb the very best this weekend. Mid-Ohio is a driver’s track, and we know these three are ready to deliver. Let’s go get it—safe, fast, and focused.”
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.
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].
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]
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