TRAVELZOO

Previous wording

Through its websites, e-mails newsletters, iOS and Android apps, and social media channels, Travelzoo provides members information and access to exclusive discounted travel, entertainment, and local offers and experiences. Offers are researched, negotiated, and personally selected by Travelzoo’s deal experts around the globe. Offers are sourced from more than 5,000 top travel and entertainment partners.

Current wording

Through its websites, e-mails newsletters, iOS and Android apps, and on social media platforms, Travelzoo provides members information and access to exclusive discounted travel, entertainment, and local offers and experiences. Offers are researched, negotiated, and personally selected by Travelzoo’s deal experts around the globe. Offers are sourced from more than 5,000 top travel and entertainment partners.

Previous wording

As of June 30, 2025 and December 31, 2024, the Company had approximately $3.1 million and$4.1 million of unredeemed vouchers that had been sold, respectively, representing the Company’s commission. The Company estimates a refund reserve using historical and current refund rates by product and by merchant location to calculate estimated future refunds. The Company estimated and recorded a refund reserve of $215,000 and $144,000 as of June 30, 2025 and December 31, 2024, respectively, for these unredeemed vouchers which is recorded as a reduction of revenues on the condensed consolidated statements of operations, and accrued expense and other on the condensed consolidated balance sheet.

Current wording

As of September 30, 2025 and December 31, 2024, the Company had approximately $2.9 million and$4.1 million of unredeemed vouchers that had been sold, respectively, representing the Company’s commission. The Company estimates a refund reserve using historical and current refund rates by product and by merchant location to calculate estimated future refunds. The Company estimated and recorded a refund reserve of $173,000 and $144,000 as of September 30, 2025 and December 31, 2024, respectively, for these unredeemed vouchers which is recorded as a reduction of revenues on the condensed consolidated statements of operations, and accrued expense and other on the condensed consolidated balance sheet.

Previous wording

Merchant payables of $12.4 million as of June 30, 2025 related to unredeemed vouchers is recorded on the condensed consolidated balance sheet, representing amounts payable to merchants by the Company for vouchers sold but not redeemed. Certain merchant contracts, typically in foreign locations, allow the Company to retain the proceeds from unredeemed vouchers upon expiration. With these contracts, the Company estimates the value of vouchers that will ultimately not be redeemed and records the estimate as revenues in the same period.

Current wording

Merchant payables of $11.8 million as of September 30, 2025 related to unredeemed vouchers is recorded on the condensed consolidated balance sheet, representing amounts payable to merchants by the Company for vouchers sold but not redeemed. Certain merchant contracts, typically in foreign locations, allow the Company to retain the proceeds from unredeemed vouchers upon expiration. With these contracts, the Company estimates the value of vouchers that will ultimately not be redeemed and records the estimate as revenues in the same period.

Previous wording

The "Membership Fees" category consists of subscription fees paid by Travelzoo Club Members and Jack's Flight Club Premium members. Travelzoo membership has historically been free, however, on January 1, 2024, Travelzoo introduced an annual membership fee of $40 (or local equivalent) for new members in the United States, Canada, United Kingdom and Germany, with the 2024 annual fee waived for existing members. Jack’s Flight Club subscription options are quarterly, semi-annually, and annually. We recognize subscription revenues ratably over the respective subscription periods.

Current wording

The "Membership Fees" category consists of subscription fees paid by Travelzoo Club Members and Jack's Flight Club Premium members. Travelzoo membership has historically been free, however, on January 1, 2024, the Company introduced an annual membership fee of $40 (or local equivalent) for new members in the United States, Canada, United Kingdom and Germany, with the 2024 annual fee waived for existing members. Jack’s Flight Club subscription options are quarterly, semi-annually, and annually. We recognize subscription revenues ratably over the respective subscription periods.

Previous wording

Revenues from local businesses have been and may continue to decline over time due to market conditions driven by competition and declines in consumer demand. In the last several years, we have seen a decline in the number of vouchers sold and a decrease in the average commission rate earned by us from the merchants for vouchers sold. However, during the global pandemic, we saw an increase in demand by consumers for fully refundable travel options, which led to a slight reversal of this trend and an increase in the sale of Getaways hotel vouchers (although demand for restaurants and spas continued to be low). With the ending of the pandemic, the importance of fully refundable travel options has decreased (and we also shifted to offering a surcharge for full refundability), and the trend is therefore returning to pre-pandemic patterns.

