Financial Performance - Total revenue for the three months ended September 30, 2025, was $7,345, a decrease of $1,077 or 13% compared to $8,422 in the same period of 2024, primarily due to reduced CDC revenue for XpresTest[136] - Total revenue for the nine months ended September 30, 2025, was $22,056 million, a decrease of $4,374 million or 17% compared to $26,430 million in 2024[145] - Total cost of sales for the three months ended September 30, 2025, was $5,852, a decrease of $517 or 8% from $6,369 in 2024, driven by lower product costs and reduced labor due to store closures[137] - Total cost of sales for the nine months ended September 30, 2025, was $17,470 million, a decrease of $1,163 million or 6% compared to $18,633 million in 2024[146] - General and administrative expenses for the nine months ended September 30, 2025, were $10,144 million, a decrease of $5,165 million or 34% compared to $15,309 million in 2024[149] - Interest income for the nine months ended September 30, 2025, increased by $387 million to $695 million, primarily due to interest paid towards employee retention credits[153] - Foreign exchange loss for the nine months ended September 30, 2025, was $1,127 million, an increase of $917 million compared to $210 million in 2024[150] Asset and Impairment - Depreciation and amortization for the three months ended September 30, 2025, was $221, a decrease of approximately $31 or 12% compared to $252 in 2024, due to fewer long-lived assets available for depreciation[138] - The impairment of long-lived assets for the nine months ended September 30, 2025, was $122, primarily due to impairments recognized in the current period[139] Strategic Initiatives - XWELL acquired Naples Wax Center on September 12, 2023, for a purchase price of $1,624, aiming to expand its wellness platform beyond airport services[126] - XpresTest's revenue from a renewed program with the CDC is estimated to reach $15,100, following a three-year contract valued at $22.2 million[125] - As of September 30, 2025, XWELL operated 17 domestic and 11 international XpresSpa locations, enhancing its global presence[120] - The company plans to expand its retail strategy by adding more products and aligning them with service offerings, such as muscle relaxation patches[127] - XWELL aims to build capabilities for delivering health and wellness services outside of airports, which is seen as a key growth strategy[128] Financial Position and Concerns - The company reported a working capital surplus of $758 million as of September 30, 2025, down from $6,113 million as of December 31, 2024[154] - The company has expressed substantial doubt about its ability to continue as a going concern due to recurring losses and insufficient liquidity[154] - The company is pursuing strategic partnerships to strengthen long-term profitability and improve its cash position[155] - The company must raise additional equity or debt capital to fund future operations, with no assurance of success in doing so[157] Debt and Financial Instruments - An Exchange Agreement was entered into on November 3, 2025, involving the exchange of approximately $1.6 million in Series G Preferred Stock for $3.4 million in senior secured convertible notes[129] - The company issued Senior Secured Convertible Notes on November 5, 2025, with an interest rate of 8.0% per annum, maturing in three years and four months[161] - The Company is required to maintain unencumbered cash and cash equivalents of at least $1,000,000 and deposit $1,350,000 into a segregated account[166] - The fair value of the bifurcated embedded derivative related to convertible preferred stock was estimated using a Monte Carlo simulation model[170] - The Company does not use derivative financial instruments to hedge exposures to cash-flow, market, or foreign-currency risks[169] - The Company accounts for warrants as either equity-classified or liability-classified instruments based on specific terms[171] - The fair value of the warrant liability was estimated using the Black Scholes Model, considering various weighted average assumptions[171] - There have been no material changes to the Company's critical accounting estimates from the previous report[169] Market and Economic Conditions - Ongoing geopolitical conflicts may adversely impact macroeconomic conditions and contribute to increased market volatility[172] - The number of airline travelers is volatile and subject to change based on various conditions, including travel fare prices and oil prices[172] - The Company has not identified any trends, events, or uncertainties likely to materially affect its financial condition, other than those discussed[173] - Changes in U.S. policy and government actions may impact the U.S. and global economy, tariffs, and international trade[173]

Revenue and Financial Performance - Revenue for Q3 2025 totaled approximately $7.3 million, with $5.1 million from XpresSpa, $1.7 million from XpresCheck, and $0.5 million from Naples Wax Center[5][13]. - Net loss attributable to XWELL for Q3 2025 was approximately $0.7 million, a significant reduction from approximately $4.8 million in the comparable prior year period[14]. - Total operating expenses for Q3 2025 were approximately $2.3 million, down from approximately $6.8 million in the prior year[13]. Cost Management - Cost of sales decreased approximately 8% from Q3 2024, totaling around $5.9 million for Q3 2025 compared to $6.4 million in the prior year[5][13]. - General and administrative expenses, excluding one-time credits, decreased approximately 32% from Q3 2024[5]. - The Company streamlined its cost structure, reducing approximately $2.4 million in annualized staffing costs[6]. Expansion and Partnerships - XWELL expanded its partnership with Priority Pass to key international airports across the Middle East and Europe, enhancing access to wellness offerings for travelers[5][7]. - New wellness centers opened in Florida, including locations at Bloomingdale Square and Waterford Lakes, with a Penn Station location set to open in mid-November[5][9]. - XWELL continues to pursue opportunities for potential acquisitions to extend its reach into the broader wellness consumer landscape[9]. Cash Position - As of September 30, 2025, the Company had approximately $4.0 million in cash and cash equivalents and no long-term debt[12].

