Lottery.com (“Lottery.com” or the “Company”), a leading platform
that delivers users a safe and secure way to play official lottery
games directly from their mobile devices, and Voyager Digital Ltd.
(“Voyager”) (CSE: VYGR; OTCQB: VYGVF; FRA: UCD2), a publicly-traded
holding company whose subsidiaries operate a licensed crypto-asset
brokerage that provides investors with an app and platform to
invest in and trade crypto assets, today announced that the parties
executed a memorandum of understanding (“MOU”). The MOU establishes
an agreement to enable Lottery.com users to generate payment
transactions through the Voyager payment platform.
“Lottery.com is committed to providing
state-of-the-art solutions to the lottery and real money gaming
industry,” said Tony DiMatteo, CEO and Co-Founder of Lottery.com.
“We are excited to offer our users access to a burgeoning financial
system while we drive growth and diversity for Lottery.com. We look
forward to working together with Voyager to continue pioneering
blockchain solutions by leveraging the resources, strengths, and
talent of both companies and their offerings.”
“This new partnership highlights the growing
integration of digital assets as currency for purchases, and
further illustrates the power of Voyager’s retail-focused platform
as a robust tool to reach the masses,” said Stephen Ehrlich, CEO
and Co-Founder of Voyager. “Once launched, users will have the
ability to use their crypto assets for
Lottery.com transactions, including games or lottery tickets.
Voyager seeks to drive the adoption of cryptocurrency, and our
ongoing commitment to innovation makes Voyager a natural partner
for online and offline companies looking to add crypto payments to
their business.”
About Lottery.com
AutoLotto, Inc. doing business as Lottery.com is
an online platform that provides users with a safe and secure
platform to play official lottery games directly from their mobile
devices, offering state-sanctioned U.S. lottery products to
participants within the United States and around the world.
Lottery.com’s proprietary blockchain technology maintains an
accurate ledger of each transaction, while reducing the opportunity
for fraudulent activity.
On February 22, 2021, Lottery.com entered into a
definitive agreement with Trident Acquisitions Corp. (“Trident”)
(Nasdaq: TDACU, TDAC, TDACW) to become a publicly traded company on
The Nasdaq Stock Market. Trident and the Company published an
investor presentation on a Current Report on Form 8-K with the U.S.
Securities and Exchange Commission (the “SEC”) relating to the
proposed business combination, which is publicly available on the
SEC’s website www.sec.gov and is also posted to Trident’s and
Lottery.com’s respective websites or accessible here.
Important Information and Where to Find
it
In connection with the proposed business
combination, Trident expects to file a registration statement on
Form S-4 (the “Registration Statement”) that will include a
preliminary proxy statement with the SEC for the solicitation of
proxies from Trident's shareholders. Additionally, Trident will
file other relevant materials with the SEC in connection with the
proposed business combination. Copies may be obtained free of
charge at the SEC's web site at www.sec.gov. A definitive proxy
statement will be mailed to Trident shareholders as of a record
date to be established for voting on the proposed business
combination. Investors and security holders of Trident are urged to
read the Registration Statement and the other relevant materials
when they become available before making any voting decision with
respect to the proposed business combination because they will
contain important information about the business combination and
the parties to the business combination. The information contained
on, or that may be accessed through, the websites referenced in
this press release is not incorporated by reference into, and is
not a part of, this press release.
