Priority Pass members gain access to additional relaxing, time-saving treatments at U.S. airportsNEW YORK, May 22, 2025 (GLOBE NEWSWIRE) -- XWELL, Inc. (Nasdaq: XWEL) (“XWELL” or the “Company”), a leading provider of wellness solutions for people on the go, today announced the expansion of its partnership with Priority Pass, the world’s original airport experiences program. Through this expanded collaboration, Priority Pass members will now have access to a broader menu of wellness services at spa locations ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___ to ___ Commission file number: 001-34785 XWELL, Inc. (Exact Name of Registrant as Specified in its Charter) (State or other jurisdiction of ...

Financial Performance - XWELL reported a revenue growth of approximately 13% in 2024, totaling $33.9 million compared to $30.1 million in 2023[22] - Gross margin increased significantly from 12.2% in 2023 to 26.3% in 2024[3] - Total operating expenses were reduced by approximately 19% in 2024, amounting to $25.6 million compared to $31.9 million in the prior year[25] - The operating loss decreased to approximately $16.7 million in 2024 from approximately $28.2 million in 2023[26] - Net loss attributable to XWELL was approximately $16.9 million in 2024, down from approximately $27.7 million in the previous year[27] Strategic Initiatives - XWELL plans to acquire select medical spas in 2025, leveraging a recent $4 million private placement to expand into the wellness and beauty sector[9] - XWELL launched a new Naples Wax Center in Estero, Florida, marking the first of six planned openings across Florida in 2025[14] - The company aims to unify its wellness offerings under a single XWELL brand identity to enhance customer relationships and brand loyalty[6] Government Contracts - The CDC extended its Traveler-based Genomic Surveillance Program for three years, with a total base value of $53.7 million and a maximum ceiling value of $85.7 million[17] Financial Position - As of December 31, 2024, XWELL had approximately $4.6 million in cash and cash equivalents and no long-term debt[20]

Core Insights - XWELL, Inc. reported first quarter 2025 revenue of approximately $7.0 million, a decrease from $8.7 million in the same period of 2024, primarily due to lower revenues from XpresTest and XpresSpa, offset by new revenue from Priority Pass [9][14] - The company is focused on expanding its wellness offerings through a multi-brand strategy, including plans to acquire medical spas in metropolitan areas and enhance its airport wellness services [4][3] - XWELL secured a three-year extension of its Traveler-based Genomic Surveillance Program with the CDC, aimed at early detection of pathogens in major airport hubs [6][5] Operating Highlights - The company operates 28 XpresSpa locations across major airports, with upgrades to reflect a science-driven approach to wellness [8] - XWELL's revenue for the first quarter included approximately $4.3 million from XpresSpa, $2.2 million from XpresTest, and $552,000 from Naples Wax Center [15] - Total cost of sales decreased by approximately 6% year-over-year, while total operating expenses decreased by approximately 11% [9][19] Financial Condition - As of March 31, 2025, XWELL had approximately $3.7 million in cash and cash equivalents and $7.3 million in marketable securities, with no long-term debt [12] - The operating loss for the first quarter was approximately $3.2 million, compared to $2.4 million in the same quarter of 2024 [20] - The net loss attributable to XWELL for the first quarter was approximately $4.7 million, an increase from $2.5 million in the prior year, attributed to higher one-time expenses [22] Future Plans - The company plans to open a new XWELL location in New York City's Penn Station in mid-2025, designed for quick-access wellness services [11] - XWELL is actively broadening its retail product portfolio to include wellness devices, nutritional supplements, and innovative wellness patches [8] - An investor conference call is planned to discuss growth initiatives and forthcoming programs [23]

