Business Context and Reporting Period
This Form 8-K was filed by Lottery.Com, Inc. (trading symbol: LTRY) on June 13, 2023, reporting events occurring on June 8, 2023. The filing addresses the status of the Company's listing on The Nasdaq Stock Market LLC following a series of delisting determinations and appeals related to financial restatement compliance.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on regulatory compliance and listing status rather than financial performance data.
Material Changes and Events
- Delisting Reversal: On June 8, 2023, the Nasdaq Hearings Panel reversed its May 24, 2023 decision to delist the Company's securities.
- Trading Reinstatement: Securities were reinstated for trading on Nasdaq effective with the market open on Monday, June 12, 2023.
- Compliance Conditions: Continued listing is granted subject to the Company satisfying all applicable criteria by August 17, 2023.
- Background: The Company had previously been ordered to delist due to failures in filing restated financial statements for the fiscal year ended December 31, 2021, and the quarter ended March 31, 2022.
Outlook, Risks, and Management Commentary
Management stated the Company is making every effort to evidence timely compliance with the terms of the June 8th Decision. However, the filing explicitly notes that there can be no assurance the Company will be able to satisfy the conditions required for continued listing by the August 17, 2023 deadline. Failure to comply could result in a final delisting.
Investor Verification Checklist
- Verify the Company's ability to file the required restated financial statements for FY 2021 and Q1 2022.
- Confirm the submission of financial projections for fiscal 2023 to Nasdaq.
- Monitor the Company's status regarding the August 17, 2023 compliance deadline.
- Review the attached Exhibit 99.1 (Nasdaq Letter dated June 8, 2023) for specific conditions of the continued listing.