XWELL Announces Approximately $31.3 Million Private Placement Priced At The Market Under Nasdaq Rules

Core Viewpoint - XWELL, Inc. has announced a private placement agreement expected to generate approximately $31.3 million in gross proceeds before fees and expenses [1] Group 1: Private Placement Details - The private placement involves the sale of approximately 31,333 shares of Series H Convertible Preferred Stock, convertible into 66,666,669 shares of common stock at an initial conversion price of $0.47 per share [2] - Accompanying warrants will allow the purchase of up to 66,666,669 shares of common stock at an exercise price of $0.345 per share, expiring three years from issuance [2] - The private placement is expected to close on or about February 26, 2026, pending customary closing conditions [3] Group 2: Use of Proceeds - The company plans to use net proceeds to repurchase $5,955,583.21 of certain notes from institutional investors [4] - Additionally, proceeds will be used to redeem Series G Preferred Stock and certain outstanding warrants for a total cash purchase price of $9,000,000 [4] - Remaining proceeds will be allocated for general corporate operating expenses and working capital needs [4] Group 3: Company Overview - XWELL, Inc. is a global wellness company focused on providing science-proven wellness solutions through brands like XpresSpa®, Naples Wax Center®, and XpresCheck® [8]