UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of the Securities Exchange Act of 1934
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
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Securities registered pursuant to Section 12(b) of the Exchange Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| The Stock Market LLC | ||||
| The Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13 (a) of the Exchange Act.
Item 2.02 Results of Operations and Financial Condition.
On March 31, 2022, Lottery.com Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2021. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.
The information furnished herewith pursuant to Item 2.02 of this Current Report, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information in this Current Report shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date of this Current Report, regardless of any general incorporation language in the filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following exhibit is furnished herewith:
| Exhibit No. | Description | |
| 99.1 | Press Release dated March 31, 2022. | |
| 104 | Cover Page Interactive Data File - Embedded within the inline XBRL document | |
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Lottery.com Inc. | ||
| By: | /s/ Kathryn Lever | |
| Name: | Kathryn Lever | |
| Title: |
Chief Operating Officer and | |
Date: March 31, 2022
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Exhibit 99.1
Lottery.com Announces Strong Fourth Quarter and Full Year Results
Fourth quarter 2021 revenue of $21.5 million, up $18.2 million versus prior-year period
Full year 2021 revenue of $68.5 million, an increase of $61.0 million versus 2020
Full year 2021 pro forma revenue of $70.5 million, including acquired interest in Mexican entities1
Full year 2021 net loss of $9.3 million
Full year 2021 Adjusted EBITDA of $31.1 million1
AUSTIN, Texas, March 31, 2022 -- (GLOBE NEWSWIRE) -- Lottery.com Inc. (Nasdaq: LTRY, LTRYW) (“Lottery.com” or the “Company”), a leading technology company that is transforming how, where and when the lottery is played, reported financial results for the fourth quarter and full year ended December 31, 2021. On October 29, 2021, the Company successfully completed its business combination with Trident Acquisitions Corp. (the “business combination”).
Tony DiMatteo, Lottery.com Co-Founder and CEO, commented, “In the fourth quarter and throughout 2021, we demonstrated our ability to execute our strategic growth initiatives across the business to generate strong revenue growth and gross profit. B2C sales increased compared to the prior year period, despite no digital marketing spending. LotteryLink, our affiliate program, expanded and generated multiple revenue streams. I am extremely proud of our team achieving these accomplishments while successfully closing the business combination and taking our Company public.”
Mr. DiMatteo continued, “We entered 2022 with positive momentum and continued focus on executing our strategic growth plan. Fueled by approximately $43 million of proceeds from our business combination and $30 million received from the sale of LotteryLink credits, we are investing in initiatives to drive growth. I am pleased with our execution in the first quarter and am excited about our prospects to scale and grow the business in 2022.”
Fourth Quarter 2021 Financial Highlights
| Three Months Ended | ||||||||||||
| Q4 2021 Financial Highlights | December 31, | |||||||||||
| 2021 | 2020 | Change | ||||||||||
| (in millions) | ||||||||||||
| Revenues | $ | 21.5 | $ | 3.3 | $ | 18.2 | ||||||
| Gross profit | $ | 18.3 | $ | 2.1 | $ | 16.2 | ||||||
| Net loss | $ | (12.9 | ) | $ | (1.7 | ) | $ | (11.2 | ) | |||
| Cash | $ | 62.6 | $ | 3.8 | $ | 58.8 | ||||||
| Debt | $ | 3.8 | $ | 21.1 | $ | (17.3 | ) | |||||
| (1) | 2021 Pro Forma Revenue and Full Year 2021 Adjusted EBITDA are financial measures that are not calculated in accordance with Generally Accepted Accounting Principles in the United States (“GAAP”). See “Non-GAAP Financial Measures” below for a discussion of the definition of these non-GAAP financial measures and “Reconciliation of Non-GAAP Financial Measures” for a reconciliation to their most comparable GAAP measures. |
Fourth quarter 2021 revenues were $21.5 million, an increase of $18.2 million, or 559%, from the fourth quarter of 2020. The growth was driven by the sale of LotteryLink credits to a LotteryLink affiliate, primarily to acquire prepaid lottery games from the Company in conjunction with the affiliate’s launch of a pilot promotional campaign at a national grocery chain. The Company also sold LotteryLink credits for marketing materials, product development and $3.0 million in prepaid advertising credits. B2C lottery ticket sales increased substantially from the prior year period, despite no digital marketing spend.