Current wording

Revenues from local businesses have been and may continue to decline over time due to market conditions driven by competition and declines in consumer demand. In the years prior to the COVID pandemic, we saw a decline in the number of vouchers sold and a decrease in the average commission rate earned by us from the merchants for vouchers sold. However, during the global pandemic, we saw an increase in demand by consumers for fully refundable travel options, which led to a slight reversal of this trend and an increase in the sale of Getaways hotel vouchers (although demand for restaurants and spas continued to be low). With the ending of the pandemic, the importance of fully refundable travel options decreased (and we also shifted to offering a surcharge for full refundability), and the trend is therefore returning to pre-pandemic patterns.

Previous wording

Our ability to continue generating revenues through advertising, commissions and subscriptions depends heavily upon our ability to maintain and grow an attractive audience for our publications. We monitor our membership base to assess our efforts to maintain and grow our audience reach. We obtain additional members and increase activity on our websites by acquiring traffic from Internet search and social media companies. The costs to grow our audience have had, and we expect will continue to have, a significant impact on our financial results and can vary from period to period. With the introduction of membership fees in 2024, we have been adjusting our member acquisition strategies to ensure that we pursue a strategy of efficient growth. While we initially reduced our expenditures on acquiring members as we tested new strategies for efficacy, we have now increased and plan to further increase these expenditures to grow our paid membership and engagement with our products. We do not know if we will be able to continue efficiently growing through member acquisition. We continue to see a shift in users accessing our services through mobile devices and social media and, therefore, anticipate continuing to address this growing channel through additional investments in mobile app development and mobile friendly acquisition channels.

Current wording

Our ability to continue generating revenues through advertising, commissions and subscriptions depends heavily upon our ability to maintain and grow an attractive audience for our publications. We monitor our membership base to assess our efforts to maintain and grow our audience reach. We obtain additional members and increase activity on our websites by acquiring traffic from Internet search and social media companies. The costs to grow our audience have had, and we expect will continue to have, a significant impact on our financial results and can vary from period to period. With the introduction of membership fees in 2024, we have been adjusting our member acquisition practices to ensure that we pursue a strategy of efficient growth. We initially reduced our expenditures on acquiring members as we tested new strategies for efficacy. Having now been able to achieve in certain cases a one quarter payback period to acquire a paying member, we have now increased and plan to further increase these expenditures to grow our paid membership and engagement with our products. We will continue to invest for so long as we are able to maintain efficiency. We do not know if we will be able to maintain efficiency or continue efficiently growing through member acquisition. We continue to see a shift in users accessing our services through mobile devices and social media and, therefore, anticipate continuing to address these growing channels through additional investments.

Previous wording

We do not know what our cost of revenues as a percentage of revenues will be in future periods. Our cost of revenues may change in relation to volume and terms with third-party partners of the Travelzoo Network, the incurrence of merchant processing fees from the sale of vouchers for Local Deals and Getaways and payment of membership fees, changes in refund request trends, pre-purchasing of voucher inventory and provisioning of customer service. We expect fluctuations in cost of revenues as a percentage of revenues from quarter to quarter. Some of the fluctuations may be significant and may have a material impact on our results of operations.

Current wording

We do not know what our cost of revenues as a percentage of revenues will be in future periods. Our cost of revenues may change in relation to volume and terms with third-party partners of the Travelzoo Network, the incurrence of merchant processing fees from the sale of vouchers for Local Deals and Getaways, changes in refund request trends, pre-purchasing of voucher inventory and provisioning of customer service. With the transition to paid membership, we regularly review the classification of cost of revenues and operating expenses. We expect fluctuations in cost of revenues as a percentage of revenues from quarter to quarter. Some of the fluctuations may be significant and may have a material impact on our results of operations.

