What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2022-03-31 compared with 2021-03-31 · 73 added, 93 removed, 229 unchanged (42% of the section changed)

Travelzoo® is a global Internet media company.

We provide our 30.2 million members insider deals and one-of-a-kind experiences personally reviewed by one of our deal experts around the globe.

We provide o ur 30.3 million members in sider deals and one-of-a-kind experiences personally reviewed by one of our deal experts around the globe.

We have our finger on the pulse of outstanding travel, entertainment, and lifestyle experiences.

For over 20 years we have worked in partnership with more than 5,000 top travel suppliers—our long-standing relationships give Travelzoo members access to irresistible deals.

For over 20 years we have worked in partnership with more tha n 5,000 top travel suppliers—our long-standing relationships give Travelzoo members access to irresistible deals.

Travelzoo (the “Company” or "we") attracts a high-quality audience of travel enthusiasts across multiple digital platforms, including email, web, social media and mobile applications.

6 unchanged sentences

Our Travelzoo website includes Local Deals and Getaways listings that allow our members to purchase vouchers for deals from local businesses such as spas, hotels and restaurants.

We also license the use of these products and our intellectual property in various countries in Asia Pacific, including but not limited to Australia, Japan, Hong Kong and China.

We also license the use of these products and our intellectual property in various countries in Asia Pacific, including but not limited to Australia, Japan and Southeast Asia.

We are also the majority shareholder of JFC Travel Group Co.

(“Jack’s Flight Club”), which operates Jack’s Flight Club .

(“Jack’s Flight Club”), which operates Jack’s Flight Club, a subscription service that provides members with information about exceptional airfares.

As of December 31, 2021, we had 30.3 million members worldwide.

In Europe, the unduplicated number of Travelzoo members was 8.4 million as of December 31, 2021, down 4% from December 31, 2020.

In North America, the unduplicated number of Travelzoo members was 16.3 million as of December 31, 2020, down 8% from December 31, 2019.

In North America, the unduplicated number of Travelzoo members was 16.9 million as of December 31, 2021, up 4% from December 31, 2020.

On March 15, 2021, Travelzoo added more than 2 million new members in the U.S.

1 unchanged sentence

Jack’s Flight Club had 1.8 million subscribers as of December 31, 2021, up 6% from December 31, 2020.

More th an 5,000 companies us e our services, including Air France, Air New Zealand, Air Tahiti Nui, Alaska Airlines, Cathay Pacific Airways, Club Med, Emirates, Etihad, Exoticca, Fairmont Hotels and Resorts, Gate 1 Travel, Hawaiian Airlines, Hilton Hotels & Resorts, Hyatt Corporation, Icelandair, InterContinental Hotels Group, Lion World Travel, Myrtle Beach Area Conventions & Visitors Bureau, Princess Cruises, Royal Caribbean, Singapore Airlines, Starwood Hotels & Resorts and United Airlines.

More th an 5,000 companies use o ur services, including Air France, Air New Zealand, Air Tahiti Nui, Alaska Airlines, Cathay Pacific Airways, Club Med, Emirates, Etihad, Exoticca, Fairmont Hotels and Resorts, Gate 1 Travel, Hawaiian Airlines, Hilton Hotels & Resorts, Hyatt Corporation, Icelandair, InterContinental Hotels Group, Lion World Travel, Myrtle Beach Area Conventions & Visitors Bureau, Princess Cruises, Royal Caribbean, Singapore Airlines, Starwood Hotels & Resorts and United Airlines.

Revenues from the Travelzoo brand and business are generated primarily from advertising fees from two categories of revenue:

3 unchanged sentences

For publishing revenue, we recognize revenue upon delivery of the emails and delivery of the clicks, over the period of the placement of the advertising.

For Getaways vouchers, we recognize a percentage of the face value of the vouchers upon the sale of the vouchers.

The "Local" category consists of publishing revenue for negotiated high-quality deals from local businesses, such as restaurants, spas, shows, and other activities and includes Local Deals vouchers and entertainment offers.

2 unchanged sentences

We recognize the revenue monthly pro rata over the subscription period.

In March 2020, Travelzoo exited its loss-making Asia Pacific business.

The Company’s Asia Pacific business was classified as discontinued operations at March 31, 2020.

Prior periods have been reclassified to conform with the current presentation.

On June 16, 2020, in connection with its Asia Pacific exit plan, the Company completed a sale of 100% of the outstanding capital stock of Travelzoo Japan K.K, a stock company organized under the laws of Japan (“Travelzoo Japan”), to Mr.

