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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM 8-K
CURRENT
REPORT
Pursuant to Section 13 OR 15(D) of the Securities
Exchange Act Of 1934
Date of report (Date of earliest event reported):
May 15, 2024
XWELL,
Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
001-34785 |
|
20-4988129 |
(Commission File Number) |
|
(IRS Employer Identification No.) |
254 West 31st Street, 11th Floor, New York, New York |
|
10001 |
(Address of Principal Executive Offices) |
|
(Zip Code) |
(212) 750-9595
(Registrant’s Telephone Number, Including
Area Code)
(Former Name or Former Address, if Changed Since
Last Report)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
|
¨ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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|
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¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
Common Stock, par value $0.01 per share |
|
XWEL |
|
The Nasdaq Stock Market |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 2.02 Results of Operations and Financial
Condition.
On May 15, 2024, XWELL, Inc. (the “Company”)
issued a press release announcing its financial results for the quarter ended March 31, 2024, and provided a corporate update. A copy
of this press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.
In accordance with General Instruction B.2 of
Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, that is furnished pursuant to this Item 2.02 shall
not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration
statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set
forth by specific reference in such filing.
Forward-Looking Statements
The press release includes forward-looking statements,
which may be identified by words such as “believes,” “expects,” “anticipates,” “estimates,”
“projects,” “intends,” “should,” “seeks,” “future,” “continue,”
or the negative of such terms, or other comparable terminology. Forward-looking statements are statements that are not historical facts.
Such forward-looking statements are subject to risks and uncertainties, which could cause actual results to differ materially from the
forward-looking statements contained herein. The forward-looking statements in the press release constitute forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995. There are a number of important factors that could cause actual
results or events to differ materially from those indicated by such forward-looking statements, including, but not limited to, the risks
and uncertainties and other factors discussed from time to time in the Company’s filings with the Securities and Exchange Commission
(“SEC”), including the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form
8-K and proxy statements, registration statement and other documents filed by the Company from time to time with the SEC. The Company
expressly disclaims any obligation to publicly update any forward-looking statements contained herein, whether as a result of new information,
future events or otherwise, except as required by law.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
* This exhibit is furnished pursuant to Item 2.02 and shall not be
deemed to be “filed.”
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|
XWELL, Inc. |
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|
Date: May 15, 2024 |
By: |
/s/ Scott R. Milford |
|
Name: |
Scott R. Milford |
|
Title: |
President and Chief Executive Officer |
Exhibit 99.1
XWELL, Inc.
Reports First Quarter 2024 Results
NEW YORK, May 15, 2024 -- XWELL, Inc.
(Nasdaq: XWEL) ("XWELL" or the "Company"), an authority in wellness solutions for people on the go, today reported
results for the first quarter ended March 31, 2024.
Recent Highlights:
| · | XWELL delivered 2024 first quarter revenue growth
of approximately 24% from the 2023 first quarter. |
| · | The Company has reduced its cost structure, simplified
its processes, and has maintained continued momentum on its path to profitability. The following demonstrates the positive effects of
XWELL’s actions to enhance its business model: |
| ○ | Total cost of sales decreased approximately 7% from the 2023 first quarter. |
| ○ | General and administrative expenses decreased approximately 47% from the 2023 first quarter. |
| ○ | Total operating expenses decreased approximately 26% from the 2023 first quarter. |
| ○ | As a result, the Company’s 2024 first quarter operating loss decreased approximately 62% to approximately
$2.4 million from an operating loss of approximately $6.3 million in the 2023 first quarter. |
| · | During the first quarter of 2024, XWELL and Ginkgo
Bioworks expanded the CDC Traveler-based Genomic Surveillance Program to new collection locations at US international airports in Miami
(MIA) and Chicago (ORD). |
| · | During the first quarter of 2024, XWELL announced
that it had signed leases to open three additional Naples Wax Center® locations in 2024. |
| · | During the first quarter of 2024, XWELL announced
it had signed a lease agreement to open an XpresSpa location in New York City’s Penn Station. |
“We believe that XWELL’s first quarter
operating performance demonstrates accelerated progress in our efforts to drive growth cost-effectively and return to profitability,”
commented Scott Milford, XWELL’s Chief Executive Officer. “During the quarter, we expanded the scope and long-term value of
our CDC Traveler-based Genomic Surveillance Program, secured multiple new leases for our Naples Wax Center brand, and advanced plans to
open a new labor-lite model in New York City’s Penn Station.”
XWELL, Inc. Reports First Quarter 2024 Results
Page 2
Mr. Milford added, “We continue to
see opportunities for better performance and achieved year-over-year first quarter 2024 revenue growth of 24% while cutting operating
expenses by 26% and reducing our operating loss by 62%, each as compared to the first quarter of 2023. Looking ahead, we are focused on
multiple long-term strategic priorities including delivering improved results, reaching profitability, expanding our wellness portfolio
including further expansion into transportation hubs, advancing plans to open our first TreatStudios location later this year, continuing
our collaboration with global governments in biosecurity, as well as leveraging new retail products and technologies.”
