InconvenientReality
2 months ago
It appears a Delaware corporation that is not in good standing eliminates corporate limited liability protection. As such, Board members and Directors may be held personally responsible for all company debt and liabilities. According to the State of Delaware Lottery.com, Inc., has been in bad standing since March 1, 2023 and owes close to $300,000 in past due taxes to Delaware. Thus, all debt and liabilities accrued by the company since then could be personally assigned.
As a shareholder and creditor of the company I take this newly disclosed information very seriously as it jeopardizes the company's legal ability to continue as a going concern. Lottery.com CEO needs to prepare a detailed statement showing all company debt accrued since March 1, 2023, as reported on SEC filings. Please total this amount of debt accrued by the company since March 1, 2023, including any debt not yet reported. Previous Board members who served on the Board after March 1, 2023, should also be notified.
It is beyond the pale that this Board has allowed the most basic of fees needed to preserve the company's core assets, and to allow the company to continue to exist as a going concern and as a legal entity, have been left by the wayside while that same Board has overseen the expenditure of millions of dollars for self-gain.
The Board and Management have clearly operated in an ongoing manner that is grossly negligent, and as a result of the lapse of the corporate protection due to the voided status in Delaware, it appears each Board member is now legally responsible for the company debts as well as personably liable for their individual and collective actions.
InconvenientReality
3 months ago
Interesting Lottery.com pump & dump, RI campaign and advertising piece Mr. McGahan is using to solicit investments is live on You Tube and has been viewed over 1,000 times to date.
It is noted that a "disclaimer" was recently added to the start of the video, which is an implicit acknowledgment by the company the advertisement was initially published in violation of the rules. However, the disclaimer - which is in very small print and impossible to read is clearly materially misleading.
Nowhere does Mr. McGahan mention the company is actually not licenses to sell any lottery tickets in the U.S., he does not mention the tremendous exposure of pending litigation (including fraud charges against him personally), he does not address the fact that the company is under investigation, etc. He also yammers about having a "family office" in London, when reports are it is a rented desk and has been banished from 18 Savile Row, London W1S 3PR, UK due to his inability to generate timely rent payments.
The rules about "advertising" are clear. I post them below again for your review. It is the opinion of many that this paid video is not in compliance with the rules noted below as they pertain to public companies
InconvenientReality
8 months ago
Fradulent Meeting?
A meeting of stockholders was held by lottery.com/ on November 17, 2023, proxy materials addressed to record holders were not deposited in the mail until November 13, 2023 โ just 4 days prior to the Special Meeting โ making it impossible for shareholders to sign and return a proxy by the Companyโs November 14, 2023 deadline for the return of signed proxies. Evidence of the mail date for Special Meeting proxy materials can be provided upon request. The Company also failed to provide proxy materials to banks and brokers in sufficient time for those materials to be forwarded to beneficial owners who hold their stock through those banks and brokers, a process the NYSE and SEC have each indicated requires a minimum of thirty days. Thereafter, issuing themselves tens of millions of free-trading stock. Nice job creating a NASDAQ listed pump and dump!
🧐
InconvenientReality
8 months ago
WOW!!
Lottery committed further breaches of the Woodford Loan Agreement by replacing transactional CEO and public company re-organisation specialist Mark Gustavson when he uncovered and exposed irregular activities by various board members. In an effort to conceal their wrongful actions, Matthew McGahan assumed the positions of CEO, President, Secretary, and Chairman, while Barney Battles is still Head of the Audit Committee. A simple background check on actor Tamer Hassan and the other board members shows a clear association and prior business relationship between them all and fails to satisfy the independence requirements for these directors, leaving Lottery out of compliance with the Nasdaq Majority Independent Board rule.