Fourth quarter 2021 gross profit was $18.3 million, an increase of $16.2 million from the fourth quarter of 2020. The increase was primarily driven by the sale of LotteryLink credits to a LotteryLink affiliate for prepaid lottery games from the Company, many of which expired without being redeemed due to the delayed launch of the affiliate’s promotional programs. As a result, the Company did not incur costs with respect to the sale of those credits.
Fourth quarter 2021 net loss was $12.9 million, driven by non-cash stock compensation expense of $15.5 million. The net loss also included $8.8 million of interest expense, which was driven by a non-recurring expense associated with conversion of debt to equity at the time of the business combination.
Cash as of December 31, 2021, was $62.6 million, which included $42.8 million in net proceeds from the business combination and $30.0 million received from the previously announced sale of LotteryLink credits in the third quarter of 2021.
Debt as of December 31, 2021, was $3.8 million following the conversion of $63.5 million of convertible debt into equity immediately prior to the business combination.
Full Year 2021 Financial Highlights
| Twelve Months Ended | ||||||||||||
| 2021 Financial Highlights | December 31, | |||||||||||
| 2021 | 2020 | Change | ||||||||||
| (in millions) | ||||||||||||
| Revenues | $ | 68.5 | $ | 7.5 | $ | 61.0 | ||||||
| Pro forma revenues | $ | 70.5 | $ | 10.3 | $ | 60.2 | ||||||
| Gross profit | $ | 49.4 | $ | 4.5 | $ | 44.9 | ||||||
| Net loss | $ | (9.3 | ) | $ | (5.8 | ) | $ | (3.5 | ) | |||
| Adjusted EBITDA | $ | 31.1 | $ | (3.1 | ) | $ | 34.2 | |||||
Full year 2021 revenues were $68.5 million, an increase of $61.0 million, or 819%, from 2020. The growth was driven primarily by the sale of $47.1 million of LotteryLink credits for prepaid advertising, prepaid lottery games, marketing materials and product development. Increased B2C sales also contributed to revenue growth.
2021 pro forma revenues were $70.5 million and included the full year impact of Global Gaming Enterprises, Inc. (“Global Gaming”), which the Company acquired in June 2021. Global Gaming owns an 80% equity interest in each of two Mexican entities.
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Full year 2021 gross profit was $49.4 million, an increase of $44.9 million from 2020. The increase was primarily driven by the profits generated by the sale of LotteryLink credits and higher data sales, which generate margins above the Company average.
Full year 2021 net loss was $9.3 million and was driven by strong gross profit, offset by $18.1 million of interest expense, which includes a non-recurring expense associated with the conversion of debt to equity at the time of the business combination, $15.5 million of non-cash stock compensation expense, and $4.1 million of operational expenses related to the business combination.
Full year 2021 Adjusted EBITDA was $31.1 million, an increase of $34.2 million compared to negative Adjusted EBITDA of $3.1 million in 2020. The increase was driven by strong growth in gross profit.
Update on Key Initiatives
| ● | B2C User Growth | |
| ○ | Signed an agreement with T-Mobile to become its exclusive digital lottery brand advertising on T-Mobile platform in rideshare vehicles. | |
| ○ | Tested B2C ad campaigns on multiple digital outlets in the first quarter of 2022 and intend to use this data to launch broader marketing campaigns in the second quarter of 2022. |
| ● | LotteryLink and B2B | |
| ○ | LotteryLink affiliate launched a pilot program with a national grocery store chain, which is expected to expand in the second quarter of 2022. | |
| ○ | Added ICARO Media Group as an affiliate to promote Lottery.com B2C products in South America. |
| ● | Project Nexus | |
| ○ | Phase 1: Launch anticipated in early Q2 2022; expected to increase platform scalability, security, and the ability to implement product updates. | |
| ○ | Phase 2: Launch anticipated by the end of Q3 2022; expected to enable additional revenue generating features for existing products. | |
| ○ | Phase 3: Launch anticipated by the end of Q4 2022; expected to enable the support of a proprietary game that accepts payment in fiat or crypto currency, subject to regulatory and compliance requirements. |
| ● | New Markets | |
| ○ | Anticipate entry into five new domestic jurisdictions by the end of 2022. |
Conference Call
This morning at 8:30 AM ET, the Company will host a conference call to discuss fourth quarter 2021 and full year 2021 results. A live webcast of the conference call will be available on the Investor Relations section of the Lottery.com website at https://ir.lottery.com. For those who cannot listen to the live webcast, a replay of the conference call will be available on the Lottery.com Investor Relations website.
