Business Context and Reporting Period
This Form 8-K was filed by Lottery.com Inc. (trading symbol: LTRY) on November 29, 2023. The registrant is incorporated in Delaware and operates as an emerging growth company. The report addresses a specific regulatory event regarding the company's listing status on The Nasdaq Stock Market LLC.
Key Financial Metrics
The filing does not provide specific financial data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The report focuses exclusively on the Market Value of Publicly Held Shares (MVPHS) metric required for continued listing.
Material Changes
On November 29, 2023, the company received written notice from Nasdaq indicating it no longer meets the minimum MVPHS requirement of $5,000,000 set forth in Nasdaq Listing Rule 5450(b)(1)(C). This determination was based on the company's MVPHS over the last 30 consecutive business days.
Outlook, Risks, and Contingencies
- Compliance Period: The company has been granted a 180-calendar day grace period to regain compliance, extending through May 28, 2024.
- Path to Compliance: To avoid delisting, the company must achieve an MVPHS of $5,000,000 or more for a minimum of ten consecutive business days at any time during the compliance period.
- Delisting Risk: If the company fails to regain compliance by the expiration of the grace period, its securities will be subject to delisting from Nasdaq.
Investor Verification Checklist
- Verify the current Market Value of Publicly Held Shares (MVPHS) to assess progress toward the $5,000,000 threshold.
- Monitor the company's stock price and trading volume to determine if the ten consecutive business day requirement can be met.
- Review subsequent filings for any updates on the compliance status or potential delisting notifications prior to May 28, 2024.
- Confirm the status of the company's warrants (LTRYW) and common stock (LTRY) trading on Nasdaq.