Core Insights - XWELL, Inc. reported third-quarter revenue of approximately $7.3 million for the period ending September 30, 2025, with significant improvements in cost management and operational efficiency [6][15] - The company is expanding its wellness services beyond airport locations, with new centers opening in Florida and New York City, enhancing accessibility for consumers [3][7][14] - XWELL has streamlined its corporate cost structure, reducing annualized staffing costs by approximately $2.4 million, and integrated its HyperPointe™ business to optimize resources [4][5] Recent Operating Highlights - The CEO emphasized progress in diversifying access points and enhancing brand relevance, particularly through partnerships like the expanded collaboration with Priority Pass [3] - New off-airport wellness centers have been opened, including locations in Penn Station, New York, and various Florida markets, aimed at serving local consumers [3][6][7] Financial Overview - Revenue breakdown for Q3 2025: approximately $5.1 million from XpresSpa, $1.7 million from XpresCheck, and $0.5 million from Naples Wax Center [15] - Cost of sales decreased by about 8% compared to the same quarter in 2024, while general and administrative expenses fell by approximately 32% [6][15] - The operating loss for the quarter was approximately $0.8 million, a significant reduction from the $4.8 million loss in the prior year [15] Strategic Initiatives - XWELL's partnership with Priority Pass has expanded to key international airports in the Middle East and Europe, enhancing traveler access to wellness offerings [6][7] - The company is leveraging its biosecurity program, XpresCheck, to capture growth opportunities in travel and mass-gathering settings, including major global events [8][9][10] Liquidity and Financial Condition - As of September 30, 2025, XWELL had approximately $4.0 million in cash and cash equivalents, with total current assets of about $10.8 million and no long-term debt [11]

Core Insights - XWELL has partnered with Ostrichpillow to launch a co-branded, limited-edition Eye Mask in a unique Blue Breeze colorway, aimed at enhancing the travel experience through wellness solutions [1][2] - The collaboration focuses on providing travelers with a product that combines innovation, comfort, and aesthetic appeal, particularly in anticipation of the busy holiday travel season [2] - The Eye Mask is designed with an ergonomic shape and premium fabric to block out light and promote deeper rest, emphasizing the importance of self-care even while traveling [2][3] Company Overview - XWELL, Inc. is a leader in wellness solutions, offering a portfolio that includes brands like XpresSpa and Naples Wax Center, with a mission to make self-care accessible and elevated [5] - Ostrichpillow, founded in 2012, aims to redefine rest and well-being through innovative designs, promoting a global movement towards better rest practices [6]

Core Insights - XWELL, Inc. has announced a global expansion of its partnership with Priority Pass, enhancing wellness solutions for travelers by providing access to wellness services at key international airports [1][2] Group 1: Partnership Expansion - The collaboration with Priority Pass, which initially launched in North America, is now extending to major airports in the Middle East and Europe [1][2] - Priority Pass members can enjoy a 20-minute autonomous massage session on XWELL's signature loungers, along with a complimentary face mask, as part of their lounge visit entitlement [2] Group 2: Wellness Focus - The partnership aims to prioritize traveler wellbeing, reflecting a growing demand for wellness options during travel [2] - XWELL's CEO highlighted the importance of making wellness an integral part of the travel experience, not just a destination [2] Group 3: Company Overview - XWELL, Inc. is focused on redefining the modern wellness experience through its various brands, making self-care accessible in airports and metropolitan areas worldwide [4] - Priority Pass operates over 1,600 airport lounges and travel experiences globally, enhancing the travel experience for its members [5]

Core Insights - XWELL celebrates the grand opening of its new wellness center in Bloomingdale Square, Florida, marking a significant step in its expansion strategy in the state [1][4][5] Group 1: Company Expansion - The Bloomingdale center is part of XWELL's ongoing strategy to expand its brick-and-mortar presence, following recent openings in Waterford and Clearwater [4][5] - The new location will offer a full suite of wellness services, including facials, waxing, and medical services such as Botox and Dermal Fillers, with plans for additional services in the future [4][3] Group 2: Community Engagement - The grand opening event includes immersive experiences such as live demonstrations, personalized skincare consultations, and complimentary product sampling [2][3] - Attendees will receive gift bags while supplies last, enhancing community engagement and customer experience [4] Group 3: Company Overview - XWELL, Inc. operates a portfolio of wellness brands focused on health, beauty, and self-care, redefining modern wellness experiences through innovation and accessibility [6]

Core Points - XWELL is celebrating the grand opening of its new wellness center in Orlando, Florida, on September 5, 2025, featuring live demonstrations and participation from the Orlando Magic [1][2][3] - The new location at Waterford Lakes Town Center will offer a variety of wellness services, including facials, massages, and waxing, with plans to introduce injectables, IV therapy, and compression services in the future [4][5] - This opening follows the successful launch of XWELL's Clearwater location, marking the company's continued expansion in Florida and its commitment to providing accessible wellness solutions [5][6] Company Overview - XWELL, Inc. operates a portfolio of wellness brands focused on health, beauty, and self-care, including Xpres Spa and Naples Wax Center, and aims to redefine the modern wellness experience through innovation and accessibility [6]

Financial Data and Key Metrics Changes - Total revenue for Q2 2025 increased sequentially to approximately $7.7 million from $7.0 million in Q1 2025, but decreased year-over-year from $9.3 million in Q2 2024 [20] - Total cost of sales decreased year-over-year to $5.9 million from $6.2 million, while general and administrative expenses also decreased to $4.3 million from $4.7 million [20] - Operating loss for Q2 2025 was approximately $2.7 million compared to an operating loss of approximately $1.9 million in Q2 2024 [20] - Net loss attributable to ExWell was approximately $2.3 million compared to a net loss of approximately $2.0 million in the prior year [20] - As of June 30, 2025, cash and cash equivalents were approximately $5.3 million, with total assets of approximately $11.8 million and no long-term debt [20] Business Line Data and Key Metrics Changes - Revenue from EXPRESS PA locations was approximately $4.9 million, while Express Test contributed approximately $2.2 million [20] - Revenue from Naples Wax Center was approximately $647,000, indicating a diversified revenue stream [20] Market Data and Key Metrics Changes - The partnership with the Orlando Magic enhances brand visibility and engagement in the Florida market, which is a strategic priority for the company [6][7] - The expanded relationship with Priority Pass broadens access to wellness offerings across U.S. and international airport spa networks [7] Company Strategy and Development Direction - The company is executing a multi-pronged