Previous wording

We do not know what our sales and marketing expenses as a percentage of revenue will be in future periods. Changes in the average cost per acquisition of new members impacts our advertising expenses and sales and marketing expenses as a percentage of revenue, and are not readily predictable. With the introduction of membership fees in 2024, we expect the cost of acquiring new paying members to increase significantly, as compared with the cost of acquiring non-paying members prior to 2024. We have found efficiencies in member acquisition gained through careful testing and optimizing throughout 2024 and the beginning of 2025 and we hope that we will be able to continue to scale. However, in the future, there may be a significant number of members that cancel or we may cancel their memberships for various reasons, which may prompt us to spend more on member acquisition in order to replace lost members.

Current wording

We do not know what our sales and marketing expenses as a percentage of revenue will be in future periods. Changes in the average cost per acquisition of new members impacts our advertising expenses and sales and marketing expenses as a percentage of revenue, and are not readily predictable. With the introduction of membership fees in 2024, we expect the cost of acquiring new paying members to increase significantly, as compared with the cost of acquiring non-paying members prior to 2024. We have found efficiencies in member acquisition gained through careful testing and optimizing throughout 2024 and the beginning of 2025 and we hope that we will be able to continue to scale. However, in the future, there may be a significant number of members that cancel or we may cancel their memberships for various reasons, which may prompt us to spend more on member acquisition in order to replace lost members. We also cannot predict seasonality and the potential increase of advertising rates by third party channels, which would impact the efficiency of our member acquisition activities.

Previous wording

We do not know what our product development expenses as a percentage of revenue will be in future periods. We expect to increase investment in our products in connection with building out and refining the value proposition of the Travelzoo membership. There may be fluctuations that have a material impact on our results of operations. Product development changes may lead to reductions of revenue based on changes in receptivity of our offerings to our member audience and advertiser clients. We expect our efforts in developing products and services will continue to be a focus in the future, which may lead to increased product development expenses. Increases in expense may result from costs related to third-party technology service providers and software licenses, headcount and the use of professional services.

Current wording

We do not know what our product development expenses as a percentage of revenue will be in future periods. We expect to increase investment in our products in connection with building out and refining the value proposition of the Travelzoo club membership. There may be fluctuations that have a material impact on our results of operations. Product development changes may lead to reductions of revenue based on changes in receptivity of our offerings to our member audience and advertiser clients. We expect our efforts in developing products and services will continue to be a focus in the future, which may lead to increased product development expenses. Increases in expense may result from costs related to third-party technology service providers and software licenses, headcount and the use of professional services.

Previous wording

Advertising and Commerce revenue increased by $917,000 for the three months ended June 30, 2025 from the three months ended June 30, 2024. This increase was primarily driven by $1.6 million increase in revenues from Getaways vouchers purchases which was partially offset by a $603,000 decrease in hotel platform and other commission revenue.

Current wording

Advertising and Commerce revenue decreased by $39,000 for the three months ended September 30, 2025 from the three months ended September 30, 2024. This decrease was primarily driven by a $1.3 million decrease in Top 20 and Newsflash and a $201,000 decrease in hotel platform commission revenue which was partially offset by $1.5 million increase in revenues from Getawaysand Local Deals vouchers purchases.

Previous wording

Advertising and Commerce revenue increased by $747,000 for the six months ended June 30, 2025 from the six months ended June 30, 2024. This increase was primarily driven by $2.1 million increase in revenues from Getaways vouchers purchases which was partially offset by a $1.2 million decrease in hotel platform and other commission revenue.

Current wording

Advertising and Commerce revenue increased by $709,000 for the nine months ended September 30, 2025 from the nine months ended September 30, 2024. This increase was primarily driven by $3.6 million increase in revenues from Getaways vouchers purchases which was partially offset by a $1.9 million decrease in hotel platform and other commission revenue and a $0.4 million decrease in cost per click revenue.

Previous wording

Revenues from Membership fees increased $1.9 million for the three months ended June 30, 2025 from the three months ended June 30, 2024 due to the increase ofsubscription fees paid by Travelzoo and Jack's Flight Club members.

Current wording

Revenues from Membership fees increased $2.1 million for the three months ended September 30, 2025 from the three months ended September 30, 2024 due to the increase ofsubscription fees paid by Travelzoo and Jack's Flight Club members.

Previous wording

Revenues from Membership fees increased $3.2 million for the six months ended June 30, 2025 from the six months ended June 30, 2024 due to the increase ofsubscription fees paid by Travelzoo and Jack's Flight Club members.

Current wording

Revenues from Membership fees increased $5.3 million for the nine months ended September 30, 2025 from the nine months ended September 30, 2024 due to the increase ofsubscription fees paid by Travelzoo and Jack's Flight Club members.

Previous wording

Revenues from Other decreased $4,000 for the three months ended June 30, 2025 from the three months ended June 30, 2024 primarily due to the decrease revenue from theretail and fashion business.

Current wording

Revenues from Other decreased $6,000 for the three months ended September 30, 2025 from the three months ended September 30, 2024 primarily due to the decrease revenue from theretail and fashion business.

Previous wording

Revenues from Other decreased $18,000 for the six months ended June 30, 2025 from the six months ended June 30, 2024 primarily due to the decrease revenue from theretail and fashion business.

Current wording

Revenues from Other decreased $24,000 for the nine months ended September 30, 2025 from the nine months ended September 30, 2024 primarily due to the decrease revenue from theretail and fashion business.

Previous wording

Cost of revenues consists primarily of network expenses, including fees we pay for co-location services and depreciation and maintenance of network equipment, payments made to third-party partners of the Travelzoo Network, amortization of capitalized website development costs, software and license expenses, credit card fees, certain estimated refunds to members and customer service costs associated with vouchers we sell and hotel bookings, costs recognized upon the sale of pre-purchased vouchers and salary and related expenses associated with network operations and customer service employees. Cost of revenues was $5.2 million and $2.5 million, respectively, for the three months ended June 30, 2025 and 2024. Cost of revenues was $9.3 million and $5.2 million, respectively, for the six months ended June 30, 2025 and 2024.

Current wording

Cost of revenues consists primarily of network expenses related to powering the Company's websites, database services, sending e-mails, amortization of capitalized website development costs, software and license expenses, publishing fees to partners of the Travelzoo Network, costs incurred upon the sale of pre-purchased vouchers and other products, including directly attributable member services (call center), cost of certain membership benefits that are considered integral to the contractual obligation to Club Members, and fees to payment processors. Cost of revenues was $4.5 million and $2.5 million, respectively, for the three months ended September 30, 2025 and 2024. Cost of revenues was $13.1 million and $7.7 million, respectively, for the nine months ended September 30, 2025 and 2024.

Previous wording

Cost of revenues increased $2.7 million for the three months ended June 30, 2025 from the three months ended June 30, 2024 primarily due to the increase in costs recognized upon the sale of pre-purchased vouchers.

Current wording

Cost of revenues increased $2.0 million for the three months ended September 30, 2025 from the three months ended September 30, 2024 primarily due to the increase in costs recognized upon the sale of pre-purchased vouchers.

Previous wording

Cost of revenues increased $4.1 million for the six months ended June 30, 2025 from the six months ended June 30, 2024 primarily due to the increase in costs recognized upon the sale of pre-purchased vouchers.

Current wording

Cost of revenues increased $5.4 million for the nine months ended September 30, 2025 from the nine months ended September 30, 2024 primarily due to the increase in costs recognized upon the sale of pre-purchased vouchers.

Previous wording

Sales and marketing expenses consist primarily of advertising and promotional expenses, salary and related expenses associated with sales, marketing and production employees, expenses related to our participation in industry conferences, marketing professional service costs, public relations expenses and facilities costs. Sales and marketing expenses were $11.5 million and $9.4 million for the three months ended June 30, 2025 and 2024, respectively. Sales and marketing expenses were $21.7 million and $18.0 million for the six months ended June 30, 2025 and 2024, respectively. Advertising expenses consist primarily of online advertising which we refer to as traffic acquisition cost and member acquisition costs. For the three months ended June 30, 2025 and 2024, advertising expenses accounted for 25% and 19%, respectively, of the total sales and marketing expenses. For the six months ended June 30, 2025 and 2024, advertising expenses accounted for 20% and 15%, respectively, of the total sales and marketing expenses. The goal of our advertising was to acquire new members to our email products, increase the traffic to our websites, increase brand awareness and increase our audience through mobile and social media channels.