Lottery began rapidly losing market cap as the share value tanked from 3.3$ in late August to 1.3$ in early November.
barnyarddog
8 months ago
The Public Investment Fund is the sovereign wealth fund of Saudi Arabia. It is among the largest sovereign wealth funds in the world with total estimated assets of US$776 billion (£538 billion).[2] It was created in 1971 for the purpose of investing funds on behalf of the Government of Saudi Arabia.[3] The wealth fund is controlled by Crown Prince Mohammed bin Salman, Saudi Arabia's de facto ruler since 2015.[4][5]
https://en.wikipedia.org/wiki/Public_Investment_Fund
What is the total assets of Saudi Arabia Public Investment Fund?
The PIF's assets under management increased from 835 billion riyals ($223 billion) at the end of 2017 to 2.7 trillion riyals ($720 billion) at the end of June 2023. At the end of June, international assets accounted for 22% of the PIF's assets under management (9% in 2017) and domestic assets 78%.Dec 12, 2023
https://agsiw.org โบ going-big-assessing-the-growth-amb.
Who runs Saudi Arabia's public investment fund?
PIF - Our Leadership | Public Investment Fund. Under the chairmanship and guidance of HRH Prince Mohammed bin Salman bin Abdulaziz Al Saud, the Board is responsible for overseeing PIF's long-term strategy, investment policy and performance.
https://www.pif.gov.sa โบ Pages โบ About-OurLeadership
barnyarddog
8 months ago
Majed Al Sorour, President of Sports.com and Saudi Golf, and former Director CEO of LIV Golf and Newcastle United Football Club, said:
โOur vision for Sports.com has always been to bridge the gap between sports content and fan interaction. The launch of the Sports.com app is a key milestone in realizing that vision, offering a platform that enriches the sports viewing experience."
March 7, 2024
https://finance.yahoo.com/news/sports-com-unveils-newly-designed-161900404.html
.... Saudi Public Investment Fund advisor Majed Al Sorour....
13 May 2022
https://www.dailymail.co.uk/sport/football/article-10813527/Newcastle-appoint-CEO-Saudi-Golf-Federation-Majed-Al-Sorour-club-director.html
Willymon
1 year ago
LTRY - Under Nasdaq Listing Rule 5550(a)(2), if the bid price of our Common Stock is under $1.00 per share over a period of 30 consecutive trading days, Nasdaq may delist our Common Stock from trading.
On August 24, 2022, the Listing Qualifications department of Nasdaq (the โStaffโ) notified the Company that the bid price of its Common Stock did not comply with Listing Rule 5550(a)(2) (the โBid Price Ruleโ). In accordance with Listing Rule 5810(c)(3)(A), the Company was provided 180 calendar days, or until February 20, 2023, to regain compliance with the Bid Price Rule.
On June 8, 2023 (the โJune 8th Decisionโ), the Panel notified the Company that it had determined to reverse its prior decision and grant the Companyโs request for continued listing subject to the Companyโs timely compliance with a number of conditions, including implementing the Reverse Stock Split, to the extent necessary to regain compliance with the Bid Price Rule by August 17, 2023. Accordingly, our Board adopted resolutions, subject to approval by our stockholders, to amend our Certificate of Incorporation to effect a Reverse Stock Split of our Common Stock at a ratio in the range of one-for-two to one-for-thirty, such ratio to be determined in the discretion of our Board. These resolutions were approved as a means of increasing the share price of our Common Stock above $1.00, which is required for continued listing on Nasdaq.
Source: https://www.sec.gov/Archives/edgar/data/1673481/000149315223022554/formdef14a.htm#a_004
AS: 500M
OS: 51M
1 for 2 reduces OS to 25M shares without affecting preferred.
Today's close, the price was $0.21, and to meet the $1.00 requirement LTRY would need to reverse split 1 for 5, which would pop the share price to $1.07, and the OS would adjust to 10.2M.
With AS=500M and a OS=10M I see the creation of a dilution machine!
Guess it's hurry up and wait for the vote at the shareholders meeting on August 7, 2023, at 10 a.m. Central Time online at https://www.cstproxy.com/lottery/2023.