Hajime Suzuki, the former General Manager of Travelzoo in Japan (the "Japan Buyer") for consideration of 1 Japanese Yen.

The Company recorded approximately $128,000 loss upon disposal of Japan in the Consolidated Financial Statements in 2020.

The parties also entered into a License Agreement, whereby Travelzoo Japan obtained a license to use the intellectual property of Travelzoo exclusively in Japan in exchange for quarterly royalty payments based on net revenue over a five (5) year term, with an option to renew.

The Company recorded royalties from Travelzoo Japan on a one-quarter lag basis and did not recognize any royalties in 2020.

An interest free loan was provided to the Japan Buyer for JPY 46 million (approximately $430,000) to be repaid over three (3) years which the Company recorded as other assets on the consolidated balance sheet as of December 31, 2020.

Additionally, on August 24, 2020, the Company completed a sale of 100% of the outstanding capital stock of Travelzoo (Singapore) Pty Ltd, a limited company organized under the laws of Singapore (“Travelzoo Singapore”), to an unaffiliated entity, Finest Hotels Pty Ltd d/b/a Travelzoo, a limited company organized under the laws of Australia (“AUS Buyer”), which is fully owned by Mr.

Julian Rembrandt, the former General Manager of Travelzoo in South East Asia and Australia for consideration of 1 Singapore Dollar.

The parties also entered into a License Agreement, whereby the AUS Buyer obtained a license to use the intellectual property of Travelzoo exclusively in Australia, New Zealand and Singapore and non-exclusively in China and Hong Kong for quarterly royalty payments based upon net revenue over a five (5) year term, with an option to renew.

There was no gain or loss from the sale of Travelzoo Singapore.

The Company recorded royalties from Travelzoo Singapore on a one-quarter lag basis and did not recognize any royalties in 2020.

Under the licensing agreements, Travelzoo's existing members in Australia, Japan, China, Hong Kong, New Zealand, and Singapore will continue to be owned by Travelzoo as the licensor.

The Company previously held a minority share equivalent to 33.7% in weekengo GmbH ("WeGo"), which the Company sold to trivago N.V.

(“trivago”) on December 23, 2020.

The original investment agreement with WeGo was executed in April 2018 (the “Original Investment Agreement”).

At that time, Travelzoo invested $3.0 million in WeGo for a 25% ownership interest.

In April 2019, the Company invested an additional $673,000 in WeGo, which increased the Company's ownership interest to 26.6%.

In February 2020, Travelzoo signed an amended investment agreement (the “Investment Agreement”) with WeGo, whereby the Company received additional shares (resulting in ownership of 33.7%) and in exchange, agreed to invest an additional $1.7 million if and when WeGo met certain performance targets.

In connection with the Original Investment Agreement, WeGo agreed to spend approximately $2.0 million with the Company in marketing pursuant to an Insertion Order (the “Insertion Order”) and in connection with the Investment Agreement, WeGo agreed to spend an additional $1.8 million in marketing, once the additional payment was made by the Company (the “Second Insertion Order”).

The Company accounted for this private company investment using the equity method of accounting by recording its share of the results of WeGo in “Other income (expense)”, net on a one-quarter lag basis.

In accounting for the initial investment, the Company allocated $1.0 million of its purchase price to tangible assets and allocated approximately $485,000 of the purchase price to technology-related intangible assets to be amortized over a 3-year life.

The remaining $1.5 million of the purchase price was allocated to goodwill.

As of the date of the transaction with trivago, WeGo had not a chieved the necessary performance targets.

As part of the Share Purchase Agreement, by and among Travelzoo (Europe) Limited, trivago, and the other shareholders of WeGo (the “trivago SPA”), the obligation of any additional payment by the Company was terminated.

Per the trivago SPA, the Company sold all of its shares in WeGo to trivago for a total purchase price of approxima tely $2.9 million, of which $213,000 was placed in escrow for one year.

WeGo agreed to pay in a lump sum the remaining amount outstanding pursuant to the Insert ion Order of approximately $200,000.

The payment was made in the first quarter of 2021.

The Second Insertion Order and obligation for additional payments from WeGo for marketing were terminated.

The Company acquired the domain name and trademark “weekend.com” in 2005 which was amortized over five years.

Concurrently with the sale of the shares, the Company also sold the domain name and trademark “weekend.com” to trivago in exchange for a payment of $822,000.