Current wording

Sales and marketing expenses consist primarily of advertising and promotional expenses, salary and related expenses associated with sales, marketing and production employees, expenses related to our participation in industry conferences, marketing professional service costs, public relations expenses and facilities costs. Sales and marketing expenses were $12.2 million and $8.2 million for the three months ended September 30, 2025 and 2024, respectively. Sales and marketing expenses were $34.4 million and $26.2 million for the nine months ended September 30, 2025 and 2024, respectively. Advertising expenses consist primarily of online advertising which we refer to as traffic acquisition cost and member acquisition costs. For the three months ended September 30, 2025 and 2024, advertising expenses accounted for 26% and 14%, respectively, of the total sales and marketing expenses. For the nine months ended September 30, 2025 and 2024, advertising expenses accounted for 22% and 12%, respectively, of the total sales and marketing expenses. The goal of our advertising was to acquire new members to our email products, increase the traffic to our websites, increase brand awareness and increase our audience through mobile and social media platforms.

Previous wording

Sales and marketing expenses increased$2.1 million for the three months ended June 30, 2025 from the three months ended June 30, 2024. The increase was primarily due to the increase in member acquisition costs as a result of management's strategic plan.

Current wording

Sales and marketing expenses increased$4.0 million for the three months ended September 30, 2025 from the three months ended September 30, 2024. The increase was primarily due to the increase in member acquisition costs as a result of management's strategic plan.

Previous wording

Sales and marketing expenses increased$3.7 million for thesix months ended June 30, 2025 from thesix months ended June 30, 2024. The increase was primarily due to the increase in member acquisition costs as a result of management's strategic plan.

Current wording

Sales and marketing expenses increased$8.1 million for thenine months ended September 30, 2025 from thenine months ended September 30, 2024. The increase was primarily due to the increase in member acquisition costs as a result of management's strategic plan.

Previous wording

Product development expenses consist primarily of salary and related expenses associated with software development employees, fees for professional services, software maintenance, amortization, and facilities costs. Product development expenses were $698,000 and $603,000 for the three months ended June 30, 2025 and 2024, respectively. Product development expenses were $1.3 million and $1.2 million for the six months ended June 30, 2025 and 2024, respectively.

Current wording

Product development expenses consist primarily of salary and related expenses associated with software development employees, fees for professional services, software maintenance, amortization, and facilities costs. Product development expenses were $631,000 and $594,000 for the three months ended September 30, 2025 and 2024, respectively. Product development expenses were $2 million and $1.8 million for the nine months ended September 30, 2025 and 2024, respectively.

Previous wording

Product development expenses increased $95,000 for thethree months ended June 30, 2025 from thethree months ended June 30, 2024 primarily due to the increase insalary and professional services expenses.

Current wording

Product development expenses increased $37,000 for thethree months ended September 30, 2025 from thethree months ended September 30, 2024 primarily due to the increase insalary expense.

Previous wording

Product development expenses increased $100,000 for the six months ended June 30, 2025 from the six months ended June 30, 2024 primarily due to the increase insalary and professional services expenses.

Current wording

Product development expenses increased $200,000 for the nine months ended September 30, 2025 from the nine months ended September 30, 2024 primarily due to the increase insalary expense.

Previous wording

General and administrative expenses consist primarily of salary and related expenses associated with administrative and executive employees, bad debt expense, professional service expenses, legal expenses, amortization of intangible assets, general office expense and facilities costs. General and administrative expenses were $4.5 million and $4.6 million for the three months ended June 30, 2025 and 2024, respectively. General and administrative expenses were $8.8 million and $9.2 million for the six months ended June 30, 2025 and 2024, respectively.

