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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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).
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Item 8.01. Other Events
Engagement of Services
On May 6, 2024, the Company entered into an engagement of services agreement with”) J.V.B. Financial Group, LLC, acting through its Cohen & Company Capital Markets division (“CCM”), to act as its financial advisor in connection with a possible acquisition of a third party whether by merger, consolidation, acquisition of stock or assets or other business combinations.
Any offering will be conducted on a private placement basis pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”). CCM is authorized to solicit offers to purchase the Securities from “accredited investors” as defined in Rule 501 promulgated pursuant to the Act. CCM shall be obligated only to perform the Services on a “best efforts” basis only.
The Company shall pay CCM a non-refundable retainer fee in an amount equal to $60,000 per quarter. The retainer fee shall be payable, at Client’s discretion, in whole either in U.S. dollars or in shares of Client’s common stock.
The Securities shall be offered and sold pursuant to Section 4(a)(2) under the Securities Act of 1933, as amended (the “Securities Act”).
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/ Matthew McGahan | |
| Name: | Matthew McGahan | |
| Title: | Chief Executive Officer | |
Date: May 13, 2024
| Exhibit No. | Description | |
| 99.1 | Press Release Dated May 13, 2024 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |