Executive Summary / Key Takeaways

• NextTrip, Inc. (NTRP) is undergoing a significant transformation, pivoting from its legacy 3D printing software business to an integrated travel booking and media platform, aiming to capture market share in leisure, group, and business travel.
• The company's proprietary NXT2.0 booking engine, coupled with specialized platforms like PayDlay and Journy.tv, forms a differentiated "content-to-commerce" ecosystem designed to inspire, plan, and book travel, contrasting with traditional OTA models.
• Recent financial performance shows substantial revenue growth, with a 390% increase in Q2 2025 revenue year-over-year, driven by group travel and luxury bookings, and a notable improvement in gross margins.
• Despite operational progress and strategic acquisitions, NextTrip faces critical liquidity challenges, including a "going concern" warning, an accumulated deficit of $41.95 million, and an estimated need for $5.50 million in additional funding for the next twelve months.
• The investment thesis hinges on the successful execution of its integrated travel and media strategy, effective capital raises to fund growth and operations, and the ability to scale its technology in a highly competitive market.

The Evolution of NextTrip: From Additive Manufacturing to Integrated Travel

NextTrip, Inc. (NASDAQ:NTRP) is charting an ambitious course in the dynamic travel industry, transforming itself from its roots in additive manufacturing software to an integrated travel booking and media powerhouse. The company's journey began decades ago as Messidor Limited, evolving through several iterations, including Sigma Labs, Inc. and Sigma Additive Solutions, Inc., a period marked by a strategic pivot towards a scalable, software-only, subscription-based model for 3D printing quality assurance. This foundational shift in business philosophy—emphasizing recurring revenue and broad market integration—laid the groundwork for its current incarnation. A pivotal reverse acquisition of NextTrip Holdings, Inc. (NTH) in December 2023, followed by a corporate name change to NextTrip, Inc. in March 2024, signaled a decisive entry into the travel technology sector. This strategic maneuver provided access to public markets and bypassed the complexities of an Initial Public Offering, accelerating its transition.

The travel industry itself is experiencing significant evolution, driven by technological advancements and changing consumer behaviors. The rise of AI-powered travel planning and the increasing demand for personalized, seamless booking experiences are reshaping the competitive landscape. NextTrip aims to capitalize on these trends by building a "next-generation travel solution" that integrates content and commerce, a strategy that seeks to differentiate it from established players.

A Differentiated Ecosystem: Technology at the Core

At the heart of NextTrip's strategy is its proprietary NXT2.0 booking engine, a technological foundation designed to connect leisure, group, and business travelers with a vast inventory of travel options. This engine powers various brands, including nexttrip.com and fivestaralliance.com, and supports specialized features for distinct market segments.

Key technological differentiators and their benefits include:

• NXT2.0 Booking Engine: This proprietary platform offers extensive inventory for hotels, air, and all-inclusive packages, providing travel distributors with efficient access. Its flexibility, particularly through direct negotiated contracts, allows NextTrip to deploy competitive promotions and optimize margins.
• Specialty Platforms:
  • Groups Platform: Designed for complex group bookings, including conferences, conventions, and destination weddings, this platform targets an underserved market segment with "strong growth potential and margin contribution." The acquisition of TA Pipeline LLC in August 2025 significantly bolstered this vertical, bringing expertise in end-to-end solutions for groups ranging from 50 to 5,000 travelers.
  • Travel Agent Platform: This platform streamlines multi-passenger reservations for travel professionals, with over 170 independent travel agents enrolling in its beta program. It aims to modernize tools and bring "cutting-edge efficiency to a long-underserved segment of the travel industry."
  • PayDlay: A proprietary delayed payment booking option, PayDlay allows travelers to secure packages with a small deposit and make subsequent payments, enhancing booking flexibility and potentially increasing conversion rates.
• Integrated Media Solutions: NextTrip leverages its media brands, Travel Magazine and Journy.tv, as strategic tools to generate travel bookings and advertising revenues. Journy.tv, a Free Ad-Supported Streaming TV (FAST) channel, merged with Compass.tv in July 2025 to create a unified offering of FAST and Video on Demand (VOD) assets.
  • Promethean: This proprietary interactive video overlay platform is intended to drive ad revenue and facilitate "content-to-commerce" integration, aiming to turn browsing into bookings more efficiently.
  • Content-to-Commerce Strategy: By combining engaging travel content with seamless booking technology, NextTrip seeks to capture travelers at every stage of the decision-making process, driving bookings through NXT2.0 and generating independent advertising revenue. This approach is expected to reduce external marketing expenditures and create a new, higher-margin revenue channel.
• AI-Powered Travel Assistant: Currently in development, this assistant is intended to provide personalized recommendations, price alerts, and support, offering "services usually found in premium travel agencies in a digital format." This aims to boost user engagement, speed up bookings, and increase customer value.

The company's technological roadmap emphasizes continuous development, with plans to further integrate media features with the booking system, introduce a multi-level rewards program, and launch a group chat/sharing feature. Management believes these updates will provide NextTrip with a competitive edge through technology and personalized data.

Competitive Landscape and Strategic Positioning

NextTrip operates in a highly competitive travel services industry, contending with established giants and nimble innovators. Its business model "contrasts with the existing online travel agency (OTA) model that focuses on volume bookings with little to no service support," positioning itself as a more service-oriented, technology-driven alternative. The company aims to drive revenues from "travel solutions outside of the focus of major travel competitors" by utilizing platforms like PayDlay, Groups bookings, and Travel Agents that are "not well serviced by the major travel industry leaders."

Key direct competitors include Booking Holdings (BKNG), Expedia Group (EXPE), TripAdvisor (TRIP), and Sabre Corporation (SABR). Compared to these larger players, NextTrip occupies a niche, focusing on specialized booking solutions for distributors and leisure travel. While precise, directly comparable market share figures for all niche competitors are not publicly detailed, NextTrip's targeted technological efficiency and emphasis on customer loyalty in specific segments are its strengths. However, it faces vulnerabilities due to its smaller scale and financial robustness compared to rivals. For instance, Booking Holdings and Expedia Group benefit from expansive global reach, established brand recognition, and diversified revenue streams, often exhibiting stronger revenue growth and profitability. TripAdvisor's strength lies in its vast user-generated content, while Sabre Corporation provides established technology infrastructure to the travel industry.

NextTrip's competitive advantage stems from its proprietary NXT2.0 platform and its integrated media strategy, which aims to create a cohesive "content-to-commerce" experience. This technological differentiation could lead to enhanced efficiency in inventory access and stronger customer loyalty in its targeted segments. For example, the ability to offer specialized group travel solutions or a delayed payment option like PayDlay allows NextTrip to address specific customer needs that larger OTAs may overlook or not prioritize. This strategic focus, coupled with a leaner cost structure in certain areas, could lead to improved pricing power and better gross margins in its niche markets.

However, NextTrip's smaller scale and significant capital requirements expose it to competitive pressures. Larger competitors can outspend NextTrip on marketing and technology development, potentially limiting its market share expansion and growth rates. The company's ability to adapt quickly to evolving industry trends, such as the increasing adoption of AI in travel planning, will be crucial. While AI's growth drives efficiency, it also demands substantial investment, which could strain NextTrip's profitability if not managed effectively.

Financial Performance and Liquidity

NextTrip's recent financial performance reflects both the early stages of its strategic pivot into travel and the significant investments required for growth. For the three months ended August 31, 2025, the company reported revenue of $757,648, a substantial 390% increase from $154,498 in the same period of 2024. Similarly, for the six months ended August 31, 2025, revenue grew 161% to $896,475, up from $343,291 in 2024. This growth was primarily fueled by group travel-related revenues, a consortia payment, and commission income generated from Five Star Alliance (FSA) bookings.

Gross profit also saw a significant improvement, rising to $165,575 (21.90% margin) for the three months ended August 31, 2025, compared to just $957 (0.60% margin) in the prior year. For the six-month period, gross profit reached $204,481 (22.80% margin), up from $14,255 (4.20% margin) in 2024. This improvement in gross margin is largely attributable to FSA travel bookings and group travel bookings.