strategy to broaden operational footprint and deepen customer engagement [5] - Plans to expand beyond airport environments into local markets with new brick-and-mortar wellness centers [11] - Introduction of a flexible membership model to enhance accessibility and customer loyalty [13] - Strategic acquisitions of medical spas in key metropolitan markets are being pursued to tap into the growing wellness market [14] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the company's ability to meet increasing demand for integrated wellness solutions [18] - The company is focused on managing resources responsibly and optimizing efficiencies to drive profitability [19] - Positive momentum in operating results reflects the strength of execution and market recognition [16] Other Important Information - The redesigned digital platform integrates all brands into a seamless user experience, enhancing customer engagement [10] - The company has secured a three-year extension of its traveler-based genomic surveillance program in partnership with the CDC [15] Q&A Session Summary - No specific questions or answers were provided in the content, indicating that the conference call concluded without a Q&A segment [23]

PART I. FINANCIAL INFORMATION [Item 1. Condensed Consolidated Financial Statements (Unaudited)](index=3&type=section&id=Item%201.%20Condensed%20Consolidated%20Financial%20Statements%20(Unaudited)) This section presents XWELL, Inc.'s unaudited condensed consolidated financial statements, including balance sheets, statements of operations, equity, and cash flows, with detailed explanatory notes [Condensed Consolidated Balance Sheets (Unaudited)](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets%20(Unaudited)) Condensed Consolidated Balance Sheets (Unaudited) - Key Changes (June 30, 2025 vs. December 31, 2024) | Item | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | Change (in thousands) | Percentage Change | | :-------------------------------- | :----------------------------- | :------------------------------- | :-------------------- | :------------------ | | Cash and cash equivalents | $5,263 | $4,550 | $713 | 15.67% | | Marketable Securities | $2,885 | $7,247 | $(4,362) | -60.19% | | Total current assets | $11,833 | $15,337 | $(3,504) | -22.85% | | Total assets | $22,445 | $25,352 | $(2,907) | -11.47% | | Total current liabilities | $9,476 | $9,224 | $252 | 2.73% | | Derivative liability | $1,036 | $— | $1,036 | N/A | | Total liabilities | $18,321 | $17,610 | $711 | 4.04% | | Total equity | $3,709 | $7,742 | $(4,033) | -52.09% | [Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited)](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss%20(Unaudited)) Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - Key Changes (Six months ended June 30, 2025 vs. 2024) | Item | 2025 (in thousands) | 2024 (in thousands) | Change (in thousands) | Percentage Change | | :------------------------------------ | :------------------ | :------------------ | :-------------------- | :------------------ | | Total revenue, net | $14,712 | $18,008 | $(3,296) | -18.30% | | Total cost of sales | $11,618 | $12,264 | $(646) | -5.27% | | Gross Profit | $3,094 | $5,744 | $(2,650) | -46.14% | | Operating loss | $(5,850) | $(4,271) | $(1,579) | 36.97% | | Net loss attributable to XWELL, Inc. | $(6,988) | $(4,508) | $(2,480) | 55.01% | | Basic and diluted loss per share | $(1.56) | $(1.08) | $(0.48) | 44.44% | | Weighted-average shares outstanding | 5,340,442 | 4,182,959 | 1,157,483 | 27.67% | Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - Key Changes (Three months ended June 30, 2025 vs. 2024) | Item | 2025 (in thousands) | 2024 (in thousands) | Change (in thousands) | Percentage Change | | :------------------------------------ | :------------------ | :------------------ | :-------------------- | :------------------ | | Total revenue, net | $7,689 | $9,282 | $(1,593) | -17.16% | | Total cost of sales | $5,914 | $6,203 | $(289) | -4.66% | | Gross Profit | $1,775 | $3,079 | $(1,304) | -42.39% | | Operating loss | $(2,692) | $(1,893) | $(799) | 42.21% | | Net loss attributable to XWELL, Inc. | $(2,269) | $(1,996) | $(273) | 13.68% | | Basic and diluted loss per share | $(0.56) | $(0.48) | $(0.08) | 16.67% | | Weighted-average shares outstanding | 5,417,271 | 4,182,617 | 1,234,654 | 29.52% | [Condensed Consolidated Statements of Changes in Temporary Equity and Stockholders' Equity (Deficit) (Unaudited)](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Temporary%20Equity%20and%20Stockholders'%20Equity%20(Deficit)%20(Unaudited)) Changes in Equity (January 1, 2025 to June 30, 2025) | Item | Amount (in thousands) | | :------------------------------------------------ | :-------------------- | | Total equity as of January 1, 2025 | $7,742 | | Stock-based compensation | $679 | | Series G Preferred Stock accretion | $(1,082) | | Series G Preferred Stock dividends | $(149) | | Accrual of Series G Preferred Stock and dividend redemption | $0 (reduction in shares/amount) | | Deemed dividends on Preferred Stock | $(108) | | Reclass of warrant liability upon warrant modification | $2,658 | | Foreign currency translation | $589 | | Other comprehensive income, net | $8 | | Net loss for the period | $(6,988) | | Total equity as of June 30, 2025 | $3,709 | [Condensed Consolidated Statements of Cash Flows (Unaudited)](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows%20(Unaudited)) Condensed Consolidated Statements of Cash Flows (Unaudited) - Key Changes (Six months ended June 30, 2025 vs. 2024) | Cash Flow Activity | 2025 (in thousands) | 2024 (in thousands) | Change (in thousands) | | :-------------------------------- | :------------------ | :------------------ | :-------------------- | | Net cash used in operating activities | $(6,564) | $(4,125) | $(2,439) | | Net cash provided by investing activities | $3,091 | $1,181 | $1,910 | | Net cash provided by financing activities | $3,650 | $4 | $3,646 | | Increase (decrease) in cash, cash equivalents and restricted cash | $213 | $(3,018) | $3,231 | | Cash, cash equivalents, and restricted cash at end of period | $5,514 | $6,170 | $(656) | [Note 1. Business Overview and Going Concern](index=10&type=section&id=Note%201.%20Business%20Overview%20and%20Going%20Concern) - XWELL operates three reportable segments: XpresSpa (airport spa services), XpresTest (bio-surveillance programs at airports), and Naples Wax Center (upscale hair removal and skincare)[19](index=19&type=chunk) - Management has concluded that substantial doubt exists about the Company's ability to continue as a going concern for at least one year due to recurring losses, negative cash flows from operations, and insufficient liquidity[20](index=20&type=chunk)[21](index=21&type=chunk)[22](index=22&type=chunk) - The Company is implementing strategic initiatives to reduce operating expenses, improve working capital, and enhance cash flow, including cost reduction, capital spending controls, and exploring additional financing options[22](index=22&type=chunk) [Note 2. Accounting and Reporting Policies](index=11&type=section&id=Note%202.