To join by telephone, please dial 877-313-2495 or 929-517-0906 if calling from outside the U.S. The conference code is 5886747. Please dial in a minimum of 15 minutes prior to the start time to ensure a timely connection to the call. An operator will register your name and organization.
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About Lottery.com
Lottery.com is a leading technology company that is transforming how, where and when lottery is played. Its engaging mobile and online platforms enable players located in the United States and internationally to remotely purchase legally sanctioned lottery games. Fans and subscribers look to Lottery.com for compelling, real-time results on more than 800 lottery games from more than 40 countries. Additionally, commercial partners and affiliates can utilize LotteryLink to provide Lottery.com products to their customers. Through WinTogether.org, Lottery.com is fundamentally changing how non-profit donors are incentivized to action by gamifying charitable giving. In all that it does, Lottery.com’s mission remains the same: an uncompromising passion to innovate, grow a new demographic of enthusiasts, deliver responsible and trusted solutions, and promote community and philanthropic initiatives. For more information, visit http://www.lottery.com.
Non-GAAP Financial Measures
This press release includes Pro Forma Revenue, EBITDA and Adjusted EBITDA, which are non-GAAP performance measures that we use to supplement our results presented in accordance with U.S. GAAP. We believe Pro Forma Revenue, EBITDA and Adjusted EBITDA are useful in evaluating our operating performance, similar to measures reported by our publicly-listed U.S. competitors, and regularly used by security analysts, institutional investors and other interested parties in analyzing operating performance and prospects. Pro Forma Revenue, EBITDA and Adjusted EBITDA are not intended to be substitutes for any U.S. GAAP financial measure and, as calculated, may not be comparable to other similarly titled measures of performance of other companies in other industries or within the same industry.
We define and calculate Pro Forma Revenue as revenue plus the impact on revenue as if the acquisition of Global Gaming by Lottery.com were consummated on January 1, 2020. We define and calculate EBITDA as net income or loss before the impact of interest income or expense, income tax expense or benefit, depreciation and amortization, and Adjusted EBITDA as EBITDA, as further adjusted for stock-based compensation and certain other non-recurring, non-cash or non-core items.
We include these non-GAAP financial measures because they are used by management to evaluate our core operating performance and trends and to make strategic decisions regarding the allocation of capital and new investments. The financial statement tables that accompany this press release include a reconciliation of Pro Forma Revenue, EBITDA and Adjusted EBITDA to their most comparable U.S. GAAP financial measures.
Forward Looking Statements
This press release contains statements that constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements, other than statements of present or historical fact included in this press release, regarding Lottery.com’s strategy, future operations, prospects, plans and objectives of management, are forward-looking statements. When used in this press release, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Except as otherwise required by applicable law, Lottery.com disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release. Lottery.com cautions you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Lottery.com. In addition, Lottery.com cautions you that the forward-looking statements contained in this press release are subject to the following factors: (i) risks related to the timely implementation, launch or outcome of the Company’s technological development initiatives, including Project Nexus, as anticipated, or at all, and the risk that any of such technological development initiatives could have undetected defects or errors; (ii) the likelihood that the Company’s interest expense is maintained as the Company’s anticipates and the impact on the Company’s financial position in the event that it is not; (iii) the utility and impact of any information acquired by the Company during consumer testing as well as the risks of the data being applicable to a wider and more diverse consumer market; (iv) the ability of Lottery.com to achieve its strategic and growth objectives as stated or at all, including, without limitation, its ability to enter into new domestic jurisdictions or to cause LotteryLink to generate profitable growth and cost-effectively increase the Company’s user base and brand recognition; (v) the effects of competition on Lottery.com’s future business; (vi) Lottery.com’s ability to maintain effective internal controls over financial reporting, including, without limitation, the remediation of identified material weaknesses in internal control over financial reporting relating to segregation of duties with respect to, and access controls to, its financial record keeping system, and Lottery.com’s accounting staffing levels; (vii) risks relating to cyber, privacy and data protection laws, cyber, privacy or data breaches, or the loss of data; (viii) the outcome of any legal proceedings that may be instituted against Lottery.com; (ix) changes in applicable laws or regulations; (x) risks related to the COVID-19 pandemic and its effect directly on Lottery.com and the economy generally; (xi) the possibility that Lottery.com may be adversely affected by other economic, business, and/or competitive factors; (xii) those factors discussed under the heading “Risk Factors” in the Form S-1 filed by Lottery.com with the SEC on November 18, 2021, and the other documents filed, or to be filed, by Lottery.com with the SEC. Should one or more of the risks or uncertainties described in this press release materialize or should underlying assumptions prove incorrect, actual results and plans could differ materially from those expressed in any forward-looking statements. Additional information concerning these and other factors that may impact the operations and projections discussed herein can be found in the reports that Lottery.com has filed and will file from time to time with the SEC. These SEC filings are available publicly on the SEC’s website at www.sec.gov.
