Item 2.02Item 2.02 - Results of Operations
Item
2.02 — Results of Operations and Financial Condition
On
October 15, 2026, NextTrip, Inc. (NASDAQ: NTRP) issued a press release announcing financial results and providing a business update for
its fiscal second quarter and six months ended August 31, 2026.
Second-quarter
revenue was approximately $0.5 million, compared with $757,648 in the prior-year quarter, a decrease of approximately 28%. Revenue
for the six-month period increased approximately 122% to approximately $2.0 million, compared with approximately $0.9 million in the
prior-year period. Deferred revenue totaled approximately $1.2 million at August 31, 2026, supported in part by continued cruise-booking
activity. Deferred revenue is generally recognized when the related travel or service is fulfilled and is not necessarily indicative
of revenue to be recognized in any particular future period.
During
the second quarter, management made a deliberate decision to prioritize the time and resources required to strengthen the Company’s
foundation for future growth, including enhancements to NextTrip Pro and the consolidation of JOURNY TV and GoUSA TV, over maximizing
near-term revenue from existing offerings. This prioritization contributed to lower second-quarter revenue. These initiatives were substantially
completed after quarter-end and are intended to support broader commercialization and future revenue growth.
The
press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. Additional financial information is included in the Company’s
Quarterly Report on Form 10-Q for the period ended August 31, 2026.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item
7.01 Regulation FD Disclosure
NextTrip
operates complementary media, travel and technology businesses that serve their respective markets while contributing to an integrated
content-to-commerce ecosystem. JOURNY TV provides entertainment and travel-inspirational programming and supports advertising, sponsorship
and branded-content opportunities. JOURNYGO is designed to connect that programming with AI-assisted travel discovery, planning and bookable
travel options. NextTrip’s travel businesses and booking infrastructure support transactions and fulfillment across luxury, cruise,
group and experiential travel.
NextTrip
Pro brings together NextTrip Connect, NextTrip Groups and NextTrip Ownership Rewards through a single-sign-on platform designed to support
travel advisor and agency customer acquisition, relationship management, group operations, attribution and booking. The Company enhanced
the offering ahead of its initial commercial rollout to support host agencies, individual advisors and travel influencers.
The
JOURNY TV and GoUSA TV consolidation brought branding, programming, content licensing, technology and advertising operations onto a unified
platform. As previously announced, JOURNY TV generated more than 307 million viewing minutes from January through August 2026, averaging
approximately 38 million minutes per month, with reported on-screen viewing time exceeding 30 minutes. Distribution spans more than a
dozen major platforms in approximately 100 countries, with estimated potential global reach exceeding 250 million viewers. Potential
distribution reach is distinct from measured viewers or viewing minutes, and the January - August viewing results exclude YouTube’s
contribution.
2
Following
the July 2026 advertising operations transition, average monthly Samsung U.S. programmatic advertising revenue increased approximately
668% in the post-transition reporting period available as of the Company’s previously announced metrics update, compared with the
January - June 2026 monthly average. Average cost per thousand advertising impressions increased nearly sixfold. These improvements
and continued growth in available inventory supported projected calendar-year 2026 Samsung U.S. programmatic advertising revenue nearly
doubling versus calendar-year 2025. These figures relate exclusively to Samsung U.S. programmatic advertising, do not represent total
JOURNY TV or consolidated Company revenue, and use calendar-year periods distinct from the Company’s fiscal-year reporting. The
full-year figure is a projection.
Separately,
the Company previously reported a direct-sales pipeline exceeding $5 million in potential media advertising, sponsorship and strategic
partnership opportunities developed over the four months covered by that update. These opportunities are under discussion and are not
contracted commitments or guaranteed revenue.
During
the second half of fiscal 2027, management’s priorities include NextTrip Pro advisor onboarding, advertising and sponsorship commercialization,
broader JOURNYGO deployment, growth in travel bookings, and initial YADA Commerce and NextTrip LIVE initiatives. The timing and contribution
of these activities will depend on customer adoption, advertising demand, deployment schedules, travel fulfillment and execution.
The
information in this Report, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for
the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject
to the liabilities of that Section, nor shall it be deemed subject to the requirements of Item 10 of Regulation S-K, nor shall it be
deemed incorporated by reference into any filing of the Company under the Securities Act or the Exchange Act, whether made before or
after the date hereof, regardless of any general incorporation language in such filing. The furnishing of this information hereby shall
not be deemed an admission as to the materiality of any such information.
Forward-Looking
Statements
This
Report, including Exhibit 99.1 attached hereto, contains certain forward-looking statements that involve substantial risks and uncertainties.
When used herein, the terms “anticipates,” “expects,” “estimates,” “believes,” “will”
and similar expressions, as they relate to the Company or its management, are intended to identify such forward-looking statements.
Forward-looking
statements in this Report, including Exhibit 99.1 attached hereto, or hereafter, including in other publicly available documents filed
with the Securities and Exchange Commission (the “Commission”), reports to the stockholders of the Company and other publicly
available statements issued or released by the Company, involve known and unknown risks, uncertainties and other factors which could
cause the Company’s actual results, performance (financial or operating) or achievements to differ from the future results, performance
(financial or operating) or achievements expressed or implied by such forward-looking statements. Such future results are based upon
management’s best estimates based upon current conditions and the most recent results of operations. These risks include, but are
not limited to, the risks set forth herein and in such other documents filed with the Commission, each of which could adversely affect
the Company’s business and the accuracy of the forward-looking statements contained herein. The Company’s actual results,
performance or achievements may differ materially from those expressed or implied by such forward-looking statements.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits. The following exhibits are filed herewith.
Exhibit Description
Number
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99.1 Press Release, dated October 15, 2026
104 Cover
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