Despite revenue growth, total operating expenses increased considerably. For the three months ended August 31, 2025, operating expenses were $3.37 million, a 129% increase from $1.47 million in 2024. For the six-month period, operating expenses surged 134% to $8.05 million from $3.44 million. This rise was primarily due to stock options granted to former directors and an increase in professional services expenses. Non-cash expenses, including stock-based compensation and shares issued for services, represented a significant portion of these operating costs, accounting for 37.70% and 52.80% of total operating expenses for the respective periods.

The company reported a net loss applicable to common stockholders of $3.08 million for the three months ended August 31, 2025, and $7.60 million for the six months ended August 31, 2025. These losses were primarily driven by the increased operating expenses and higher preferred dividends, partially offset by an increase in other income, which included a settlement agreement related to a promissory note receivable and a gain on derivative liability revaluation.

From a liquidity perspective, NextTrip faces substantial challenges. As of August 31, 2025, the company had cash and cash equivalents of $1.84 million, but an accumulated deficit of $41.95 million and a working capital deficit of $1.48 million. These factors lead to "substantial doubt about the Company’s ability to continue as a going concern for 12 months from the date of the filing of this Report." The company has historically financed its operations through short-term promissory notes, advances from related parties, and private placements. Notably, it secured a $3 million revolving line of credit from Monaco Investment Partners II, LP, controlled by its Chairman, Donald P. Monaco. This facility was fully drawn by September 10, 2025. NextTrip estimates it will require a minimum of $5.50 million to continue operations for the next twelve months.

Outlook and Risks

NextTrip anticipates continued net losses and negative cash flows from operations in the foreseeable future as it invests in technology enhancements, supplier relationships, and marketing initiatives. Management believes that most new programs can be delivered within 180 days of obtaining the necessary funding. The company's strategic pivot towards a software-only, subscription-based model, echoing its prior 3D printing business, is expected to eventually yield "reoccurring and potentially more stable, predictable long-term cash flow over time" and significantly higher gross margins, potentially exceeding 80% in the future.

However, the path forward is fraught with risks. The "going concern" warning is paramount, highlighting the critical need for additional financing. Any future equity financing could be "highly dilutive to our existing stockholders and may otherwise include onerous terms," while debt financing "may include covenants and repayment obligations which may be difficult to meet." The collectability of a $2.57 million promissory note from NextPlay Technologies, Inc. (NXTP) is uncertain due to bankruptcy proceedings, leading to a full allowance for credit losses. Furthermore, the fair value of derivative liabilities, such as the Put Option and TA Milestone Payment, is subject to fluctuations based on external factors like the company's stock price and TA Pipeline's revenues, which could impact financial results.

Management acknowledges that while expectations are reasonable, there is "no assurance that such expectations or any of the Forward-Looking Statements will prove to be correct, and actual results could differ materially from those projected or assumed." The macroeconomic environment has already impacted valuations, and the company's ability to execute its business plan is contingent on securing adequate funding.

Conclusion

NextTrip, Inc. is at a pivotal juncture, striving to establish itself as a significant player in the integrated travel and media market. Its strategic pivot, underpinned by the NXT2.0 booking engine and a growing suite of specialized platforms and media properties, presents a compelling vision for a differentiated "content-to-commerce" travel ecosystem. Recent financial results, particularly the substantial revenue growth and improved gross margins in the latest quarter, offer glimpses of the potential inherent in its strategy.

However, the company's financial health remains a critical concern, with a "going concern" warning and a pressing need for additional capital. The successful execution of its technological roadmap, including the full integration of its media assets and the development of AI-powered tools, is contingent on securing this funding. For investors, NextTrip represents a high-growth opportunity in a transforming industry, but one that comes with significant liquidity risks and the challenge of scaling against well-capitalized competitors. The ability to raise the necessary capital and translate its innovative technological approach into sustained, profitable growth will be the ultimate determinant of its long-term success.