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Lottery.com Inc.
Condensed Consolidated Statements of Operations
Three Months Ended December 31, 2021 and 2020 and Twelve Months Ended
December 31, 2021 and 2020
| Three Months Ended | Year Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2021 | 2020 | 2021 | 2020 | |||||||||||||
| (unaudited) | (unaudited) | |||||||||||||||
| Revenue | $ | 21,492,067 | $ | 3,262,200 | $ | 68,527,394 | $ | 7,459,514 | ||||||||
| Cost of revenue | 3,233,635 | 1,181,530 | 19,158,707 | 2,952,415 | ||||||||||||
| Gross profit | 18,258,432 | 2,080,670 | 49,368,687 | 4,507,099 | ||||||||||||
| Operating expenses: | ||||||||||||||||
| Personnel costs | 17,447,294 | 1,502,491 | 21,585,534 | 4,477,955 | ||||||||||||
| Professional fees | 3,105,420 | 482,340 | 8,279,798 | 1,121,218 | ||||||||||||
| General and administrative | 664,735 | 491,404 | 5,020,495 | 1,084,784 | ||||||||||||
| Depreciation and amortization | 1,388,606 | 468,504 | 4,292,606 | 1,533,994 | ||||||||||||
| Total operating expenses | 22,606,055 | 2,944,740 | 39,178,433 | 8,217,951 | ||||||||||||
| Income (loss) from operations | (4,347,623 | ) | (864,070 | ) | 10,190,254 | (3,710,852 | ) | |||||||||
| Other expenses | ||||||||||||||||
| Interest expense | 8,814,314 | 340,375 | 18,132,952 | 1,221,928 | ||||||||||||
| Other expense | 1,250,978 | 462,225 | 2,907,518 | 879,083 | ||||||||||||
| Total other expenses, net | 10,065,292 | 802,600 | 21,040,470 | 2,101,011 | ||||||||||||
Net loss before income tax | (14,412,915 | ) | (1,666,670 | ) | (10,850,216 | ) | (5,811,863 | ) | ||||||||
Income tax expense (benefit) | (1,551,689 | ) | 800 | (1,551,689 | ) | 800 | ||||||||||
| Net loss | $ | (12,861,226 | ) | $ | (1,667,470 | ) | $ | (9,298,527 | ) | $ | (5,812,663 | ) | ||||
Other comprehensive loss | ||||||||||||||||
| Cumulative translation adjusment, net | (655 | ) | - | (655 | ) | - | ||||||||||
| Total other comprehensive loss | $ | (12,861,881 | ) | $ | (1,667,470 | ) | $ | (9,299,182 | ) | $ | (5,812,663 | ) | ||||
Net income (loss) per common share | ||||||||||||||||
| Basic and diluted | $ | (0.39 | ) | $ | (0.07 | ) | $ | (0.36 | ) | $ | (0.26 | ) | ||||
Weighted average common shares outstanding | ||||||||||||||||
| Basic and diluted | 33,202,310 | 22,658,006 | 25,998,831 | 22,658,006 | ||||||||||||
5
Lottery.com Inc
Condensed Consolidated Balance Sheet
unudited
| As of December 31, | As of December 31, | |||||||
| 2021 | 2020 | |||||||
| Assets | ||||||||
| Cash | $ | 62,638,970 | $ | 3,825,511 | ||||
| Restricted cash | - | 6,950,000 | ||||||
| Accounts receivable | 21,696,653 | 26,195 | ||||||
| Prepaid expenses | 13,896,638 | 22,013,110 | ||||||
| Other current assets | 226,200 | 788,033 | ||||||
| Total current assets | 98,458,461 | 33,602,849 | ||||||
| Investments | 250,000 | 250,000 | ||||||
| Goodwill | 19,590,758 | 12,997,048 | ||||||
| Intangible assets, net | 28,710,980 | 3,211,250 | ||||||
| Property and equipment, net | 141,279 | 670,952 | ||||||
| Total assets | $ | 147,151,478 | $ | 50,732,099 | ||||
| Liabilities | ||||||||
