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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(D) OF THE
THE
SECURITIES EXCHANGE ACT OF 1934
Date
of report (Date of earliest event reported): July 18, 2024
NextTrip,
Inc.
(Exact
name of registrant as specified in its charter)
Nevada |
|
001-38015 |
|
27-1865814 |
(State
or other jurisdiction
of incorporation or organization) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
3900
Paseo del Sol
Santa
Fe, New Mexico 87507
(Address
of Principal Executive Offices) (Zip Code)
Registrant’s
telephone number, including area code: (505) 438-2576
Former
name or former address, if changed since last report
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (see General Instruction A.2. below):
☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common
stock, par value $0.001 per share |
|
NTRP |
|
The
Nasdaq Stock Market LLC |
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).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item
7.01. Regulation FD Disclosure.
On
July 18, 2024, NextTrip, Inc. (the “Company”) issued a press release announcing it partnership with Dooya Media Group to
deliver Compass.TV,
the Company’s travel discovery channel and app that is expected to go live in September 2024. A copy of the foregoing press release
is attached as Exhibit 99.1 to this Current Report on Form 8-K (this “Current Report”) and is incorporated by reference herein.
The
information set forth under Item 7.01 of this Current Report, including Exhibit 99.1 attached hereto, is being furnished and shall not
be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),
or otherwise subject to the liabilities of such section. The information in Item 7.01 of this Current Report, including Exhibit 99.1,
shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless
of any incorporation by reference language in any such filing, except as expressly set forth by specific reference in such a filing.
This Current Report will not be deemed an admission as to the materiality of any information in this Current Report that is required
to be disclosed solely by Regulation FD.
This
Current Report, including Exhibit 99.1, contains forward-looking statements. These forward-looking statements are not guarantees of future
performance and involve risks, uncertainties and assumptions that are difficult to predict. Forward-looking statements are based upon
assumptions as to future events that may not prove to be accurate. Actual outcomes and results may differ materially from what is expressed
in these forward-looking statements
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
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.
Date:
July 18, 2024 |
NEXTTRIP,
INC. |
|
|
|
|
By: |
/s/
William Kerby |
|
|
William
Kerby |
|
|
Chief
Executive Officer |
Exhibit
99.1
NextTrip
Taps Dooya Media Group To Launch Compass.TV
Dynamic
Content-to-Commerce FAST Channel Reinvents Monetization Models
Sunrise,
FL – July 18, 2024 – NextTrip, Inc. (NASDAQ: NTRP) (“NextTrip,” “we,” “our,”
or the “Company”), a travel technology company, today announced that it has partnered with OTT (“over-the-top”)
services company Dooya Media Group (DMG) to deliver Compass.TV, an owned and operated travel discovery channel and app that seamlessly
translates content into commerce opportunities using the NextTrip Booking Engine.
The
channel aims to be the premier go-to source for travel information, inspiration, and entertainment. Compass.TV enables viewers to virtually
explore places they have always wanted to visit through the eyes of experienced globetrotters and stories shared by local insiders. The
channel will also spotlight various accommodation types, local foods, and must-visit spots to help viewers create a memorable travel
itinerary, part of an end-to-end content ecosystem designed to capture advertising, build brand awareness, reward loyalty and drive bookings
linked to NextTrip’s Travel Magazine and forthcoming MyBucketList platform.
“Compass.TV
is an innovative step that we believe is poised to disrupt the tourism industry,” said Bill Kerby, CEO of NextTrip. “In addition
to serving as an entertainment platform, Compass.TV is designed to equip viewers with practical knowledge and insights to plan their
future trips without leaving home. We are thrilled to partner with Dooya, particularly given their deep industry relationships and expertise
in expanding revenue streams. We are very excited to work alongside them to create and distribute this new premium FAST (“free
ad-supported streaming television”) channel at the vanguard of this growing market.”
Aggregating
connected content for the travel industry, Compass.TV offers curated and personalized content to prospective travelers and travel enthusiasts.
The FAST channel promotes travel bookings and inspires adventures while enhancing partner brand visibility and driving advertising revenue,
setting a new standard for travel discovery and engagement. Compass.TV will feature authentic, high-quality influencer-led content that
covers elaborate travel documentaries, virtual tours of mesmerizing destinations, practical travel tips, and unscripted shows that uncover
the diverse cultures of the world, all easily accessible and free for viewers.
