S-1/A: Lottery.com Files Amendment No. 1 to Form S-1 Registration Statement
Registration Statement Amendment
Lottery.com files an amendment to its Form S-1 registration statement to include a delayed effective date and update exhibits.
Summary
- Lottery.com Inc. has filed Amendment No. 1 to its Form S-1 registration statement with the SEC.
- The purpose of the amendment is to include a delayed effective date disclosure and update certain exhibits.
- No changes or additions are being made to the prospectus itself.
- The registration includes 20,000,000 shares of common stock for a primary offering, 3,323,559 shares held by selling shareholders, and 2,365,063 shares issuable upon exercise of warrants.
- The proposed maximum offering price per share for the primary offering and shares held by selling shareholders is $0.75.
- The proposed maximum offering price per share for common stock issuable upon exercise of warrants is $0.305.
- The total registration fee is $2,788.25.
Sentiment
Score: 5
Explanation: The document is a standard regulatory filing, so the sentiment is neutral.
Future Outlook
The registrant may file further amendments to delay the effective date until a specific date is stated or the SEC determines the effective date.
Industry Context
This filing is a routine step for companies seeking to raise capital through the public markets, ensuring compliance with SEC regulations.
Stakeholder Impact
- The offering of shares may dilute existing shareholders' ownership.
- The capital raised could be used to fund the company's operations and growth.
Next Steps
- The SEC will review the amended registration statement.
- Lottery.com will file a further amendment to declare an effective date, or the SEC will determine the effective date.
Key Dates
| Date | Description |
|---|---|
| February 21, 2021 | Date of Business Combination Agreement by and among Trident Acquisitions Corp., Trident Merger Sub II Corp., and AutoLotto, Inc. |
| October 29, 2021 | Date of Investor Rights Agreement by and among Lottery.com Inc., AutoLotto, Inc. and the security holders party thereto |
| April 1, 2022 | Date of Annual Report on Form 10-K filed by Lottery.com with the SEC |
| July 22, 2022 | Date of Resignation and Release Agreement by and between Lottery.com and Lawrence Anthony DiMatteo III |
| December 7, 2022 | Date of Loan Agreement (Deed) between Lottery.com and Woodford Eurasia Assets Ltd, as lender |
| August 8, 2023 | Date of Amended and Restated Loan Agreement and Deed, between Lottery.com and United Capital Investments London Limited as lender |
| August 18, 2023 | Date of Amendment to Amended and Restated Loan Agreement, by and between Lottery.com Inc. and United Capital Investments London Limited |
| November 13, 2024 | Date of Stock Purchase Agreement and Common Stock Purchase Warrant by and between Lottery.com Inc. and Generating Alpha Limited |
| April 8, 2025 | Date of Boladale Lawal & Co.'s audit report relating to the company's financial statements as of December 31, 2023, and for the year then ended. |
| April 8, 2025 | Date of Boladale Lawal & Co.'s audit report relating to the company's financial statements as of December 31, 2023, and for the quarter then ended. |
| April 10, 2025 | Date used to estimate the registration fee based on the average of the high and low selling prices of the Common Stock on The Nasdaq Global Market. |
| April 11, 2025 | Date of the registration statement on Form S-1. |
| April 11, 2025 | Date of Boladale Lawal & Co.'s consent. |
| April 14, 2025 | Date of signatures on the registration statement. |
Keywords
Registration Statement, Form S-1, Lottery.com, Securities, Amendment, Shares, Warrants, Offering
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