Business Operations - As of December 31, 2024, XWELL operated 18 domestic XpresSpa locations and 10 international locations, including 4 in Istanbul Airport and 3 in Schiphol Amsterdam Airport[13]. - The acquisition of Naples Wax Center on September 12, 2023, was for a purchase price of $1,624, aimed at diversifying XWELL's wellness services beyond airport locations[19]. - XWELL plans to optimize its airport portfolio while pursuing off-airport growth through acquisitions, particularly in the med spa sector, to enhance brand reach[23]. - The company aims to expand its health and wellness services outside of airports, believing this represents the fastest way to scale its brand[21]. - XWELL's flexible retail format allows it to operate multiple stores within airports, adapting to various location sizes from 200 to 2,600 square feet[30]. - The company is strategically positioned to capitalize on the growing consumer interest in travel, health, and wellness, with a focus on expanding its retail strategy[28]. Financial Performance - XpresTest's revenue from a one-year program extension totaled approximately $7,044, with an increase to an estimated $15,100 following further funding expansion[15]. - The company may lend money to ACDBEs to help fund capital investments required under concession agreements[35]. Strategic Initiatives - XWELL's strategy includes integrating offerings across its brands and developing membership programs to enhance customer relationships and brand loyalty[22]. - The company recognizes the opportunity to leverage its products and services across its brand platform, including adding complementary products to service offerings[20]. - XWELL's bio-security services are set to expand beyond the U.S. through partnerships with government clients, supporting international growth goals[25]. Workforce and Compliance - As of December 31, 2024, the company had approximately 246 full-time and 66 part-time employees[37]. - The company is subject to various federal and state laws, including the Fair Labor Standards Act and the Americans with Disabilities Act, which may impact operational costs and compliance[35]. - The company must meet minimum Airport Concession Disadvantaged Business Enterprise (ACDBE) participation requirements, which are complex and costly to ensure compliance[35]. - The company considers its relationships with employees to be good, indicating a positive workplace environment[37]. Corporate Information - The company's common stock has been listed under the trading symbol "XWELL" since October 25, 2022[38]. - The company operates multiple websites, including www.xwell.com and www.xpresspa.com, to provide information and services to customers[38]. - The company is not required to disclose quantitative and qualitative disclosures about market risk as it is classified as a smaller reporting company[260]. - The company is subject to truth-in-advertising and consumer protection rules, which govern its retail operations[36]. - The company’s principal executive offices are located in New York, New York[38].

Core Insights - XWELL, Inc. reported a revenue growth of approximately 13% for the year ended December 31, 2024, reaching $33.9 million compared to $30.1 million in 2023 [6][23] - The company successfully reduced operating expenses by approximately 19% year-over-year, while gross margin more than doubled from 12.2% in 2023 to 26.3% in 2024 [6][26] - XWELL is focusing on expanding its wellness offerings and integrating its brands under a unified identity, aiming to enhance customer loyalty and relationships [5][9] Financial Performance - Total revenue for 2024 was $33.9 million, with contributions from various segments: approximately $18.3 million from XpresSpa, $430,000 from Treat, $13.1 million from XpresTest, and $2.1 million from Naples Wax Center [23] - Total cost of sales decreased to approximately $25.0 million in 2024 from approximately $26.4 million in 2023 [24] - General and administrative expenses were approximately $12.5 million in 2024, down from approximately $13.0 million in the previous year [25] Strategic Initiatives - XWELL announced plans to acquire select medical spas in 2025, leveraging a recent $4 million private placement to expand into the wellness and beauty sector [9][22] - The company is extending its Traveler-based Genomic Surveillance Program in partnership with the CDC for three more years, with a total base value of $53.7 million [17] - XWELL is actively expanding its out-of-airport wellness portfolio, including the opening of a new Naples Wax Center location in Estero, Florida, and plans for six additional locations in Florida during 2025 [14][9] Brand and Market Positioning - XWELL aims to unify its wellness offerings under a single brand identity, enhancing its market presence and customer engagement [5][7] - The company operates at the intersection of travel, health, and wellness, with brands including XWELL™, XpresSpa®, Treat™, Naples Wax Center®, XpresCheck®, and HyperPointe™ [11][29] - XpresSpa is recognized as a leading airport retailer of wellness services, with 18 domestic and 10 international locations as of December 31, 2024 [12]

Core Insights - XWELL, Inc. plans to acquire select medical spas by the end of 2025, utilizing a recent $4 million private placement to expand into the wellness and beauty sector [1][2] - The company aims to create a seamless continuum of care, extending its services beyond airports into metropolitan areas with rising demand for advanced beauty and wellness treatments [1][2] - XWELL's strategy focuses on enhancing medical spas to provide high-quality, science-backed wellness experiences, positioning itself as a leading brand in holistic self-care [2][3] Company Strategy - The initial focus for acquisitions will be on metropolitan areas such as Orlando, Austin, and Salt Lake City, where there is strong demand for medspa services [2] - XWELL intends to introduce state-of-the-art treatments, AI-driven personalization, and innovative skincare solutions to meet evolving wellness needs [2][3] - This expansion is part of a long-term strategy to establish a nationwide presence in the beauty and wellness market, delivering cutting-edge self-care solutions [3] Market Context - The global medical spa market is rapidly expanding as consumers increasingly seek non-invasive, results-driven treatments that enhance beauty and overall quality of life [3] - XWELL's approach will combine luxury with medical expertise, offering a curated selection of high-impact treatments administered by certified professionals [3] - The company aims to prioritize health, confidence, and well-being through its offerings, which include various aesthetic and wellness services [6]