| Trade payables | $ | 1,006,535 | $ | 2,176,621 | ||||
| Deferred revenue | 662,335 | 7,763,593 | ||||||
| Convertible debt, net - current | - | 8,882,665 | ||||||
| Notes payable - current | 3,771,340 | 12,207,180 | ||||||
| Accrued interest | 176,260 | 721,717 | ||||||
| Accrued and other expenses | 4,528,815 | 2,335,350 | ||||||
| Total current liabilities | 10,145,285 | 34,087,126 | ||||||
| Convertible debt, net - non current | - | 10,000 | ||||||
| Other long term liabilities | 1,169 | - | ||||||
| Total liabilities | 10,146,454 | 34,097,126 | ||||||
| Equity | ||||||||
| Controlling Interest | ||||||||
| Preferred Stock Par value $.001, 1,000,000 shre authorized, none issued and outstanding | - | - | ||||||
| Common stock Par value $.001, 500,000,000 shares authorized, 46,808,251 and 22,658,006 issued and outstanding as of December 31, 2021 and December 31, 2020 respectively | 46,808 | 22,658 | ||||||
| Additional paid-in capital | 238,754,797 | 111,752,883 | ||||||
| Accumulated other comprehensive income (loss) | (655 | ) | - | |||||
| Accumulated deficit | (104,439,095 | ) | (95,140,568 | ) | ||||
| Total Lottery.com Inc. stockholder's equity | 134,361,855 | 16,634,973 | ||||||
| Noncontrolling Interest | 2,643,169 | - | ||||||
| Total Equity | 137,005,024 | 16,634,973 | ||||||
| Total Liabilities & Equity | $ | 147,151,478 | $ | 50,732,099 | ||||
6
Lottery.com Inc
Condensed Consolidated Statement of Cash Flows
unaudited
| Year Ended December 31, | ||||||||
| 2021 | 2020 | |||||||
| Cash flow from operating activities | ||||||||
| Net income (loss) | $ | (9,298,527 | ) | $ | (5,812,663 | ) | ||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
| Depreciation and amortization | 4,292,606 | 1,533,994 | ||||||
| Amortization of debt discount and beneficial conversion feature | 8,474,858 | 827,647 | ||||||
| Stock based compensation expense | 15,532,263 | 16,099 | ||||||
| Forgiveness of PPP Loan | (493,125 | ) | - | |||||
| Loss on extinguishment of debt | 71,174 | - | ||||||
| Issuance of debt to pay expenses | 2,732,167 | - | ||||||
| Non cash deSPAC expense | 5,460,452 | - | ||||||
| Income tax valuation allowance | (1,653,067 | ) | ||||||
| Changes in assets & liabilities: | ||||||||
| Accounts receivable | (21,636,324 | ) | - | |||||
| Prepaid expenses | 8,121,496 | 295,772 | ||||||
| Other current assets | 827,625 | (38,167 | ) | |||||
| Trade payables | (1,171,557 | ) | (341,251 | ) | ||||
| Deferred revenue | (7,101,258 | ) | 7,647,305 | |||||
| Accrued interest | (545,456 | ) | 394,282 | |||||
| Accrued and other expenses | 3,277,745 | 174,023 | ||||||
| Other long term liabilities | 1,169 | - | ||||||
| Net cash provided by operating activities | 6,892,239 | 4,697,041 | ||||||
| Cash flow from investing activities | ||||||||
| Purchases of property and equipment | (28,170 | ) | (21,915 | ) | ||||
| Purchases of intangible assets | (5,192,050 | ) | - | |||||
| Investment in Subsidiary | (10,012,540 | ) | - | |||||
| Net cash used in investing activities | (15,232,760 | ) | (21,915 | ) | ||||
| Cash flow from financing activities | ||||||||