Current wording

General and administrative expenses consist primarily of salary and related expenses associated with administrative and executive employees, bad debt expense, professional service expenses, legal expenses, amortization of intangible assets, general office expense and facilities costs. General and administrative expenses were $4.4 million and $4.7 million for the three months ended September 30, 2025 and 2024, respectively. General and administrative expenses were $13.4 million and $13.9 million for the nine months ended September 30, 2025 and 2024, respectively.

Previous wording

General and administrative expenses decreased $404,000 for the six months ended June 30, 2025 from the six months ended June 30, 2024 primarily due to $225,000 decrease in professional services expenses and $266,000 decreased in legal expense, offset by a $100,000 increased in office expenses.

Current wording

General and administrative expenses decreased $455,000 for the nine months ended September 30, 2025 from the nine months ended September 30, 2024 primarily due to $335,000 decrease in professional services expenses and $257,000 decrease in legal expense, offset partially by $196,000 increase in office expenses.

Previous wording

Other income, net consisted primarily of foreign exchange transactions gains and losses, sublease income, German federal government funding for COVID-related pandemic relief, interest income and interest expense. Other income, net was $161,000 and $176,000, respectively, for the three months ended June 30, 2025 and 2024. Other income, net was $790,000 and $315,000, respectively, for the six months ended June 30, 2025 and 2024.

Current wording

Other income, net consisted primarily of foreign exchange transactions gains and losses, sublease income, German federal government funding for COVID-related pandemic relief, interest income and interest expense. Other income (loss), net was ($64,000) and $359,000, respectively, for the three months ended September 30, 2025 and 2024. Other income, net was $727,000 and $674,000, respectively, for the nine months ended September 30, 2025 and 2024.

Previous wording

Other income, net decreased $14,000 for the three months ended June 30, 2025 from the three months ended June 30, 2024 primarily due to the interest income and foreign exchange transactions loss.

Current wording

Other income (loss), net decreased $423,000 for the three months ended September 30, 2025 from the three months ended September 30, 2024 primarily due to the interest income and foreign exchange transactions loss.

Previous wording

Other income, net increased $475,000 for the six months ended June 30, 2025 from the six months ended June 30, 2024 primarily due to a $210,000 release of JFC VAT liabilities after a four-years statute of limitations and a $179,000 German federal government funding for COVID-19 pandemic relief the Company received and the foreign exchange transactions gains.

Current wording

Other income, net increased $53,000 for the nine months ended September 30, 2025 from the nine months ended September 30, 2024 primarily due to the release of JFC VAT liabilities after a four-year statute of limitations and foreign exchange transactions gains.

Previous wording

Our income is generally taxed in the U.S., Canada and U.K. Our income tax provision reflects federal, state and country statutory rates applicable to our worldwide income. Income tax expense was $740,000 and $1.3 million, respectively, for the three months ended June 30, 2025 and 2024. Our effective tax rate from continuing operations was 33% and 30%, respectively, for the three months ended June 30, 2025 and 2024. The Company’s effective tax rate for the three months ended June 30, 2025 changed from the three months ended June 30, 2024 primarilydue to a higher interest expense related to unrecognized tax positionsin the three months ended June 30, 2025. Income tax expense was $1.9 million and $2.8 million, respectively, for the six months ended June 30, 2025 and 2024. The Company’s effective tax rate from continuing operations was 29% and 28%for thesix months ended June 30, 2025 and 2024.

Current wording

Our income is generally taxed in the U.S., Canada and U.K. Our income tax provision reflects federal, state and country statutory rates applicable to our worldwide income. Income tax expense was $245,000 and $1.1 million, respectively, for the three months ended September 30, 2025 and 2024. Our effective tax rate from continuing operations was 58% and 26%, respectively, for the three months ended September 30, 2025 and 2024. The Company’s effective tax rate for the three months ended September 30, 2025 changed from the three months ended September 30, 2024 primarilydue to a higher interest expense related to unrecognized tax positionsin the three months ended September 30, 2025. Income tax expense was $2.2 million and $3.9 million, respectively, for the nine months ended September 30, 2025 and 2024. The Company’s effective tax rate from continuing operations was 30% and 27%for thenine months ended September 30, 2025 and 2024.

