Lottery.com has entered into an Amended Stock Purchase Agreement with Generating Alpha Ltd. on June 16, 2025, securing potential funding of up to $300 million through stock purchases. Key terms include:
- Investor will purchase shares at 94% of Market Price (defined as 5-day VWAP)
- Minimum Put amount of $20,000 with maximum limited to 100% of Average Daily Trading Volume
- Investor ownership capped at 4.99% of Common Stock
- Company issued 682,410 shares as Commitment Fee via prefunded warrant
- Additional 1.5% in shares (as warrants) for each $50 million tranche after first $100 million
The company, listed as an emerging growth company, trades on Nasdaq under LTRY (common stock) and LTRYW (warrants). This agreement provides significant potential funding for operations, subject to market conditions and regulatory compliance.
Lottery.com has regained compliance with Nasdaq's minimum bid price requirement after its stock maintained a closing bid price above $1.00 for twenty consecutive business days from May 21 through June 18, 2025. This development follows a previous notice of non-compliance received on May 9, 2025.
Key details:
- The company has successfully addressed its violation of Nasdaq Listing Rule 5450(a)(1)
- Nasdaq has officially closed the compliance matter
- Trading symbols: LTRY (Common Stock) and LTRYW (Warrants)
- Warrants are exercisable at $230.00 per share
The company maintains its status as an emerging growth company and continues to face various risks, including concerns about internal accounting controls, capital resources, and ability to continue as a going concern. The filing was signed by CEO Matthew McGahan on June 23, 2025.