Forward Looking Statements
The information in this press release includes
“forward-looking statements” within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. All statements, other
than statements of present or historical fact included in this
presentation, regarding the proposed business combination between
Trident and Lottery.com, Trident and the Company’s ability to
consummate the transactions, the benefits of the transactions, the
Company’s estimated growth, operational and state expansion, and
the combined company’s future financial performance, as well as the
combined company’s strategy, future operations, estimated financial
position, estimated revenues and losses, projected costs,
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, the Company 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. The Company 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 either Trident or the Company. In
addition, the Company cautions you that the forward-looking
statements contained in this press release are subject to the
following factors: (i) the occurrence of any event, change or other
circumstances that could delay the business combination or give
rise to the termination of the agreements related thereto; (ii) the
outcome of any legal proceedings that may be instituted against
Trident or the Company following announcement of the proposed
business combination; (iii) the inability to complete the business
combination due to the failure to obtain approval of the
stockholders of Trident, or other conditions to closing in the
business combination agreement; (iv) the risk that the proposed
business combination disrupts the Company’s current plans and
operations as a result of the announcement of the transactions; (v)
the Company’s ability to realize the anticipated benefits of the
business combination, which may be affected by, among other things,
competition and the ability of the Company to grow and manage
growth profitably following the business combination; (vi) costs
related to the business combination; (vii) risks related to the
rollout of the Company’s business and the timing of expected
business milestones; (viii) the Company’s dependence on obtaining
and maintaining lottery retail licenses or consummating partnership
agreements in various markets; (ix) the Company’s ability to
maintain effective internal controls over financial reporting,
including 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 the Company’s accounting staffing
levels; (x) the effects of competition on the Company’s future
business; (xi) risks related to the Company’s dependence on its
intellectual property and the risk that the Company’s technology
could have undetected defects or errors; (xii) changes in
applicable laws or regulations; (xiii) the COVID-19 pandemic and
its effect on the Company and the economy generally; (xiv) risks
related to disruption of management time from ongoing business
operations due to the proposed business combination; (xv) risks
relating to privacy and data protection laws, privacy or data
breaches, or the loss of data; (xvi) the possibility that the
Company may be adversely affected by other economic, business,
and/or competitive factors; (xvii) a decline in the digital asset
market or general economic conditions; (xviii) changes in laws or
approaches to regulation of, or the failure or delay in the
adoption of, digital assets and the blockchain ecosystem by
institutions or individuals, or the failure to obtain a required
regulatory approval required hereunder; or (xix) failure to
consummate the transactions contemplated between the parties on
terms substantially similar to the memorandum of understanding in a
timely manner. 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 Trident has filed and will file from time to
time with the SEC, including its Annual Report on Form 10-K for the
fiscal year ended December 31, 2019. Trident’s SEC filings are
available publicly on the SEC’s website at www.sec.gov.
Participants in the
Solicitation
Trident and its directors and officers may be
deemed participants in the solicitation of proxies of Trident's
shareholders in connection with the proposed business combination.
Lottery.com and its officers and directors may also be deemed
participants in such solicitation. Security holders may obtain more
detailed information regarding the names, affiliations and
interests of certain of Trident's executive officers and directors
in the solicitation by reading Trident's Annual Report on Form 10-K
for the fiscal year ended December 31, 2020, and the Proxy
Statement and other relevant materials filed with the SEC in
connection with the business combination when they become
available. Information concerning the interests of Trident's
participants in the solicitation, which may, in some cases, be
different than those of their stockholders generally, will be set
forth in the proxy statement relating to the business combination
when it becomes available.
No Offer or Solicitation
This communication does not constitute an offer
to sell or the solicitation of an offer to buy any securities or
constitute a solicitation of any vote or approval.
About Voyager Digital Ltd.
Voyager Digital Ltd. is a publicly traded
holding company whose subsidiaries operate a crypto-asset platform
that provides retail and institutional investors with a turnkey
solution to trade crypto assets. The Voyager Platform provides its
customers with competitive price execution through its smart order
router as well as a custody solution on a wide choice of popular
crypto-assets. Voyager was founded by established Wall Street and
Silicon Valley entrepreneurs who teamed to bring a better, more
transparent, and cost-efficient alternative for trading
crypto-assets to the marketplace. Please visit us at
https://www.investvoyager.com for more information.
Lottery.com Contact:Cody
Billingsley(512) 537-5713cody@lottery.com
Voyager Digital Ltd.
ContactsInvestor Relations:Michael
Legg(212) 547-8807mlegg@investvoyager.com
Phil Carlson / Scott Eckstein(212) 896-1233 /
(212) 896-1210pcarlson@kcsa.com / seckstein@kcsa.com
Media:Anthony Feldman / Raquel
Cona(617) 921-0984 / (212) 682-6300afeldman@kcsa.com /
rcona@kcsa.com
Angus Campbell44 7881
625098angus@nominis.co
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