Slated
to go live in September 2024, Compass.TV will be available to watch on numerous digital platforms, including iOS and Android applications
and web browsers. In the months following the launch, NextTrip plans to extend Compass.TV’s availability to key partners such as
Roku, Apple TV and Amazon Fire TV.
“How
we deliver content to audiences has changed dramatically over the last few years,” commented John T. Wells, Dooya Media Group CEO.
“Custom OTT Ad-supported models, led by FAST, are increasingly prevalent. The FAST business model has been borne out—growth
has been explosive—and we are now seeing ultra-premium content with commerce move into the FAST ecosystem. We foresee that our
partnership with NextTrip setting a new benchmark for the travel industry.”
About
Dooya
Dooya
Media Group, Inc. (DMG) offers end-to-end OTT production and management services, including ingestion, packaging and distribution. The
company’s next generation tech integration process creates superior data-driven solutions to better monetize Free Access Streaming
Television (FAST) Channels. In addition, the company optimizes content for Ad-Supported Video on Demand (AVOD) Streaming and Subscription
Video on Demand (SVOD) environments. The company’s proprietary methods bring efficiencies that allow for flexible, organic business
models, yielding better reach for advertisers and higher revenue for content owners. DMG partners with 100+ quality content providers
and 60+ OTT platform partners, including all the majors—The Roku Channel, Tubi TV, Pluto TV, PLEX, and VIX. For more information,
visit https://dooya.tv/
About
NextTrip
NextTrip
(NASDAQ: NTRP) is a technology-driven platform delivering innovative travel booking and travel media solutions. NextTrip Leisure provides
individual and group travelers with vacations to the most popular and sought-after destinations in Mexico, the Caribbean and across the
world. NextTrip Media platform - Travel Magazine offers a social media platform for viewers to explore, educate and share with friends
their “bucket list” travel. Additionally, NextTrip is launching an end-to-end content ecosystem that uses AI assisted travel
planning, capturing advertising, building brand awareness, rewarding loyalty and driving bookings. For more information and to book a
trip, visit www.nexttrip.com.
Forward-Looking
Statements
This
press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended (which Sections were adopted as part of the Private Securities Litigation
Reform Act of 1995). Statements preceded by, followed by or that otherwise include the words “believe,” “anticipate,”
“estimate,” “expect,” “intend,” “plan,” “project,” “prospects,”
“outlook,” and similar words or expressions, or future or conditional verbs such as “will,” “should,”
“would,” “may,” and “could” are generally forward-looking in nature and not historical facts. These
forward-looking statements involve known and unknown risks, uncertainties and other factors, including continuing risks relating to the
Company’s acquisition of the NextTrip business. Among the important factors that could cause actual results to differ materially
from those indicated by such forward-looking statements are risks relating to, among other things, integration and other post-closing
matters related to the NextTrip acquisition; changes in the relationship with Dooya; market acceptance and interest in Compass.TV and
its content; the company’s ability to extend access to Compass.TV’s to key partners’ platforms; changes in domestic
and foreign business, market, financial, political and legal conditions; unanticipated conditions that could adversely affect the company
or the expected benefits of the NextTrip acquisition; failure to realize the anticipated benefits thereof; the overall level of consumer
demand for NextTrip’s products/services; general economic conditions and other factors affecting consumer confidence, preferences,
and behavior in the travel industry; disruption and volatility in the global currency, capital, and credit markets; the financial strength
of NextTrip’s customers; NextTrip’s ability to implement its business strategy; changes in governmental regulation; NextTrip’s
exposure to litigation claims and other loss contingencies; stability of consumer demand for NextTrip’s products; any breaches
of, or interruptions in, NextTrip’s information systems; fluctuations in the price, availability and quality of products as well
as foreign currency fluctuations; NextTrip’s ability to maintain its Nasdaq listing; and changes in tax laws and liabilities, tariffs,
legal, regulatory, political and economic risks. NextTrip disclaims any intention to, and undertakes no obligation to, revise any forward-looking
statements, whether as a result of new information, a future event, or otherwise, except as required by applicable law. For additional
information regarding risks and uncertainties that could impact NextTrip’s forward-looking statements, please see disclosures contained
in the Definitive Proxy Statement filed with the SEC on December 1, 2023 and our other filings with the SEC which may be viewed at www.sec.gov.
Contacts
Chris
Tyson
Executive
Vice President
MZ
Group - MZ North America
949-491-8235
NTRP@mzgroup.us
www.mzgroup.us
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