%20Accounting%20and%20Reporting%20Policies) - The unaudited condensed consolidated financial statements are prepared in accordance with GAAP for interim financial information and include accounts of wholly-owned entities and those with controlling financial interest[24](index=24&type=chunk) - The Series G Convertible Preferred Stock is classified as mezzanine equity and certain embedded features are bifurcated as a derivative liability under ASC 815 due to its debt-like characteristics and redeemable nature[26](index=26&type=chunk) - Warrants are classified as either equity or liability based on specific terms and ASC 480/815 guidance, with liability-classified warrants re-measured at fair value each period[28](index=28&type=chunk)[29](index=29&type=chunk) - The Company reclassified certain prior-year balances to conform to current presentation, specifically moving salaries and benefits into general and administrative expenses, with no effect on previously reported results[34](index=34&type=chunk)[35](index=35&type=chunk) [Note 3. Potentially Dilutive Securities](index=15&type=section&id=Note%203.%20Potentially%20Dilutive%20Securities) Potentially Dilutive Securities Excluded from Diluted EPS Calculation (as of June 30, 2025) | Security Type | Number of Securities | | :------------------------------------------------------------------------------------------------ | :------------------- | | Vested and unvested options to purchase Common Stock | 944,554 | | Unvested RSUs to issue Common Stock | 30,000 | | Series A and Series B warrants to purchase Common Stock | 5,347,594 | | Series G Convertible Preferred Stock on an as-converted basis | 2,406,417 | | **Total potentially dilutive securities excluded** | **8,728,565** | - All listed potentially dilutive securities had an anti-dilutive impact during periods of net loss for the three and six months ended June 30, 2025 and 2024, thus not affecting diluted loss per share[31](index=31&type=chunk)[36](index=36&type=chunk) [Note 4. Cash, Cash Equivalents, and Restricted Cash](index=15&type=section&id=Note%204.%20Cash,%20Cash%20Equivalents,%20and%20Restricted%20Cash) Cash, Cash Equivalents, and Restricted Cash (in thousands) | Item | June 30, 2025 | December 31, 2024 | | :------------------------------------------------ | :------------ | :---------------- | | Cash denominated in United States dollars | $2,741 | $2,145 | | Cash denominated in currency other than United States dollars | $2,186 | $2,160 | | Restricted cash | $251 | $751 | | Credit and debit card receivables | $336 | $245 | | **Total cash, cash equivalents and restricted cash** | **$5,514** | **$5,301** | - The Company's total cash, cash equivalents, and restricted cash increased by **$213 thousand** from December 31, 2024, to June 30, 2025[18](index=18&type=chunk)[37](index=37&type=chunk) [Note 5. Other current assets](index=17&type=section&id=Note%205.%20Other%20current%20assets) Other Current Assets (in thousands) | Item | June 30, 2025 | December 31, 2024 | | :---------------------- | :------------ | :---------------- | | Prepaid expenses | $1,553 | $1,190 | | Other | $104 | $56 | | **Total other current assets** | **$1,657** | **$1,246** | - Total other current assets increased by **$411 thousand**, primarily driven by an increase in prepaid expenses[39](index=39&type=chunk) [Note 6. Intangible Assets](index=17&type=section&id=Note%206.%20Intangible%20Assets) Intangible Assets, Net (in thousands) | Item | June 30, 2025 | December 31, 2024 | | :---------------------- | :------------ | :---------------- | | Trade names | $160 | $171 | | Customer relationships | $521 | $571 | | Software | $189 | $281 | | **Total intangible assets, net** | **$870** | **$1,023** | - Total intangible assets, net decreased by **$153 thousand** from December 31, 2024, to June 30, 2025, primarily due to amortization[40](index=40&type=chunk) Estimated Amortization Expense for Intangible Assets (in thousands) | Calendar Years ending December 31, | Amount | | :--------------------------------- | :----- | | Remaining 2025 | $149 | | 2026 | $223 | | 2027 | $122 | | 2028 | $122 | | 2029 | $122 | | Thereafter | $132 | | **Total** | **$870** | [Note 7. Accrued expenses and other current liabilities](index=18&type=section&id=Note%207.%20Accrued%20expenses%20and%20other%20current%20liabilities) Accrued Expenses and Other Current Liabilities (in thousands) | Item | June 30, 2025 | December 31, 2024 | | :------------------------------------ | :------------ | :---------------- | | Accrued compensation | $1,631 | $2,384 | | Tax-related liabilities | $547 | $571 | | AP Accruals | $462 | $340 | | Gift certificates | $644 | $507 | | **Total accrued expenses and other current liabilities** | **$3,572** | **$4,088** | - Total accrued expenses and other current liabilities decreased by **$516 thousand**, mainly due to a reduction in accrued compensation[42](index=42&type=chunk) [Note 8. Leases](index=18&type=section&id=Note%208.%20Leases) - The Company is contingently liable to a surety company under general indemnity agreements related to lease agreements, believing all contingent liabilities will be satisfied by performance[43](index=43&type=chunk) - A lease modification for the XpresSpa Las Vegas Airport lease resulted in an **$80 thousand** increase to both operating lease right-of-use assets and liabilities as of June 30, 2025[44](index=44&type=chunk) Future Minimum Lease Commitments (as of June 30, 2025, in thousands) | Calendar Years ending December 31, | Amount | | :--------------------------------- | :----- | | Remaining 2025 | $1,568 | | 2026 | $2,260 | | 2027 | $2,137 | | 2028 | $1,701 | | 2029 | $1,403 | | Thereafter | $2,858 | | **Total future lease payments** | **$11,927** | | Less: interest expense at incremental borrowing rate | $(1,942) | | **Net present value of lease liabilities** | **$9,985** | - Cash paid for minimum annual rental obligations increased significantly from **$769 thousand** in H1 2024 to **$1,240 thousand** in H1 2025[45](index=45&type=chunk) [Note 9. Other Assets](index=20&type=section&id=Note%209.%20Other%20Assets) Other Assets (in thousands) | Item | June 30, 2025 | December 31, 2024 | | :---------------- | :------------ | :---------------- | | Equity investments | $106 | $85 | | Lease deposits | $2,050 | $1,535 | | Other | $12 | $14 | | **Total other assets** | **$2,168** | **$1,634** | - Total other assets increased by **$534 thousand**, primarily due to an increase in lease deposits[47](index=47&type=chunk) [Note 10. Stock-based Compensation](index=20&type=section&id=Note%2010.%20Stock-based%20Compensation) Total Stock-based Compensation (in thousands) | Period | 2025 | 2024 | | :-------------------------------- | :--- | :--- | | Three months ended June 30, | $599 | $304 | | Six months ended June 30, | $682 | $586 | - Stock-based compensation significantly increased for both the three-month (**96.9%**) and six-month (**16.4%**) periods ended June 30, 2025, compared to 2024[49](index=49&type=chunk) - As of June 30, 2025, unrecognized stock-based payment cost related to non-vested stock options was **$567 thousand**, vesting over **3.82 years**, and for non-vested RSUs was **$30 thousand**[51](index=51&type=chunk)[52](index=52&type=chunk) [Note 11. Private Placement](index=21&type=section&id=Note%2011.