In January 2020, Travelzoo acquired a majority stake in Jack’s Flight Club, which operates Jack’s Flight Club , a subscription service that provides members with information about exceptional airfares.

As of December 31, 2020, Jack’s Flight Club had 1.7 million subscribers.

Jack’s Flight Club’s revenues are generated by subscription fees paid by members.

In June 2020, the Company renegotiated certain aspects of that certain Stock Purchase Agreement, dated as of January 13, 2020 (the “SPA”), by and among Travelzoo, Jack’s Flight Club and the sellers party thereto (the “Sellers”) with the Sellers and reached a settlement for the outstanding Promissory Notes, dated as of January 13, 2020, by and between Travelzoo and each Seller (the “Promissory Notes”).

See Note 3 t o the consolidated financial statements for further information.

The Company also has licensing arrangements with licensees in (a) Australia, New Zealand, and Southeast Asia and (b) Japan and South Korea, in each case, where the Company is entitled to a quarterly royalty payment based on a percentage of net revenue.

The Company records royalties on a one-quarter lag basis and recognized $12,000 in royalties in 2021.

Under the licensing agreements, Travelzoo's existing members in the applicable territories will continue to be owned by Travelzoo as the licensor.

On April 24, 2020 and May 5, 2020, the Company received $3.1 million and $535,000, respectively, pursuant to loans under the Paycheck Protection Program (the “PPP”) of the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) administered by the Small Business Association.

The loans have a maturity of two (2) years from the disbursement of the funds and an annual interest rate of 1%.

The Company intends to use the funds from these loans only for the purposes included in the PPP, including payroll, employee benefits, and rent, and also intends to apply for forgiveness of a portion of the loans in compliance with the CARES Act.

In 202 1, the principal and the interest of the $3.1 million PPP loan and $429,000 of the $535,000 PPP loan were forgiven and a gain was recorded in “Other income (loss), net”.

The Company paid off the remaining outstanding principal balance and the interest of $111,000 for the $535,000 PPP loan.

Historically, the Company managed its business geographically and operated in three reportable segments including Asia Pacific, Europe and North America.

In 2020, the Company classified the results of its Asia Pacific segment as discontinued operations in its consolidated financial statements for current and prior periods presented.

On January 13, 2020, Travelzoo agreed to the SPA with the Sellers of Jack’s Flight Club to purchase 60% of the Shares.

Upon acquisition, the Company's chief operating decision maker reviewed and evaluated Jack's Flight Club as a separate segment.

In 2020, the Company classified the results of its Asia Pacific segment as discontinued operations in its consolidated financial statements for all periods presented.

On January 13, 2020, Travelzoo agreed to the Stock Purchase Agreement with the sellers of Jack’s Flight Club to purchase 60% of the outstanding shares of Jack’s Flight Club.

Upon acquisition, the Company reviewed and evaluated Jack's Flight Club as a separate segment.

The Company currently has three reportable operating segments:

3 unchanged sentences

Jack’s Flight Club consists of subscription revenue from premium members to access and receive flight deals from Jack’s Flight Club via email or via Android or Apple mobile applications.

For the year ended December 31, 2020, Travelzoo North America o perations were 65% of revenues, Travelzoo Europe operations were 28% of revenues and Jack’s Flight Club operations were 7% of ou r total revenues.

Financial information with respect to our business segments and certain financial information about geographic areas appears in Note 12 to the accompanying consolidated financial statements.

For the year ended December 31, 2021, Travelzoo North America operations were 67% of revenues, Travelzoo Europe operations were 28% of revenues and Jack’s Flight Club operations were 5% of revenues.

Financial information with respect t o our business segments and certain financial information about geographic areas appears in Note 12 to the accompanying consolidated financial statements.

Our principal business office is located at 590 Madison Avenue, 35th Floor, New York, New York 10022.

3 unchanged sentences

Travelzoo is listed on the NASDAQ Global Select Market under the symbol “TZOO.”

The global outbreak of coronavirus (COVID-19) in 2020 is having an unprecedented impact on the global travel and hospitality industries, including severely restricting travel, dining and activities (through border closures, quarantine and stay-at-home requirements, travel restrictions, limited operations of restaurants, spas, hotels, airlines and travel agencies), as well as the level of economic activity around the globe.

According to the World Trade & Tourism Council (WTCC), the global Travel & Tourism industry produced $8.9 trillion in value (10.3% of GDP) for the total global economy in 2019, and the adverse impact of COVID on the Travel and Tourism industry is expected to be $1.4 trillion in 2020 based on WTCC's June 2020 report.

