v3.26.3
Subsequent Events
6 Months Ended
Jun. 30, 2026
Subsequent Events [Abstract]  
Subsequent Events

Note 16. Subsequent Events

 

Management has evaluated these events in accordance with ASC 855, Subsequent Events, and determined that they represent non-recognized subsequent events, as it relates to conditions arising after the balance sheet date. Accordingly, no adjustments to the consolidated financial statements were required.

 

USA Today Litigation

 

On July 6, 2026, the Company commenced litigation in the District Court of Tarrant County, Texas against USA TODAY Co., Inc. (formerly Gannett Co., Inc.), and certain affiliated entities relating to an Advertising Agreement executed in December 2016. The complaint alleges that the defendants have refused to recognize or permit the Company’s use of the remaining advertising inventory available under the agreement despite the Company’s efforts since 2024 to exercise its contractual rights. The Company is seeking declaratory relief, damages, and other available remedies. As of the date these financial statements were issued, the litigation remains in its preliminary stages. See Part II, Item 1, “Legal Proceedings.”

 

Sports.com Predict Public Launch

 

On July 22, 2026, Sports.com Predict moved from a limited, waitlist-based rollout to full public access, in jurisdictions where such access is currently permitted, and the platform’s catalog expanded to 1,195 prediction markets across 18 additional sports categories. See Part I, Item 2, “Current Plan of Operations - Sports.com Predict.”

 

Lottery.com Affiliate Model

 

On July 26, 2026, the Company’s Board of Directors approved the transition of Lottery.com exclusively to an affiliate-based operating model. On July 20, 2026, the Company announced International Gaming Alliance (“IGA”) as its first partner under this model, pursuant to which IGA is expected to fund market entry, licensing, marketing, and customer acquisition costs for an initial group of markets across Latin America and Canada. See Part I, Item 2, “Current Plan of Operations - Lottery.com Affiliate Model.”

 

Other matters arising after June 30, 2026 are addressed in the sections of this Report to which they most directly relate, including the restatement of previously issued financial statements described in Note 3 and the Company’s Nasdaq listing compliance status described in Part I, Item 2, “Impact of Legacy Matters on Current Operations.”

 

Reverse Stock Split

 

Effective July 31, 2026, the Company effected a 1-for-7 reverse stock split of its common stock, as described in Note 11. Share and per-share amounts in these condensed consolidated financial statements have been retroactively adjusted for all periods presented.

 

Expiration of Public Warrants

 

On October 29, 2026, the Company’s publicly traded warrants (Nasdaq: LTRYW), exercisable for an aggregate of 14,375 shares of common stock at $16,100.00 per share, expired in accordance with their terms without having been exercised. Nasdaq has filed a Form 25 to remove the warrants from listing, and they are no longer outstanding. Removal of the public warrants from listing on Nasdaq had no effect on the Company’s common stock and the expiration had no effect on the Company’s Financial Statements. See Note 11, Stockholders’ Equity.