%20Private%20Placement) - On January 14, 2025, XWELL completed a private placement, issuing **4,000 shares** of Series G Convertible Preferred Stock (convertible into up to **2,673,797 common shares** at **$1.496/share**) and Series A and B warrants (to acquire **2,673,797 common shares** each at **$1.496** and **$1.7952/share**, respectively)[53](index=53&type=chunk) - The private placement generated aggregate gross proceeds of **$4 million**, with net proceeds of **$3,745 thousand** after **$255 thousand** in transaction costs (placement agent fees, legal, accounting)[54](index=54&type=chunk)[56](index=56&type=chunk) - The Series G Preferred Stock is redeemable in six equal quarterly installments starting July 1, 2025, payable in cash (**107%** of stated value) or common stock, and accrues dividends at **8%** per annum (**15%** upon a Triggering Event)[59](index=59&type=chunk)[60](index=60&type=chunk) - The warrants were initially classified as liabilities due to certain provisions but were reclassified to equity on May 16, 2025, following an omnibus amendment that made them meet equity classification requirements under ASC 815-40[72](index=72&type=chunk)[73](index=73&type=chunk) Change in Fair Value of Warrant and Derivative Liabilities (in thousands) | Item | Three months ended June 30, 2025 | Six months ended June 30, 2025 | | :-------------------------------------- | :------------------------------- | :----------------------------- | | Change in fair value of derivative liability | $421 | $279 | | Change in fair value of warrant liability | $625 | $3,215 | | Loss on issuance of Series G Preferred Stock | $— | $(3,443) | [Note 12. Commitments and Contingencies](index=29&type=section&id=Note%2012.%20Commitments%20and%20Contingencies) - The Company is involved in an arbitration proceeding with Cordial Endeavor Concessions of Atlanta, LLC, requested by the City of Atlanta, concerning alleged breaches of contract for XpresSpa locations at Hartsfield-Jackson Atlanta International Airport. An arbitration hearing is scheduled for March 2026[78](index=78&type=chunk)[79](index=79&type=chunk)[80](index=80&type=chunk) - On May 16, 2025, XWELL entered into a sales and marketing agreement obligating payments of **$662 thousand** over the next three years[82](index=82&type=chunk) - Management believes the ultimate resolution of current legal actions will not have a material adverse effect on the Company's financial position, results of operations, or cash flows, but acknowledges inherent unpredictability[77](index=77&type=chunk)[83](index=83&type=chunk)[84](index=84&type=chunk) [Note 13. Segment Information](index=31&type=section&id=Note%2013.%20Segment%20Information) - XWELL operates three reportable segments: XpresSpa, XpresTest, and Naples Wax Center. The Treat brand was aggregated with XpresSpa in Q1 2025[19](index=19&type=chunk)[86](index=86&type=chunk) Segment Revenue and Operating (Loss)/Income (Three months ended June 30, 2025 vs. 2024, in thousands) | Segment | 2025 Revenue | 2024 Revenue | Revenue Change | 2025 Operating (Loss)/Income | 2024 Operating (Loss)/Income | Operating (Loss)/Income Change | | :-------------- | :----------- | :----------- | :------------- | :--------------------------- | :--------------------------- | :----------------------------- | | XpresSpa | $4,886 | $4,923 | $(37) | $579 | $(1,444) | $2,023 | | XpresTest | $2,156 | $3,842 | $(1,686) | $689 | $1,642 | $(953) | | Naples Wax | $647 | $517 | $130 | $(240) | $(30) | $(210) | | Corporate & other | $— | $— | $— | $(3,720) | $(2,061) | $(1,659) | | **Total** | **$7,689** | **$9,282** | **$(1,593)** | **$(2,692)** | **$(1,893)** | **$(799)** | Segment Revenue and Operating (Loss)/Income (Six months ended June 30, 2025 vs. 2024, in thousands) | Segment | 2025 Revenue | 2024 Revenue | Revenue Change | 2025 Operating (Loss)/Income | 2024 Operating (Loss)/Income | Operating (Loss)/Income Change | | :-------------- | :----------- | :----------- | :------------- | :--------------------------- | :--------------------------- | :----------------------------- | | XpresSpa | $9,180 | $9,358 | $(178) | $1,378 | $(4,222) | $5,600 | | XpresTest | $4,333 | $7,485 | $(3,152) | $1,308 | $3,312 | $(2,004) | | Naples Wax | $1,199 | $1,165 | $34 | $(663) | $(111) | $(552) | | Corporate & other | $— | $— | $— | $(7,873) | $(3,250) | $(4,623) | | **Total** | **$14,712** | **$18,008** | **$(3,296)** | **$(5,850)** | **$(4,271)** | **$(1,579)** | Geographical Revenue (Six months ended June 30, in thousands) | Region | 2025 Revenue | 2024 Revenue | Change | | :------------- | :----------- | :----------- | :----- | | United States | $11,902 | $15,113 | $(3,211) | | All other countries | $2,810 | $2,895 | $(85) | | **Total revenue** | **$14,712** | **$18,008** | **$(3,296)** | [Note 14. Revenue](index=38&type=section&id=Note%2014.%20Revenue) Disaggregated Revenue by Nature of Products and Services (Six months ended June 30, in thousands) | Revenue Type | 2025 | 2024 | Change | | :----------------- | :--- | :--- | :----- | | Revenue, point in time | $10,379 | $10,523 | $(144) | | Revenue, over time | $4,333 | $7,485 | $(3,152) | | **Total Revenue** | **$14,712** | **$18,008** | **$(3,296)** | Deferred Revenue Activity (in thousands) | Item | June 30, 2025 | December 31, 2024 | | :---------------------------------------------------------------- | :------------ | :---------------- | | Beginning of the period contract liability | $1,143 | $861 | | Revenue recognized from beginning balance | $(488) | $(461) | | Increases due to cash received net of amounts recognized revenue | $382 | $743 | | **End of period contract liability** | **$1,037** | **$1,143** | - The unrecognized committed amount for the Ginkgo/BioWorks contract is **$5,210 thousand** as of June 30, 2025[95](index=95&type=chunk) [Note 15. Property and Equipment, net](index=39&type=section&id=Note%2015.%20Property%20and%20Equipment,%20net) Property and Equipment, Net (in thousands) | Item | June 30, 2025 | December 31, 2024 | | :-------------------------- | :------------ | :---------------- | | Leasehold improvements | $5,633 | $4,566 | | Furniture and fixtures | $430 | $359 | | Other operating equipment | $912 | $722 | | Accumulated depreciation | $(4,038) | $(3,838) | | **Total property and equipment, net** | **$2,937** | **$1,809** | - Total property and equipment, net increased by **$1,128 thousand**, primarily due to additions in leasehold improvements and other operating equipment[100](index=100&type=chunk) Depreciation Expense (in thousands) | Period | 2025 | 2024 | | :-------------------------------- | :--- | :--- | | Three months ended June 30, | $110 | $150 | | Six months ended June 30, | $200 | $294 | [Note 16. Fair Value Measurements](index=39&type=section&id=Note%2016.%20Fair%20Value%20Measurements) - The Company measures financial assets and liabilities at fair value using a three-level hierarchy, maximizing observable inputs[101](index=101&type=chunk)[102](index=102&type=chunk) Fair Value Measurement Hierarchy (as of June 30, 2025, in thousands) | Item | Balance | Level 1 | Level 2 | Level 3 | | :-------------------------- | :------ | :------ | :------ | :------ | | Equity and debt securities: | | | | | | Route1, Inc. | $20 | $— | $20 | $— | | Marketable securities | $2,885 | $2,885 | $— | $— | | Derivatives: | | | | | | Derivative liability | $1,036 | $— | $— | $1,036 | | **Total recurring fair value measurements** | **$3,941** | **$2,885** | **$20** | **$1,036** | - The fair value of the bifurcated embedded derivative related to convertible preferred stock was estimated at **$1,036 thousand** as of June 30, 2025, using a Monte Carlo simulation model[67](index=67&type=chunk)[105](index=105&type=chunk)[107](index=107&type=chunk) - The warrant liability balance was reclassified to Additional Paid-in Capital (APIC) due to a warrant modification on May 16, 2025, resulting in a zero balance as of June 30, 2025[73](index=73&type=chunk)[74](index=74&type=chunk)[107](index=107&type=chunk) [Note 17. Related Party](index=43&type=section&id=Note%2017.