Previous wording

North America revenues increased by $2 million for the three months ended June 30, 2025 from the three months ended June 30, 2024. This increase was primarily due to the increase in paid membership fees and Getaway vouchers. North America expenses increased by $2.9 million for the three months ended June 30, 2025 from the three months ended June 30, 2024. The increase was primarily due to a $1.7 million increase in cost of revenue related to purchase of vouchers and gift cards which were sold during the six months ended June 30, 2025, and a $811,000 increase inmember acquisition costs.

Current wording

North America revenues increased by $1.4 million for the three months ended September 30, 2025 from the three months ended September 30, 2024. This increase was primarily due to the increase in paid membership fees and Getaway vouchers. North America expenses increased by $3.4 million for the three months ended September 30, 2025 from the three months ended September 30, 2024. The increase was primarily due to a $1.3 million increase in cost of revenue related to purchase of vouchers and gift cards which were sold during the three months ended September 30, 2025, and a $1.7 million increase inmember acquisition costs.

Previous wording

North America revenues increased by $2.9 million for the six months ended June 30, 2025 from the six months ended June 30, 2024. This increase was primarily due to the increase in paid membership fees and Getaway vouchers. North America expenses increased by $4.6 million for the six months ended June 30, 2025 from the six months ended June 30, 2024. The increase was primarily due to a $2.7 million increase in cost of revenue related to purchase of vouchers and gift cards which were sold during the six months ended June 30, 2025,and a $1.6 million increase inmember acquisition costs.

Current wording

North America revenues increased by $4.3 million for the nine months ended September 30, 2025 from the nine months ended September 30, 2024. This increase was primarily due to the increase in paid membership fees and Getaway vouchers. North America expenses increased by $8.1 million for the nine months ended September 30, 2025 from the nine months ended September 30, 2024. The increase was primarily due to a $3.9 million increase in cost of revenue related to purchase of vouchers and gift cards which were sold during the nine months ended September 30, 2025, and a $3.3 million increase inmember acquisition costs.

Previous wording

Europe revenues increased by $434,000 for the three months ended June 30, 2025 from the three months ended June 30, 2024. The increase was primarily due tothe increase in paid membership fees. Europe expenses increased by $1.8 million for the three months ended June 30, 2025 from the three months ended June 30, 2024 primarily due to $631,000 in member acquisition costs, a $488,000 increase in pre-purchased vouchers and a $353,000 increase in salary and related expenses.

Current wording

Europe revenues increased by $547,000 for the three months ended September 30, 2025 from the three months ended September 30, 2024. The increase was primarily due tothe increase in paid membership fees. Europe expenses increased by $2.2 million for the three months ended September 30, 2025 from the three months ended September 30, 2024 primarily due to $833,000 in member acquisition costs, a $569,000 increase in cost of revenue related to the purchase of vouchers and gift cards which were sold during the three months ended September 30, 2025, and a $269,000 increase in salary and related expenses.

Previous wording

Europe revenues increased by $484,000 for the six months ended June 30, 2025 from the six months ended June 30, 2024. The increase was primarily due tothe increase in paid membership fees. Europe expenses increased by $3 million for the six months ended June 30, 2025 from the six months ended June 30, 2024 primarily due to $882,000 in member acquisition costs, a $857,000 increase in pre-purchased vouchers and a $866,000 increase in salary and related expenses.

Current wording

Europe revenues increased by $1 million for the nine months ended September 30, 2025 from the nine months ended September 30, 2024. The increase was primarily due tothe increase in paid membership fees. Europe expenses increased by $5.2 million for the nine months ended September 30, 2025 from the nine months ended September 30, 2024 primarily due to $1.6 million in member acquisition costs, a $1.4 million increase in cost of revenue related to the purchase of vouchers and gift cards which were sold during the three months ended September 30, 2025, and a $1.1 million increase in salary and related expenses.

Previous wording

Foreign currency movements relative to the U.S. dollar negatively impacted our local currency income from our operations in Europe by approximately $42,000 and $5,000 for thethree months ended June 30, 2025 and 2024 respectively. Foreign currency movements relative to the U.S. dollar negatively impacted our local currency income from our operations in Europe by approximately $11,000 and $21,000 for thesix months ended June 30, 2025 and 2024 respectively.