Travel Wellness Portfolio - XpresSpa® and Treat™
XpresSpa is the leading airport retailers of wellness
services and related products, with 32 locations in 15 airports globally.
XWELL continues to innovate in its airport locations
bringing new technologies and trends, including new tech-forward equipment, adding new products in-store and on-line, as well as deploying
plans to refresh the look and appearance of some XpresSpa locations. These automated offerings including Novo XT massage chairs, HydroMassage
units and fully autonomous, AI-powered express manicure units, provide self-care to guests while bringing operational efficiency to the
Company’s business model.
Additionally, on May 2, 2024, the Company
announced the introduction of IV hydration drip therapy at its Miami International Airport (MIA) XpresSpa location. In collaboration with
Revitalize IV Lounge, the new service offers a fast and efficient way to deliver vitamins, minerals, and amino acids directly into the
bloodstream and is available in MIA’s North Terminal, Concourse D, Gate D-11.
New York City’s Penn Station XpresSpa
Consistent with XWELL’s strategy to extend
its footprint into transportation hubs, the Company is opening an XpresSpa location in New York City’s Penn Station. The tech-forward,
labor-lite spa will serve commuters, neighborhood locals, and tourists with wellness-focused retail, autonomous massage, and nail care
services, enabling seamless and efficient experiences for time-crunched New York City travelers. The Penn Station XpresSpa is currently
slated to open this summer.
XWELL, Inc. Reports First Quarter 2024 Results
Page 3
Out-of-Airport Wellness Portfolio - Naples Wax Center®
XWELL’s first off-airport brand, Naples
Wax Center, is a group of upscale hair removal and aesthetic services boutiques with current locations in Florida. Acquired in mid-September 2023,
Naples Wax Center provides core products and service including face and body waxing as well as a range of skincare and cosmetic products
from its current three locations.
On February 14, 2024, the Company announced
plans to open three additional Naples Wax Center locations in 2024. Two of the new Florida locations, which will extend Naples Wax Center’s
footprint in the greater Naples and Cape Coral markets, are expected to open in the second half of 2024. Additionally, a third location
is scheduled to open in the growing Tampa-Saint Peterburg metro area during the third quarter of 2024. The Company believes that the new
locations coupled with new facial services, which will be rolled out in existing stores over the summer and will be an available offering
in future locations, will strengthen the brand’s esthetic service foundation and enhance its retail and skin care offerings as a
growing one-stop esthetic and beauty authority.
The Company is intending to execute additional
Florida leases across the state. It continues to forecast approximately 10 Naples Wax Center locations by early 2025. As previously announced,
XWELL also intends to extend its reach across the Southeast and as new locations are opened, they will also incorporate the additional
aesthetic services into the Naples Wax Center model to drive new revenue and broaden their offering.
Life Sciences & Biosurveillance --
XpresCheck® and HyperPointe™
The Company XpresTest, Inc. subsidiary (“XpresCheck”),
in collaboration with the Centers for Disease Control and Prevention (“CDC”) and Ginkgo Bioworks (NYSE: DNA), currently operates
9 biosurveillance stations in 7 of the nation’s busiest airports.
On August 17, 2023, the Company announced
that the CDC renewed the traveler-based SARS-CoV-2 Genomic Surveillance program through a new one-year contract.
XWELL, Inc. Reports First Quarter 2024 Results
Page 4
On November 6, 2023, XWELL and Ginkgo Bioworks
announced they expanded their work with the CDC’s Traveler-based Genomic Surveillance program (TGS) to test for more than 30 additional
priority pathogens, in addition to SARS-CoV-2. The program expansion was launched in late October 2023 at four of the program’s
six major international airport locations, including New York, JFK, San Francisco, Boston, and Washington DC, Dulles.
On March 12, 2024, XWELL and Ginkgo Bioworks
announced that the TGS program was being expanded further to new collection locations at U.S. international airports in Miami (MIA) and
Chicago (ORD). Pursuant to the March 2024 expansion, the program funding and scope were increased to an estimated $36.7 million or
more.
TGS is a flexible, multimodal platform that consists
of four complementary approaches of sample collection from arriving international travelers at U.S. airports, including voluntary nasal
swabbing, aircraft wastewater, air monitoring and airport wastewater sampling to enhance early detection of new SARS-CoV-2 variants and
other pathogens, and fill gaps in global surveillance.