%20Related%20Party) - On January 30, 2025, XWELL entered into a consulting agreement with XWEL INV I, LLC and Jason Aintabi (a >5% beneficial owner) for advisory services, extended on May 12, 2025, for a total of **$530 thousand** over twelve months[108](index=108&type=chunk) - For the six months ended June 30, 2025, **$346 thousand** of this contract was recognized in general and administrative expenses, and **$184 thousand** was recognized as a prepaid expense[108](index=108&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=44&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses XWELL's financial condition and operations, including segment performance, recent developments, going concern, liquidity, and critical accounting estimates [Overview](index=44&type=section&id=Overview) - XWELL is a global wellness company focused on restorative and health-focused services for travelers, operating XpresSpa, XpresTest, and Naples Wax Center segments[112](index=112&type=chunk) - As of June 30, 2025, XpresSpa operates **17 domestic** (16 company-owned, 1 franchise) and **11 international** locations. All Treat locations were converted to XWELL by Q2 2025[115](index=115&type=chunk)[118](index=118&type=chunk) - XpresTest transitioned from COVID-19 testing to bio-surveillance programs with the CDC and Ginkgo Bioworks, securing a three-year contract with a base value of **$22.2 million** and a maximum ceiling of **$24.8 million**[119](index=119&type=chunk)[120](index=120&type=chunk) - Naples Wax Center, acquired in September 2023, provides upscale hair removal and skincare, aiming to expand XWELL's retail footprint beyond airports and contribute to long-term financial goals[121](index=121&type=chunk) - The Company plans to expand its retail strategy, align products with service offerings, and build capabilities for health and wellness services outside of airports, including international expansion[122](index=122&type=chunk)[123](index=123&type=chunk) [Recent Developments](index=46&type=section&id=Recent%20Developments) - XWELL regained compliance with Nasdaq's Minimum Bid Price Rule on August 7, 2025, after its common stock closed at or above **$1.00** for **16 consecutive business days**[124](index=124&type=chunk)[125](index=125&type=chunk)[126](index=126&type=chunk) - The January 2025 Private Placement involved the sale of Series G Convertible Preferred Stock and Series A and B Warrants, closing on January 14, 2025, with a resale registration statement declared effective on June 30, 2025[127](index=127&type=chunk)[128](index=128&type=chunk) [Results of Operations](index=48&type=section&id=Results%20of%20Operations) - Revenue recognition for XpresSpa, Treat, and Naples Wax services occurs when rendered or products are sold. XpresTest revenue from bio-surveillance is recognized over time using the input method[129](index=129&type=chunk)[130](index=130&type=chunk) - Cost of sales includes payroll, occupancy, and product costs directly attributable to segment operations. General and administrative expenses cover management, overhead, insurance, professional fees, and stock-based compensation[131](index=131&type=chunk)[132](index=132&type=chunk) Revenue Comparison (Three months ended June 30, in thousands) | Item | 2025 | 2024 | Inc/(Dec) | Percentage Change | | :---------------- | :--- | :--- | :-------- | :---------------- | | Total revenue, net | $7,689 | $9,282 | $(1,593) | -17% | - The **17%** decrease in revenue for the three months ended June 30, 2025, was primarily due to less CDC revenue for XpresTest and reduced XpresSpa revenue from Priority Pass and surge billing compared to 2024[133](index=133&type=chunk) Cost of Sales Comparison (Three months ended June 30, in thousands) | Item | 2025 | 2024 | Inc/(Dec) | Percentage Change | | :---------------- | :--- | :--- | :-------- | :---------------- | | Total cost of sales | $5,914 | $6,203 | $(289) | -5% | - Cost of sales decreased by **5%** for the three months ended June 30, 2025, driven by lower product costs (clockwork manicure machines no longer active) and reduced labor due to XpresSpa store closures and less CDC testing surge billing[134](index=134&type=chunk) Revenue Comparison (Six months ended June 30, in thousands) | Item | 2025 | 2024 | Inc/(Dec) | Percentage Change | | :---------------- | :--- | :--- | :-------- | :---------------- | | Total revenue, net | $14,712 | $18,008 | $(3,296) | -18% | - The **18%** decrease in revenue for the six months ended June 30, 2025, was primarily due to less CDC revenue for XpresTest and reduced XpresSpa revenue from Priority Pass and surge billing compared to 2024[141](index=141&type=chunk) Cost of Sales Comparison (Six months ended June 30, in thousands) | Item | 2025 | 2024 | Inc/(Dec) | Percentage Change | | :---------------- | :--- | :--- | :-------- | :---------------- | | Total cost of sales | $11,618 | $12,264 | $(646) | -5% | - Cost of sales decreased by **5%** for the six months ended June 30, 2025, due to lower product costs and reduced labor from XpresSpa store closures and less CDC testing surge billing[142](index=142&type=chunk) - Impairment of long-lived assets decreased by **$652 thousand** for the six months ended June 30, 2025, as no similar impairment occurred in 2025 compared to 2024[144](index=144&type=chunk) - Foreign exchange loss increased by **$857 thousand** for the six months ended June 30, 2025, primarily due to Turkish Lira fluctuations impacting lease liabilities[146](index=146&type=chunk) - A loss of **$3,443 thousand** was recognized on the issuance of Series G Preferred Stock for the six months ended June 30, 2025, as the initial fair value of the shares exceeded the net proceeds received[148](index=148&type=chunk) [Going Concern and Liquidity](index=53&type=section&id=Going%20Concern%20and%20Liquidity) - Substantial doubt exists about XWELL's ability to continue as a going concern due to recurring losses, negative operating cash flows, and insufficient liquidity to fund future operations for at least the next 12 months[150](index=150&type=chunk)[154](index=154&type=chunk) Liquidity Position (in thousands) | Item | June 30, 2025 | December 31, 2024 | | :---------------------- | :------------ | :---------------- | | Cash and cash equivalents | $5,263 | $4,550 | | Marketable securities | $2,885 | $7,247 | | Total current assets | $11,833 | $15,337 | | Total current liabilities | $9,476 | $9,224 | | Working capital surplus | $2,357 | $6,113 | - Net cash used in operating activities was **$6,564 thousand** for the six months ended June 30, 2025[152](index=152&type=chunk) - The Company is actively pursuing strategic partnerships and aims to raise additional equity or debt capital to fund operations, but there is no assurance of success[151](index=151&type=chunk)[153](index=153&type=chunk) [Critical Accounting Estimates](index=55&type=section&id=Critical%20Accounting%20Estimates) - Critical accounting estimates involve significant judgment and assumptions, particularly for long-lived assets, intangible assets, stock-based compensation, warrant liabilities, derivative liability, and deferred taxes[25](index=25&type=chunk)[157](index=157&type=chunk)[158](index=158&type=chunk) - Derivative financial instruments, including embedded derivatives in preferred stock, are recognized as liabilities at fair value and re-measured periodically, using models like Monte Carlo simulation[161](index=161&type=chunk)[162](index=162&type=chunk) - Warrants are classified as equity or liability based on ASC 480 and ASC 815 criteria, with liability-classified warrants re-measured at fair value using the Black Scholes Model[163](index=163&type=chunk) [Known Trends, Events and Uncertainties](index=57&type=section&id=Known%20Trends,%20Events%20and%20Uncertainties) - Ongoing geopolitical conflicts (Russia-Ukraine, Israel-Palestine) could adversely impact macroeconomic conditions, the global economy, and market volatility, potentially affecting XWELL's business[164](index=164&type=chunk) - The Company's ability to operate depends on a high volume of airport travelers with a propensity for health and wellness spending, which is volatile and subject to various external conditions[164](index=164&type=chunk) - Changes in U.S. policy could impact the economy, tariffs, trade relations, and regulatory environment, potentially affecting XWELL's business[164](index=164&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=59&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section states that there are no applicable quantitative and qualitative disclosures about market risk for the Company - The Company has no applicable quantitative and qualitative disclosures about market risk[166](index=166&type=chunk) [Item 4. Controls and Procedures](index=59&type=section&id=Item%204.