Core Viewpoint - XWELL, Inc. has successfully closed a private placement offering of $4 million in Series G Convertible Preferred Stock, which will be utilized for working capital and corporate purposes, supporting the company's growth strategy in wellness solutions [1][2][3]. Group 1: Financial Details - The gross proceeds from the private placement amounted to approximately $4.0 million, before deducting offering expenses [2]. - The private placement involved the issuance of 4,000 shares of Series G Convertible Preferred Stock with an initial conversion price of $1.496, along with Series A and Series B warrants exercisable at prices of $1.496 and $1.7952, respectively [3]. Group 2: Strategic Intent - The funding will enable the advancement of AI-driven health, wellness, and beauty products, and support the expansion of XWELL locations beyond airports [3]. - The company aims to enhance its integrated branding efforts as part of its strategy outlined in a shareholder letter dated December 5, 2024 [2][3]. Group 3: Regulatory and Compliance - The securities offered in the private placement were exempt from registration requirements under the Securities Act, and the company plans to file a registration statement with the SEC for the resale of common stock [4][5]. - Full conversion of the Series G Convertible Preferred Stock and exercise of the accompanying warrants are subject to stockholder approval [5]. Group 4: Company Overview - XWELL, Inc. operates multiple wellness brands including XpresSpa®, Treat™, Naples Wax Center®, XpresCheck®, and HyperPointe™, positioning itself as a leading global wellness holding company [7].

Core Points - XWELL, Inc. has successfully closed a private placement offering of $4 million in Series G Convertible Preferred Stock, along with Series A and Series B warrants [1][2][3] - The net proceeds from this private placement will be utilized for working capital and general corporate purposes, aligning with the strategy outlined in a shareholder letter dated December 5, 2024 [2] - CEO Ezra Ernst stated that the funding will facilitate the development of AI-driven health, wellness, and beauty products, and support the expansion of XWELL locations beyond airports [3] Financial Details - The gross proceeds from the private placement amounted to approximately $4.0 million before deducting offering expenses [2] - The offering included 4,000 shares of Series G Convertible Preferred Stock with an initial conversion price of $1.496, and warrants exercisable at prices of $1.496 for Series A and $1.7952 for Series B [3] Regulatory Information - The securities were offered in transactions exempt from the registration requirements of the Securities Act of 1933, relying on specific exemptions [4] - The company plans to file a registration statement with the SEC to register the resale of common stock issuable upon conversion of the Series G Convertible Preferred Stock and exercise of the related warrants [4][5]

Senior Leadership Appointments - Ian Brown appointed as the new Chief Financial Officer (CFO) of XWELL, succeeding Suzanne Scrabis, effective January 6, 2025 [1] - Peter Vermeulen joins XWELL as the new Head of Human Resources [1][3] - Mike Heronime joins XWELL as the new Marketing Director [1][3] Compensation and Stock Options - Ian Brown granted stock options to purchase up to 37,000 shares of common stock at an exercise price equal to the fair market value on January 6, 2025 [2] - Stock options vest in four quarterly installments of 25% each, contingent on continued employment [2] Leadership Backgrounds - Ian Brown has over 25 years of experience in operational finance, including roles at Accordion, FTI Consulting, Charter Communications, and Insight Communications [5] - Peter Vermeulen brings over 25 years of global HR experience, with senior roles at TeleSign, Amazon, and Johnson & Johnson [6] - Mike Heronime has more than 25 years of strategic marketing experience, including roles at Positive Brand, RKD Group, Tribal DDB, and Bozell [7][8] Company Strategy and Vision - New leadership appointments aim to support XWELL's strategic growth, unify brands, enhance company culture, and improve financial and operational performance [4] - CEO Ezra Ernst emphasizes the importance of these appointments in driving growth and liberating wellness [4] Company Overview - XWELL operates multiple wellness brands including XpresSpa, Treat, Naples Wax Center, XpresCheck, and HyperPointe [9] - XpresCheck conducts biosurveillance monitoring in partnership with the CDC and Ginkgo Biosecurity to identify new SARS-CoV-2 variants and other pathogens [11]