As background, in late 2021, in collaboration
with the CDC and Ginkgo Bioworks, XpresTest began conducting biosurveillance monitoring aimed at identifying existing and new SARS-CoV-2
variants. During the third quarter of 2022, XpresCheck, in partnership with Ginkgo Bioworks, were awarded a new contract in continuation
of their support to the CDC’s traveler-based SARS-CoV-2 Genomic Surveillance program. In the first quarter of 2023, in addition
to SARS-CoV-2, XpresCheck and Ginkgo Bioworks expanded their support of the program to include a pilot study monitoring influenza
viruses. This provided an additional source of viral surveillance to inform the selection of influenza vaccine viruses for the 2023-2024
flu season.
Additionally, beginning in third quarter of 2023,
the Company began reporting operating results for HyperPointe within its XpresCheck business. Beginning in June 2020, and following
its acquisition by XWELL in January 2022, HyperPointe’s management team and suite of services and technology have been utilized
to develop and deploy the technological infrastructure necessary to scale the growth of the XpresCheck business. HyperPointe’s experience
in this space continues to play a critical role in the expansion of ongoing biosurveillance efforts created in partnership with Ginkgo
Bioworks and the CDC.
XWELL, Inc. Reports First Quarter 2024 Results
Page 5
HyperPointe is a leading digital healthcare and
data analytics relationship marketing agency, servicing the global healthcare and pharmaceutical industry. HyperPointe has significant
experience in patient and healthcare professional marketing and deep technological experience with CXM (customer experience management)
and data analytics.
Liquidity and Financial Condition
As of March 31, 2024, the Company had approximately
$4.3 million of cash and cash equivalents (excluding restricted cash), approximately $14.8 million in marketable securities, total current
assets of approximately $24.5 million, and no long-term debt.
Summary First Quarter 2024 Financial Results
Total revenue for the first quarter ended March 31,
2024, was $8.7 million compared to $7.1 million for the 2023 first quarter.
Revenue for 2024 first quarter primarily consisted
of approximately $4.4 million from XpresSpa locations and Treat locations and approximately $3.6 million from XpresTest, which includes
XWELL’s bio-surveillance partnership and its HyperPointe business. Naples Wax Center, which was acquired near the end of the 2023
third quarter, accounted for approximately $0.6 million.
Total Cost of Sales
Total cost of sales was approximately $6.1 million
compared to approximately $6.5 million for the 2023 first quarter.
Salaries and Benefits; General and Administrative Expenses
Salaries and benefits and general and administrative
expenses were approximately $4.2 million in the aggregate, compared to approximately $6.1 million in the aggregate for the 2023 first
quarter.
Total Operating Expenses
Total operating expenses were approximately $5.1
million compared to approximately $6.8 million for the 2023 first quarter.
Operating Loss
The operating loss decreased to approximately
$2.4 million compared with an operating loss of approximately $6.3 million for the 2023 first quarter.
XWELL, Inc. Reports First Quarter 2024 Results
Page 6
Net Loss Attributable to XWELL
Net loss attributable to XWELL was approximately
$2.5 million compared to approximately $5.5 million for the 2023 first quarter.
About XWELL, Inc.
XWELL, Inc. (Nasdaq: XWEL) is a leading global
wellness holding company operating multiple brands: XpresSpa®, Treat™, Naples Wax Center®, XpresCheck® and HyperPointe™.
| · | XpresSpa is a leading retailer of wellness services
and related products, with 32 locations in 15 airports globally. |
| · | Naples Wax Center is a group of upscale skin
care boutiques, with three locations currently operating. |
| · | XpresCheck is a provider of screening and diagnostic
testing in partnership with the CDC and Concentric by Ginkgo, conducting biosurveillance monitoring in its airport locations to identify
new SARS-CoV-2 variants of interest and concern as well as other pathogens entering the country from across the world. |
| · | HyperPointe is a leading digital healthcare and
data analytics relationship company serving the global healthcare industry. |
XWELL, Inc. Reports First Quarter 2024 Results
Page 7
Forward-Looking Statements
This press release may contain "forward-looking"
statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933,
as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These include statements preceded by, followed by
or that otherwise include the words "believes," "expects," "anticipates," "estimates," "projects,"
"intends," "should," "seeks," "future," "continue," or the negative of such terms, or
other comparable terminology. Forward-looking statements relating to expectations about future results or events, including the Company’s
current plans and expectations relating to the business and operations and future store openings, including but not limited to, future
openings of Naples Wax Center and XpresSpa stores, are based upon information available to XWELL as of the date of this press release,
and are not guarantees of the future performance of the Company, and actual results may vary materially from the results and expectations
discussed. Additional information concerning these and other risks is contained in the Company’s Annual Report on Form 10-K,
Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, and other Securities and Exchange Commission filings.
All subsequent written and oral forward-looking statements concerning XWELL, or other matters and attributable to XWELL or any person
acting on its behalf are expressly qualified in their entirety by the cautionary statements above. 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.
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MWW
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Grafico Azioni XWELL (NASDAQ:XWEL)
Storico
Da Ago 2024 a Set 2024
Grafico Azioni XWELL (NASDAQ:XWEL)
Storico
Da Set 2023 a Set 2024