| Issuance of digital securities | 108,332 | 649,992 | ||||||
| Proceeds from exercise of options and warrants | 371,726 | - | ||||||
| Proceeds from issuance of convertible debt | 23,483,500 | 5,271,363 | ||||||
| Proceeds from the issuance of notes payable | 5,000,000 | 910,825 | ||||||
| Proceeds from despac | 44,614 | - | ||||||
| Extinguishment of debt | 42,794,176 | - | ||||||
| Principal payments on debt | (11,597,713 | ) | (890,287 | ) | ||||
| Net cash provided by financing activities | 60,204,635 | 5,941,893 | ||||||
| Effect of exchange rate changes on cash | (655 | ) | - | |||||
| Net change in net cash and restricted cash | 51,863,460 | 10,617,020 | ||||||
| Cash and restricted cash at beginning of period | 10,775,511 | 158,492 | ||||||
| Cash and restricted cash at end of period | $ | 62,638,971 | $ | 10,775,511 | ||||
| SUPPLEMENTAL DISCLOSURES: | ||||||||
| Interest paid in cash | $ | 4,438,623 | $ | - | ||||
| Non cash investing and financing activities | ||||||||
| Conversion of convertible debt into common stock | $ | 63,484,240 | $ | - | ||||
| Capitalization of interest from loan extinguishment | $ | 44,614 | ||||||
| Purchase of intangible assets through the issuance of convertible debt | $ | 15,450,000 | $ | - | ||||
| Issuance of convertible debt in exchange for outstanding liabilities | $ | 2,108,983 | $ | - | ||||
| Issuance of convertible debt in exchange for notes payable | $ | 4,531,250 | $ | - | ||||
| Common stock issued as part of acquisition | $ | 459,691 | $ | - | ||||
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Reconciliation of Non-GAAP Financial Measures
Lottery.com Inc.
Reconciliation of Revenues to Pro Form a Revenues
| Twelve Months Ended December 31, | ||||||||||||
| 2021 | 2020 | Change | ||||||||||
| (in millions) | ||||||||||||
| Revenues | $ | 68.5 | $ | 7.5 | $ | 61.0 | ||||||
| Global Gaming pre-acquisition revenue (1) | 2.0 | 2.9 | (0.9 | ) | ||||||||
| Proforma revenues (non-GAAP) | $ | 70.5 | $ | 10.3 | $ | 60.2 | ||||||
| (1) | Giving effect to the acquisition of Global Gaming, which Lottery.com acquired in June 2021, as if it were consummated on January 1, 2021. |
Lottery.com Inc.
Reconciliation of Net Income (Loss) to EBITDA and Adjusted EBITDA
| Twelve Months Ended December 31, | ||||||||||||
| 2021 | 2020 | Change | ||||||||||
| (in millions) Net income (loss) | $ | (9.3 | ) | $ | (5.8 | ) | $ | (3.5 | ) | |||
| Interest expense | 18.1 | 1.2 | 16.9 | |||||||||
| Income tax expense (benefit) | (1.6 | ) | 0.0 | (1.6 | ) | |||||||
| Depreciation and amortization expenses | 4.3 | 1.5 | 2.8 | |||||||||
| EBITDA (non-GAAP) | 11.5 | (3.1 | ) | 14.6 | ||||||||
| Operating expenses related to business combination | 4.1 | - | 4.1 | |||||||||
| Non-cash stock compensation expense | 15.5 | - | 15.5 | |||||||||
| Adjusted EBITDA (non-GAAP) | $ | 31.1 | $ | (3.1 | ) | $ | 34.2 | |||||
Lottery.com Contact:
Matthew Schlarb
VP, Investor Relations
(512) 585-7789
ir@lottery.com
or
Jody Burfening/Harriet Fried
LHA Investor Relations
(212) 838-3777
hfried@lhai.com
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