The global outbreak of coronavirus (COVID-19) in 2020 had unprecedented impact on the global travel and hospitality industries, including severely restricting travel, dining and activities (through border closures, quarantine and stay-at-home requirements, travel restrictions, limited operations of restaurants, spas, hotels, airlines and travel agencies), as well as the level of economic activity around the globe.

According to the World Trade & Tourism Council (WTTC), the global Travel & Tourism industry produced $4.7 trillion in value for the total global economy in 2020 compared to $9.2 trillion in 2019.

However, the global economy from travel and tourism in 2021 is expected to increase by $1.4 trillion based on WTTC's October 2021 report.

As the Company and many of our advertisers are part of the global travel and hospitality industries, the measures implemented to contain COVID-19 have had, and are expected to continue to have, a significant negative effect on our business.

1 unchanged sentence

Additionally, there has been a significant level of cancellations for the Company's hotel partners and travel package partners as well as refund requests for our vouchers with the Company’s hotel, restaurant and spa partners.

The Company has modified its policies, particularly with our vouchers, to extend expiration dates and to allow for full refundability and have received positive feedback from our members.

However, we are starting to see that these trends are subsiding, as international travel begins to open up and travel in general is starting to return to pre-pandemic levels.

Additionally, in response to the pandemic, the Company modified its policies, particularly with our vouchers, to extend expiration dates and to allow for full refundability and have received positive feedback from our members.

The Company will continue to adopt new policies as the situation evolves.

1 unchanged sentence

Our revenues are generated from advertising fees.

According to Zenith Media's forecast in July 2020, global advertising expenditure will shrink 9.1% to $572 billion due to the COVID pandemic in 2020, grow 5.8% to reach $606 billion in 2021 and

$636 billion in 2022.

According to Zenith Media's forecast in December 2021, global advertising expenditure will continue its recovery from pandemic in 2020 with 9.1% growth in 2022, after 15.6% growth in 2021.

Zenith estimates that global ad spend may reach $705 billion in 2021 and will rise to $873 billion by 2024.

We believe there is a sizable travel and entertainment industry in which we participate in that provides an opportunity to find high quality deals for our members.

Based upon this outlook for the travel industry, we believe that we are well positioned with our operations in Europe and North America to capture high quality deals for our members.

Aside from the global drop of advertising spending in 2020, digital advertising is expected to grow from 2019 to 2020.

According to Zenith Media, digital advertising is expected to account for 51% of global advertising spending in 2020, more than half of total global advertising spending for the first time.

Digital advertising, a notable market, has been growing continuously.

According to Zenith Media, digital advertising is expected to account for 61.5% of global advertising spending in 2022 and 65.1% by 2024.

In addition, according to the Kelsey Group's (BIA/Kelsey) new U.S.

Local Media Forecast 2021, BIA/Kelsey forecasts total local advertising spending to be $134 billion in 2020, $138 billion in 2021, and to recover to pre-COVID 19 level in 2022.

Digital advertising spending continues to increase its share of total local advertising spending by 3.7 percent from 2020 to 2021, growing to $62 billion in 2021.

Local Media Forecast in December 2021, BIA/Kelsey estimates total local advertising spending to be $173 billion in 2022, indicating a 11.4% increase over 2021.

We believe that traditional media outlets such as newspapers, television and radio continue to be another medium for travel, entertainment and local businesses to advertise their offers, though the percentage spent on advertising in these traditional media outlets is decreasing.

57 unchanged sentences

identified 25.5 million members Regional targeting, 100% share of voice for advertiser, flexible publication schedule Breaking news offers delivered just-in-time

Local Deals and Getaway Locally-targeted email alert service with a single time-sensitive and newsworthy offer, including vouchers from local merchants such as spas, hotels and restaurants Twice per

Local Deals and Getaways Locally-targeted email alert service with a single time-sensitive and newsworthy offer, including vouchers from local merchants such as spas, hotels and restaurants Twice per

markets 167 local markets Local targeting by zip code,100% share of voice for the local businesses, flexible publication schedule Breaking news offers delivered just-in-time

7 unchanged sentences

Jack's Flight Club mobile application App available in the U.S, U.K, Germany, Netherlands, Luxemburg, Norway, Sweden, Denmark, Belgium, listing up to date cheap flight deals to paying members.

1 - 12 per week depending on membership level and region 90,000 install base iOS/Android, 76,000 sessions a month.

1 - 12 per week depending on membership level and region 163,000 sessions a month.