Current wording

Foreign currency movements relative to the U.S. dollar negatively impacted our local currency income from our operations in Europe by approximately $41,000 for thethree months ended September 30, 2025 and positively impacted our local currency income from our operations in Europe by approximately $31,000 for thethree months ended September 30, 2024. Foreign currency movements relative to the U.S. dollar negatively impacted our local currency income from our operations in Europe by approximately $31,000 for thenine months ended September 30, 2025 and positively impacted our local currency income from our operations in Europe by approximately $84,000 for thenine months ended September 30, 2024.

Previous wording

Jack’s Flight Club revenues increased by$337,000 for thethree months ended June 30, 2025 from the three months ended June 30, 2024 due to the increase of subscription fees paid by the members. Jack’s Flight Club expenses increased by $126,000 for the three months ended June 30, 2025 from the three months ended June 30, 2024 primarily due to the increase in advertising expenses.

Current wording

Jack’s Flight Club revenues increased by$150,000 for thethree months ended September 30, 2025 from the three months ended September 30, 2024 due to the increase of subscription fees paid by the members. Jack’s Flight Club expenses increased by $140,000 for the three months ended September 30, 2025 from the three months ended September 30, 2024 primarily due to the increase in advertising expenses.

Previous wording

Jack’s Flight Club revenues increased by$557,000 for thesix months ended June 30, 2025 from the six months ended June 30, 2024 due to the increase of subscription fees paid by the members. Jack’s Flight Club expenses increased by $256,000 for the six months ended June 30, 2025 from the six months ended June 30, 2024 primarily due to the increase in advertising expenses.

Current wording

Jack’s Flight Club revenues increased by$707,000 for thenine months ended September 30, 2025 from the nine months ended September 30, 2024 due to the increase of subscription fees paid by the members. Jack’s Flight Club expenses increased by $413,000 for the nine months ended September 30, 2025 from the nine months ended September 30, 2024 primarily due to the increase in advertising expenses.

Previous wording

New Initiatives segment primarily consists of Travelzoo licensing business, Travelzoo META, Metaverse experience scouting and development business andretail and fashion business acquired with MTE. New Initiatives revenues decreased $4000 for the three months ended June 30, 2025 from the three months ended June 30, 2024 primarily due to the decrease in theretail and fashion business.

Current wording

New Initiatives segment primarily consists of Travelzoo licensing business, Travelzoo META, Metaverse experience scouting and development business and theretail and fashion business acquired with MTE. New Initiatives revenues decreased $6,000 for the three months ended September 30, 2025 from the three months ended September 30, 2024 primarily due to the decrease in theretail and fashion business. New Initiatives segment expenses decreased by $145,000 for the three months ended September 30, 2025 from the three months ended September 30, 2024 primarily due to the decrease insalary and related expenses.

Previous wording

As of June 30, 2025, we had $10.4 million in cash and cash equivalents, of which $7.9 million was held outside the U.S. in our foreign operations. If this cash is distributed to the U.S., we may be subject to additional foreign withholdings taxes in certain circumstances. We also had $757,000 in restricted cash held in the U.S. and U.K. as of June 30, 2025.

Current wording

As of September 30, 2025, we had $8.5 million in cash and cash equivalents, of which $6.1 million was held outside the U.S. in our foreign operations. If this cash is distributed to the U.S., we may be subject to additional foreign withholdings taxes in certain circumstances. We also had $756,000 in restricted cash held in the U.S. and U.K. as of September 30, 2025.

Previous wording

Cash, cash equivalents and restricted cash decreased $6.5 million from $17.7 million as of December 31, 2024 to $11.2 million as of June 30, 2025 primarily due to $11.4 million cash used to repurchase common stock, offset partially by $4.6 million cash provided by operating activities.

Current wording

Cash, cash equivalents and restricted cash decreased $8.5 million from $17.7 million as of December 31, 2024 to $9.2 million as of September 30, 2025, primarily due to $13 million cash used to repurchase common stock, offset partially by $4.2 million cash provided by operating activities.