Former SPAC Leader Admits Role in Lottery.com Revenue Fraud Scheme
A previous executive at a special purpose acquisition company (SPAC) has confessed in a federal court in New York to participating in a scheme that misled investors prior to Lottery.com going public.
Admission of Fraudulent Revenue Reporting in Lottery.com SPAC Merger
Vadim Komissarov, who formerly headed Trident Acquisitions Corp., pleaded guilty to charges related to securities fraud. The fraud involved fabricating financial results to smooth the way for Trident’s 2021 merger with Lottery.com, an online lottery platform. Prosecutors stated these deceptive actions created a misleadingly strong financial image at a critical moment when shareholders were set to approve the transaction.
According to court records, Komissarov and his collaborators artificially boosted Lottery.com’s reported income by utilizing several bogus transactions from late 2020 until mid-2022. Notably, one $9 million circular payment was designed to resemble authentic revenue but effectively returned to its origin, contributing nothing genuine to the company’s finances.
The inflated revenue figures were included in official filings with the Securities and Exchange Commission. As Trident’s CEO and CFO, Komissarov either endorsed or allowed these filings. Investors were thereby misled into believing the company was highly profitable.
Following the merger, Komissarov sold 300,000 shares of Lottery.com stock, netting over $600,000, shortly before the company revealed significant accounting mistakes tied to the overstated revenue and cash balances.
SEC Investigation Impeded by Former SPAC Executive, Officials Say
The Securities and Exchange Commission expanded their investigation by subpoenaing documents and testimony. Prosecutors allege Komissarov attempted to obstruct the probe by coordinating his account with senior executives at Lottery.com to downplay his involvement in the fraudulent transactions. He is also accused of providing false testimony under oath in 2024.
Two other former Lottery.com officers, the chief financial officer and the chief revenue officer, have already pleaded guilty in connection with the same scheme.
U.S. Attorney Jay Clayton emphasized that this case illustrates the government’s commitment to holding corporate leaders accountable when they manipulate financial information and interfere with regulatory investigations. He affirmed the intention to rigorously punish individuals who deceive public markets, regardless of whether through SPAC mergers or traditional listings.
Lottery.com, previously positioned as a digital intermediary connecting consumers with state lottery systems, now confronts ongoing lawsuits from investors, leadership disruptions, and increased legal challenges. The company has announced a rebranding effort along with changes to its management and compliance procedures.
Komissarov, age 54, faces a potential prison sentence of up to 20 years. His sentencing hearing is scheduled for June 24, 2026.