N/A Timely alerts and push notifications of new deals, 24/7 access to deals, ability to change user settings

29 unchanged sentences

• Global Reach.

We offer access to Internet users in Canada, France, Germany, Spain, the U.K and U.S.

We offer access to Internet users across the globe.

Benefits to Consumers

The Travelzoo website, Travelzoo Top 20 email newsletter, Newsflash, Local Deals, Getaway, and the Travelzoo Network, provide consumers information on current offers at no cost to the consumer.

The Travelzoo website, Travelzoo Top 20 , Newsflash, Local Deals, Getaways, and the Travelzoo Network, provide consumers information on current offers at no cost to the consumer.

Key features of our products include:

21 unchanged sentences

Some of our advertisers are:

Air France Hawaiian Airlines

Air New Zealand Hilton Hotels & Resorts

Air Tahiti Nui Hyatt Corporation

Alaska Airlines Icelandair

Cathay Pacific Airways InterContinental Hotels Group

Club Med Lion World Travel

Emirates Myrtle Beach Area Conventions & Visitors Bureau

Etihad Princess Cruises

Exoticca Singapore Airlines

Fairmont Hotels and Resorts Starwood Hotels & Resorts Worldwide

Gate 1 Travel United Airlines

Alaska Airlines Indus Travels Inc.

DH Travel Services Jetline Travel

Entertainment Benefits Group KLM Royal Dutch Airlines

Exoticca Shutterfly

Fairmont Mayakoba Silversea Cruises

Gate 1 Travel Stunning Tours

Globus Family of Brands Superchina Holidays

Hawaiian Airlines Tourism Ireland

Holland America Line Travel Discounters

Icelandair (US) Vacation Express USA Corp

Imagine Cruising Wingbuddy.com

As discussed in Note 12 to the accompanying consolidated financial statements, we did not have any advertisers that accounted for 10% or more of our total revenues during the years ended December 31, 2021 and 2020.

The agreements with certain advertisers are in the form of multiple insertion orders and merchant agreements from groups of entities under common control.

In 2020, Travelzoo North America operations were 65% of revenues, Travelzoo Europe operations were 28% of revenues and Jack’s Flight Club operations were 7% of our total revenues.

In 2021, Travelzoo North America operations were 67% of revenues, Travelzoo Europe operations were 28% of revenues and Jack’s Flight Club operations were 5% of revenues.

See Note 12 to the accompanying consolidated financial statements.

6 unchanged sentences

We have designed our technology to serve a large volume of Web traffic and send a large volume of emails in an efficient and scalable manner.

We co-locate our production servers with Equinix, Inc.

(“Equinix”), a global provider of hosting, network, and application services.

Equinix's facilities include features such as power redundancy, multiple egress and peering to other ISPs, fire suppression and access to our own separate physical space.

We believe our arrangements with Equinix will allow us to grow without being limited by our own physical and technological capacity, and will also provide us with sufficient bandwidth for our anticipated needs.

Travelzoo's production servers are hosted in Microsoft Azure.

(“Azure”), a cloud base computing service operated by Microsoft.

Microsoft Azure's data center facilities and services include robust high availability, reliability and scalability features.

We believe our arrangements with Microsoft Azure will allow us to grow without being limited by our own physical and technological capacity.

Because of the design of our websites, our users are not required to download or upload large files from or to our websites, which allows us to continue increasing the number of our visitors and page views without adversely affecting our performance or requiring us to make significant additional capital expenditures.

We compete for advertising dollars with large Internet portal sites such as MSN and Verizon Media that offer listings or other advertising opportunities to travel, entertainment and local businesses.

We compete with search engines like Google and Bing that offer pay-per-click listings.

We compete with travel meta-search engines like Kayak and online travel and entertainment deal publishers.

We compete with large online travel agencies like Expedia, Priceline and TripAdvisor that also offer advertising placements, airline travel comparisons, hotel bookings and capture consumer interest.

We compete with companies like Groupon and Gilt City that sell vouchers for deals from local businesses such as spas, hotels, restaurants and

activity companies.

We compete via Jack’s Flight Club with airfare alert services, including other companies that provide this specifically like Scott’s Cheap Flights and larger companies who offer this as one of many services like Kayak.

We expect to face increased competition from other Internet and technology-based businesses such as Yelp which has launched initiatives which are directly competitive to our Local Deals and Getaways products.

In addition, we compete with newspapers, magazines and other traditional media companies that operate websites which provide advertising opportunities.

We expect to face additional competition as other established and emerging companies, including print media companies and travel-focused start-ups, enter our market.

