IPO - Lottery.com Inc.

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Form Type: S-1/A

Filing Date: 2025-04-15

Corporate Action: Ipo

Type: Update

Accession Number: 000164117225004698

Filing Summary: Lottery.com Inc. is filing Amendment No. 1 to its Registration Statement on Form S-1 originally filed on April 11, 2025, for the purpose of adding a Delayed Effective Date disclosure and updating certain exhibits. The prospectus remains unchanged and is omitted from this filing. The company is categorized as a smaller reporting company and an emerging growth company. Included are the financial statements and a list of exhibits that consist of various agreements, financial documents, and organizational bylaws essential for the upcoming IPO process. Key documents mentioned include the Business Combination Agreement related to Trident Acquisitions Corp., and various employment and loan agreements pertinent to the company's operations and financial structure.

Document Link: View Document

Additional details:

Address: 5049 Edwards Ranch Rd., 4th Floor Fort Worth, Texas 76109


Phone Number: (737) 309-4500


Exhibit Number: 2.1

Description: Business Combination Agreement, dated as of February 21, 2021, by and among Trident Acquisitions Corp., Trident Merger Sub II Corp., and AutoLotto, Inc.


Exhibit Number: 3.1

Description: Second Amended and Restated Certificate of Incorporation of Lottery.com Inc.


Exhibit Number: 4.1

Description: Warrant Agreement, dated as of May 29, 2018, between TDAC and Continental Stock Transfer & Trust Company.


Exhibit Number: 5.1

Description: Opinion of Cutler Law Group, P.C. as to the legality of the securities being registered.


Exhibit Number: 10.31

Description: Stock Purchase Agreement and Common Stock Purchase Warrant by and between Lottery.com Inc. and Generating Alpha Limited, dated November 13, 2024.


Form Type: S-1

Filing Date: 2025-04-11

Corporate Action: Ipo

Type: New

Accession Number: 000164117225003901

Filing Summary: Lottery.com Inc. is seeking to register an indefinite number of shares of common stock, aiming to raise $100,000,000 through a Stock Purchase Agreement with Generating Alpha Ltd. The Agreement allows Lottery.com to sell shares to the Investor at 90% of the market price. The minimum for each sale is set at $20,000, with the maximum linked to the Investor's prior ownership limitations. Shares offered also include commitment shares and warrants for selling shareholders. The offering period is for 18 months following the prospectus effectiveness. The document serves as a preliminary prospectus under the Securities Act of 1933, detailing risks associated with the investment and providing insights into the company's operations and financial conditions.

Document Link: View Document

Additional details:

Address: 5049 Edwards Ranch Rd., 4th Floor Fort Worth, Texas 76109


Investor Name: Generating Alpha Ltd.


Commitment Amount: $100,000,000


Share Price Percent: 90%


Minimum Purchase: $20,000


Offering Period: 18 months


Listed On: The Nasdaq Stock Market LLC


Stock Symbol: LTRY


Form Type: POS AM

Filing Date: 2025-01-16

Corporate Action: Ipo

Type: Update

Accession Number: 000149315225002444

Filing Summary: This document is a Post-Effective Amendment No. 1 to Form S-1 registration statement which updates the proposed public offering of Lottery.com Inc.'s common stock. The amendment revises the offering price per share from $3.00 to $1.00 for 50,000,000 shares intended for public sale. Additionally, the amendment includes the registration of 6,270,854 shares of common stock on behalf of selling shareholders. The total offering is described as a 'best efforts' offering with no minimum purchase requirement intended to commence as soon as the SEC declares the registration statement effective, with proceeds earmarked for operational plans. The company emphasizes that this does not modify existing terms of the prospectus from the registration statement. Common stock of Lottery.com Inc. is presently listed on The Nasdaq Stock Market under the ticker symbol 'LTRY'.

Document Link: View Document

Additional details:

Cik: 0001673481


Common Stock Offered: 50000000


Offering Price Per Share: 1.00


Securityholder Offering: 6270854


Stock Exchange: Nasdaq


Ticker Symbol: LTRY


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