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Sports Entertainment Gaming (SEGG) investor relations material
Sports Entertainment Gaming Q2 2025 earnings summary
Complete event summary combining all related documents: earnings call transcript, report, and slide presentation.
Executive summary
Acquired 51% of DotCom Ventures Inc. (DVI), owner of Concerts.com and TicketStub.com, for $5 million, with payment in cash, restricted stock, or a combination at a fixed price of $3.00 per share.
Buyer (Lottery.com Inc.) granted a call option to purchase the remaining 49% of DVI in tranches through May 2026, with flexible payment terms in cash or stock.
Assets acquired include all domain names, social media accounts, trademarks, technology, and vendor accounts related to Concerts.com and TicketStub.com.
The transaction includes downside protection for the seller via a true-up mechanism if the share price falls below $3.00 by April 30, 2026.
Significant events and developments
The acquisition provides Lottery.com with a majority stake in DVI, expanding its portfolio into the entertainment and ticketing sectors.
The deal structure allows for staged acquisition of the remaining shares, supporting integration and risk management.
The acquired assets are subject to existing secured notes and security agreements, including a $1 million note to Bill Young Productions and a $1.5 million junior note to the seller.
Capital allocation and financing
The $5 million purchase price can be paid in cash, restricted stock units, or a mix, with stock valued at a fixed $3.00 per share.
Seller receives full piggyback registration rights for any stock issued as payment.
Buyer assumes only specified liabilities, primarily those disclosed in the balance sheet and certain secured notes.
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