%20Controls%20and%20Procedures) This section evaluates the Company's disclosure controls and procedures, identifying material weaknesses as of June 30, 2025, and outlining remediation plans [Evaluation of Disclosure Controls and Procedures](index=59&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) - As of June 30, 2025, management concluded that the Company's disclosure controls and procedures were not effective due to identified material weaknesses[168](index=168&type=chunk)[170](index=170&type=chunk) - Material Weaknesses Identified: * Lack of effective controls over foreign subsidiaries * Improper design, implementation, and consistent operation of controls over lease accounting (ASC 842) * Failure to design or maintain effective entity-level monitoring controls over the financial close and reporting process * Lack of effective controls over service organizations and IT vendors, specifically regarding complementary user entity controls * Ineffective design and operation of controls over the revenue process, leading to a lack of precision to prevent or detect material misstatements[169](index=169&type=chunk)[172](index=172&type=chunk) [Remediation Plan for Material Weakness in Internal Control over Financial Reporting](index=59&type=section&id=Remediation%20Plan%20for%20Material%20Weakness%20in%20Internal%20Control%20over%20Financial%20Reporting) - Management is committed to remediating material weaknesses and improving internal control over financial reporting[171](index=171&type=chunk) - Remediation Actions: * Activated multi-currency features in cloud-based accounting systems * Engaged outside service providers for valuation, accounting, and recording in key areas like leases, revenue recognition, and stock compensation * Contracted an independent consulting firm for financial statement preparation and U.S. GAAP accounting research * Engaged outside service providers to review complementary user entity controls in service organizations' reports[175](index=175&type=chunk) - There is no assurance that remediation efforts will be successful or that internal control over financial reporting will be effective as a result[174](index=174&type=chunk) PART II. OTHER INFORMATION [Item 1. Legal Proceedings](index=39&type=section&id=Item%201.%20Legal%20Proceedings) This section incorporates legal proceedings from Note 12, focusing on an ongoing arbitration for XpresSpa locations in Atlanta and other claims - The Company is involved in an arbitration proceeding concerning alleged breaches of contract for XpresSpa locations in Hartsfield-Jackson Atlanta International Airport, with a hearing scheduled for March 2026[78](index=78&type=chunk)[79](index=79&type=chunk)[80](index=80&type=chunk)[178](index=178&type=chunk) - Management believes the ultimate resolution of current legal actions will not have a material adverse effect on the Company's financial position, results of operations, or cash flows[77](index=77&type=chunk)[83](index=83&type=chunk)[84](index=84&type=chunk) [Item 1A. Risk Factors](index=39&type=section&id=Item%201A.%20Risk%20Factors) This section outlines material changes to risk factors, emphasizing the risk of Nasdaq delisting due to non-compliance, despite recent re-compliance with the minimum bid price rule - The Company recently regained compliance with Nasdaq's Minimum Bid Price Rule on August 7, 2025, after its common stock traded above **$1.00** for **16 consecutive business days**[181](index=181&type=chunk) - Failure to maintain compliance with Nasdaq listing requirements in the future could lead to delisting, negatively affecting stock price, liquidity, and the ability to raise capital[182](index=182&type=chunk)[183](index=183&type=chunk)[184](index=184&type=chunk)[185](index=185&type=chunk) - A reverse stock split, if implemented to maintain Nasdaq listing, could significantly negatively affect the common stock price[182](index=182&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=40&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section states that there were no unregistered sales of equity securities or use of proceeds to report - There were no unregistered sales of equity securities or use of proceeds to report[186](index=186&type=chunk) [Item 3. Defaults Upon Senior Securities](index=40&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This section indicates that the Company has no defaults upon senior securities to report - There were no defaults upon senior securities[187](index=187&type=chunk) [Item 4. Mine Safety Disclosures](index=40&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section states that mine safety disclosures are not applicable to the Company - Mine safety disclosures are not applicable to the Company[189](index=189&type=chunk) [Item 5. Other Information](index=40&type=section&id=Item%205.%20Other%20Information) This section indicates that there is no other information to report - There is no other information to report[190](index=190&type=chunk) [Item 6. Exhibits](index=41&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including bylaws amendments, equity plans, omnibus amendments, certifications, and XBRL documents - Key exhibits include: * First Amendment to Third Amended and Restated Bylaws of XWELL, Inc * Amendment to the XWELL, Inc. 2020 Equity Incentive Plan * Form of Omnibus Amendment, dated May 20, 2025, between XWELL, Inc. and investors * Certifications of Principal Executive Officer and Principal Financial Officer (Sarbanes-Oxley Act) * Inline XBRL Instance Document and Taxonomy Extension Documents[192](index=192&type=chunk)

[Second Quarter 2025 Results Overview](index=1&type=section&id=Second%20Quarter%202025%20Results%20Overview) XWELL, Inc. announced its second quarter ended June 30, 2025, results, highlighting its position as a leading provider of wellness solutions and its current growth trajectory [Company Introduction](index=1&type=section&id=Company%20Introduction) XWELL, Inc. reported its Q2 2025 results, affirming its position as a leading provider of wellness solutions with a clear growth trajectory - XWELL, Inc. (Nasdaq: XWEL) announced results for the second quarter ended June 30, 2025[2](index=2&type=chunk)[3](index=3&type=chunk) - The Company is a leading provider of wellness solutions for people on the go and is currently on a growth trajectory[3](index=3&type=chunk) [Operating Highlights](index=1&type=section&id=Operating%20Highlights) XWELL achieved solid Q2 operating results through strategic expansion, increased wellness access, and enhanced customer engagement - CEO Ezra Ernst noted solid momentum and measurable results from a focused, multi-pronged strategy to expand operational footprint, increase access, and deepen customer engagement[5](index=5&type=chunk) Key Financial Metrics | Metric | Q2 2025 | Change from Q2 2024 | | :-------------------------- | :------ | :------------------ | | Revenue | $7.7 million | N/A (detailed later) | | Cost of sales | N/A | Decreased ~5% | | General and administrative expenses | N/A | Decreased ~9% | - Key operational achievements include being named the official wellness spa of the Orlando Magic, XpresSpa's recognition as one of Yelp's most loved airport brands, expanded partnership with Priority Pass, and the opening of a new non-airport brick-and-mortar location in Clearwater, Florida[6](index=6&type=chunk) [Business Developments and Strategic Initiatives](index=2&type=section&id=Business%20Developments%20and%20Strategic%20Initiatives) XWELL advanced its wellness offerings and biosurveillance programs through strategic partnerships, brand expansion, and critical public health initiatives [Wellness Channels and Brand Expansion](index=2&type=section&id=Wellness%20Channels%20and%20Brand%20Expansion) XWELL expanded its wellness offerings through strategic partnerships, brand recognition, digital platform enhancements, new physical locations, and potential acquisitions - XWELL was named the Official Wellness Spa of the Orlando Magic in June 2025 through a multiyear partnership, marking a strategic push into local markets[7](index=7&type=chunk) - XpresSpa was recognized as one of Yelp's 'Most Loved Airport Brands,' ranking **10** based on traveler reviews[7](index=7&type=chunk) - The Company expanded its relationship with Priority Pass, providing members with access to an enhanced range of wellness services across U.S. and international locations[7](index=7&type=chunk) - A newly redesigned website (www.XWELL.com) was unveiled, integrating all wellness and beauty brands (XpresSpa®, Naples Wax Center®, XpresCheck®, and HyperPointe™) into a seamless digital experience[7](index=7&type=chunk) - XWELL opened an out-of-airport full-service wellness center in Clearwater, Florida, and is advancing plans for a grab-and-go destination in New York City's Penn Station[7](index=7&type=chunk) - The Company continues to pursue opportunities to potentially acquire select medical spas in high-demand cities like Orlando, Dallas, and Salt Lake City[8](index=8&type=chunk) [Biosurveillance Program](index=3&type=section&id=Biosurveillance%20Program) XWELL extended its Traveler-based Genomic Surveillance Program (TGS) with the CDC and Ginkgo Bioworks, reinforcing its biosurveillance and digital healthcare role - XWELL secured a **three-year extension** of its Traveler-based Genomic Surveillance Program (TGS) in March 2025, operated with the CDC and Ginkgo Bioworks Holdings[9](index=9&type=chunk) - The TGS program provides early detection of emerging pathogens, safeguarding national health through airport-based biosurveillance[9](index=9&type=chunk) - XpresCheck and HyperPointe serve as the operational and technological core of this strategic, science-driven wellness program[10](index=10&type=chunk) [Financial Performance and Liquidity](index=3&type=section&id=Financial%20Performance%20and%20Liquidity) XWELL's financial performance in Q2 2025 showed sequential revenue growth, a strong liquidity position, but increased operating and net losses year-over-year [Liquidity and Financial Condition](index=3&type=section&id=Liquidity%20and%20Financial%20Condition) As of June 30, 2025, XWELL maintained a strong liquidity position with substantial cash and marketable securities, healthy current assets, and no long-term debt Q2 2025 Liquidity Position (Millions USD) | Metric | Amount (Millions) | | :------------------------ | :---------------- | | Cash and cash equivalents | $5.3 | | Marketable securities | $2.9 | | Total current assets | $11.8 | | Long-term debt | $0 | [Second Quarter Financial Overview](index=3&type=section&id=Second%20Quarter%20Financial%20Overview) XWELL's Q2 2025 revenue reached **$7.7 million**, showing sequential growth but a year-over-year decline due to reduced CDC surge billing, leading to increased operating and net losses Q2 2025 Revenue by Source (Millions USD) | Revenue Source | Q2 2025 Amount (Millions) | | :------------- | :------------------------ | | Total Revenue | $7.7 | | XpresSpa | $4.9 | | XpresCheck | $2.2 | | Naples Wax Center | $0.647 | - Second quarter 2025 revenue of **$7.7 million** increased sequentially from **$7.0 million** in Q1 2025 but decreased from **$9.3 million** in Q2 2024[12](index=12&type=chunk) - The year-over-year revenue decrease was primarily due to additional CDC revenue generated during Q2 2024 from providing more services to airports than base contract amounts, resulting in increased surge billing prices[12](index=12&type=chunk) Q2 2025 vs Q2 2024 Key Financials (Millions USD) | Metric | Q2 2025 (Millions) | Q2 2024 (Millions) | Change (YoY) | | :-------------------------- | :----------------- | :----------------- | :----------- | | Total Cost of Sales | $5.9 | $6.2 | Down $0.3M | | General and Administrative Expenses | $4.3 | $4.7 | Down $0.4M | | Operating Expenses | $4.5 | $5.0 | Down $0.5M | | Operating Loss | $(2.7) | $(1.9) | Increased Loss | | Net Loss Attributable to XWELL | $(2.3) | $(2.0) | Increased Loss | [Corporate Information](index=4&type=section&id=Corporate%20Information) This section provides details on XWELL's Q2 earnings call, company overview, forward-looking statement disclaimers, and media contact information [Second Quarter Earnings Conference Call](index=4&type=section&id=Second%20Quarter%20Earnings%20Conference%20Call) XWELL hosted a webcast and conference call on August 14, 2025, to discuss its second quarter earnings, with the webcast accessible through the Investor Relations section of the Company's website - XWELL hosted a webcast and conference call at **5:00 pm Eastern Time** on August 14, 2025[13](index=13&type=chunk) - The live and archived webcast can be accessed from the Investor Relations section of the Company's website at www.XWELL.com[13](index=13&type=chunk)[15](index=15&type=chunk) [About XWELL, Inc.](index=5&type=section&id=About%20XWELL%2C%20Inc.) XWELL, Inc. is a global wellness company dedicated to providing accessible, science-proven wellness solutions across travel, retail, and clinical settings through its diverse portfolio of brands - XWELL, Inc. (Nasdaq: XWEL) is a global wellness company focused on liberating science-proven wellness for all[16](index=16&type=chunk) - The Company's brand portfolio includes XpresSpa®, Naples Wax Center®, XpresCheck®, and HyperPointe™[16](index=16&type=chunk) - XWELL delivers accessible, real-world wellness across travel, retail, and clinical settings[16](index=16&type=chunk) [Forward-Looking Statements](index=5&type=section&id=Forward-Looking%20Statements) This section serves as a cautionary statement regarding forward-looking statements within the press release, indicating that actual results may differ materially from expectations due to various risks and uncertainties, and the Company does not commit to updating these statements - The press release may contain 'forward-looking' statements subject to risks and uncertainties as defined by the Private Securities Litigation Reform Act of 1995[18](index=18&type=chunk) - Actual results may differ materially from those indicated by such forward-looking statements due to various important factors[18](index=18&type=chunk) - XWELL does not undertake any obligation to publicly update any of these forward-looking statements to reflect events or circumstances that may arise after the date hereof[18](index=18&type=chunk) [Media Contact](index=5&type=section&id=Media%20Contact) Contact information for media inquiries is provided for Heather Tidwell at MWW - Media Contact: Heather Tidwell, MWW, htidwell@mww.com[19](index=19&type=chunk)