We believe that the primary competitive factors are price, performance and audience quality.

The markets for the services we offer are intensely competitive, constantly evolving and subject to rapid change, and current and new competitors can launch new services at a relatively low cost.

We compete for advertising dollars with large Internet portal sites, such as Trip Advisor, that offer listings or other advertising opportunities to travel, entertainment and local businesses.

We compete with companies like Groupon that sell vouchers for deals from local businesses such as spas, hotels and restaurants and tour operators for vacation packages.

We compete with search engines like Google that offer pay-per-click listings.

Additionally, certain search engines have increased their focus on acquiring or launching travel products.

For example, Google has continued to add features and functionality to its flight and hotel metasearch products, which have grown rapidly

and has also further integrated its “Book on Google” reservation functionality into its products.

We compete with newspapers, magazines and other traditional media companies that operate websites which provide online advertising opportunities.

We compete with travel metasearch engines like Kayak.com (owned by Booking Holdings) and online travel and entertainment deal publishers (including online restaurant reservation services).

We compete with large online travel agencies like the Expedia Group and Booking Holdings, as well as thousands of individual travel agencies around the world, that also offer advertising placements and hotel booking platforms and capture consumer interest.

There has been substantial consolidation of the global travel industry and we believe this trend will continue.

Some of our competitors are large and have significant resources and substantial international operations.

Such companies have also completed acquisitions to further consolidate the industry.

There has also been a proliferation of new channels and platforms through which accommodation providers can offer reservations.

For example, companies such as Airbnb (which acquired HotelTonight), HomeAway and VRBO (which are both owned by Expedia Group) offer services providing alternative accommodation property owners, particularly individuals, an online place to list their alternative accommodations, which compete with our hotel offers.

Further, meta-search services may lower the cost for new companies to enter the market by providing a distribution channel without the cost of promoting the new entrant's brand to drive consumers directly to its website.

Some competitors offer a variety of online services, such as food delivery, shopping, gaming or search services, many of which are used by consumers more frequently than online travel services.

As a result, a competitor that has established other, more frequent online interactions with consumers may be able to more easily or cost-effectively acquire customers for its travel services than we can.

If any of these platforms are successful in offering services similar to consumers who would otherwise use our platforms or if we are unable to offer our services to consumers within these super-apps, our customer acquisition efforts could be less effective and our customer acquisition costs could increase, either of which would harm our business and results of operations.

We also have seen that some competitors will accept lower margins, or negative margins, to attract attention and acquire new members.

If competitors engage in group buying initiatives in which merchants receive a higher percentage of the face value than we currently offer, we may be forced to pay a higher percentage of the face value than we currently offer, which may reduce our revenue.

We expect to face additional competition as other established and emerging companies, including print media companies, enter the online advertising market.

Competition could result in reduced margins on our services, loss of market share or less use of Travelzoo by advertisers and consumers.

If we are not able to compete effectively with current or future competitors as a result of these and other factors, our business could be materially adversely affected.

Many of our current and potential competitors have longer operating histories, significantly greater financial, technical, marketing and other resources and larger advertiser bases than we do.

24 unchanged sentences

Domain names are the user's Internet “addresses.” The current system for registering, allocating and managing domain names has been the subject of litigation and of proposed regulatory reform.

We have registered travelzoo.com, travelzoo.ca, travelzoo.co.jp, travelzoo.com.au, travelzoo.com.tw, travelzoo.co.uk, travelzoo.de, travelzoo.fr, and weekends.com, among other domain names, and have registered “Travelzoo” as a trademark in the United States, Canada, the European Union and certain countries throughout Asia Pacific.

We have registered travelzoo.com, travelzoo.ca, travelzoo.co.jp, travelzoo.com.au, travelzoo.com.tw, travelzoo.co.uk, travelzoo.de and travelzoo.fr, among other domain names, and have registered “Travelzoo” as a trademark in the United States, Canada, the European Union and certain countries throughout Asia Pacific.

Because of these protections, it is unlikely, yet possible, that third parties may bring claims for infringement against us for the use of our domain name and trademark.

16 unchanged sentences

The laws of other countries in which we may market our services in the future are uncertain and may afford little or no effective protection of our intellectual property.

As of December 31, 2020, we had 236 employees i n Travelzoo North America and Travelzoo Europe and all were considered full-time.

As of December 31, 2021, we had 214 employees and all were considered full-time.

None of our employees are represented under collective bargaining agreements.

4 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business