Ex-Lottery.com SPAC CEO Accused of Securities Fraud, Perjury (2)

The former CEO of the special purpose acquisition company that acquired Lottery.com Inc. has been charged with securities fraud, conspiracy, obstruction, and perjury, according to an indictment announced Thursday.

The indictment, filed in the US District Court for the Southern District of New York, accuses Vadim Komissarov of defrauding Trident Acquisitions Corp. investors “by reporting false and misleading revenue and business information about a prospective acquisition target"—Lottery.com—and then selling off his shares before the market realized the “true state of the company.”

He faces one count of conspiracy to commit securities fraud, to make false and misleading statements in proxy statements, and to make false filings with the SEC; plus one count of securities fraud; five counts of making false and misleading statements; one count of obstruction of justice; and one count of perjury. The heftiest charges—securities fraud, making false and misleading statements in proxy statements, and obstruction of justice—each carry a maximum prison term of 20 years.

Lottery.com previously disclosed that some of its former officers were the focus of investigations and inquiries by the US Securities and Exchange Commission and Department of Justice.

The indictment focuses largely on two transactions: a complex, $30 million financing deal done shortly after the Lottery.com acquisition, and an allegedly overpriced acquisition of a Mexican gaming company. Both were sham deals used to inflate revenues, according to the indictment.

When US officials started interviewing company executives, Komissarov urged them to lie and say he wasn’t part of one of the transactions, according to the indictment. He said, “So, if you come out and say that I was involved, then I am in deep shit,” according to the indictment.

The indictment comes nearly a year after Bloomberg Tax chronicled Lottery.com’s near total implosion in 2023 and disclosed details of the $30 million deal, which a company executive described at the time as check kiting. It was disclosed on the same day Lottery.com held its annual meeting at President Donald Trump’s private residence at the Mar-a-Lago Club in Palm Beach, Fla.

The company, originally known as AutoLotto, went public on Nov. 1, 2021, via a merger with Trident. It pitched itself as the Uber or Doordash of lottery tickets, offering an app for customers to buy lottery ticket on their phones instead of going in person to a retail outlet.

Within days of Lottery.com’s initial public offering, its stock value exceeded $800 million, but by mid-2022 it couldn’t make payroll and there was “substantial doubt” about its viability.

At the time, it said an internal review led it to “preliminarily conclude” that it had overstated its cash balance by approximately $30 million and that it had improperly recognized the same amount in revenue in the prior fiscal year.

Komissarov didn’t immediately respond to a request for comment sent to his LinkedIn account.

The case is United States v. Komissarov, S.D.N.Y., No. 25-cr-61, 2/20/25.