XWELL (XWEL) 10-Q 16 Aug 21 2021 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2021	Aug. 06, 2021
Document and Entity Information
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2021
Document Transition Report	false
Entity File Number	001-34785
Entity Registrant Name	XpresSpa Group, Inc.
Entity Central Index Key	0001410428
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	20-4988129
Entity Address, Address Line One	254 West 31st Street
Entity Address, Address Line Two	11th Floor
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10001
City Area Code	(212)
Local Phone Number	309-7549
Title of 12(b) Security	Common Stock
Trading Symbol	XSPA
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		105,569,045
Amendment Flag	false
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q2
Current Fiscal Year End Date	--12-31

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Current assets
Cash and cash equivalents	$ 102,497	$ 89,801
Accounts receivable, net	546
Inventory	1,329	657
Other current assets	3,209	1,321
Total current assets	107,581	91,779
Restricted cash	751	701
Property and equipment, net	4,777	4,161
Intangible assets, net	1,188	870
Operating lease right of use assets	3,053	3,034
Other assets	2,767	2,588
Total assets	120,117	103,133
Current liabilities
Accounts payable, accrued expenses and other	8,907	6,468
Current portion of operating lease liabilities	2,610	2,797
Deferred revenue	3,166	914
Current portion of promissory note, unsecured	5,653	3,298
Total current liabilities	20,336	13,477
Long-term liabilities
Promissory note, unsecured		2,355
Operating lease liabilities	6,099	6,930
Total liabilities	26,435	22,762
Commitments and contingencies (see Note 13)
Equity
Common Stock, $0.01 par value per share 150,000,000 shares authorized; 105,534,002 and 94,058,853 shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively	1,055	941
Additional paid-in capital	493,453	475,709
Accumulated deficit	(404,147)	(398,624)
Accumulated other comprehensive loss	(231)	(220)
Total equity attributable to XpresSpa Group, Inc.	90,130	77,806
Noncontrolling interests	3,552	2,565
Total equity	93,682	80,371
Total liabilities and equity	120,117	103,133
Series A Convertible Preferred Stock
Equity
Preferred stock
Series C Junior Preferred Stock
Equity
Preferred stock
Series D Convertible Preferred Stock
Equity
Preferred stock
Series F Convertible Preferred Stock
Equity
Preferred stock

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2021	Dec. 31, 2020
Common stock, par value	$ 0.01	$ 0.01
Common stock, authorized	150,000,000	150,000,000
Common stock, issued	105,534,002	94,058,853
Common stock, outstanding	105,534,002	94,058,853
Series A Convertible Preferred Stock
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, authorized	6,968	6,968
Preferred stock, issued	0	0
Series C Junior Preferred Stock
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, authorized	300,000	300,000
Preferred stock, issued	0	0
Preferred stock, outstanding	0	0
Series D Convertible Preferred Stock
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, authorized	500,000	500,000
Preferred stock, issued	0	0
Preferred stock, outstanding	0	0
Series E Convertible Preferred Stock
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, authorized	2,397,060	2,397,060
Preferred stock, issued	0	0
Preferred stock, outstanding	0	0
Series F Convertible Preferred Stock
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, authorized	9,000	9,000
Preferred stock, issued	0	0

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Revenue, net
Total revenue, net	$ 9,092	$ 143	$ 17,604	$ 7,861
Cost of sales
Labor	1,927	490	3,142	4,966
Occupancy	443	456	924	1,866
Products and other operating costs	5,331	32	7,794	1,314
Total cost of sales	7,701	978	11,860	8,146
Depreciation and amortization	946	1,186	1,690	2,451
Impairment/disposal of assets		4,092	22	4,092
General and administrative	4,646	3,371	9,154	6,604
Total operating expenses	13,293	9,627	22,726	21,293
Operating loss	(4,201)	(9,484)	(5,122)	(13,432)
Interest income (expense), net	13	(675)	25	(1,736)
Loss on revaluation of warrants and conversion options		(48,298)		(53,667)
Other non-operating income (expense), net	(551)	5	(449)	(341)
Loss from operations before income taxes	(4,739)	(58,452)	(5,546)	(69,176)
Income tax benefit (expense)	9	(19)	8	(19)
Net loss	(4,730)	(58,471)	(5,538)	(69,195)
Net loss attributable to noncontrolling interests	263	393	15	501
Net loss attributable to XpresSpa Group, Inc.	(4,467)	(58,078)	(5,523)	(68,694)
Net loss	(4,730)	(58,471)	(5,538)	(69,195)
Other comprehensive income (loss) from operations	5	15	(11)	15
Comprehensive loss	$ (4,725)	$ (58,456)	$ (5,549)	$ (69,180)
Loss per share
Basic net loss per share (in dollar per share)	$ (0.04)	$ (1.51)	$ (0.05)	$ (3.09)
Diluted net loss per share (in dollar per share)	$ (0.04)	$ (1.51)	$ (0.05)	$ (3.09)
Weighted-average number of shares outstanding during the period
Basic (in shares)	105,398,359	38,873,131	103,240,406	22,569,032
Diluted (in shares)	105,398,359	38,873,131	103,240,406	22,569,032
Managed services fees
Revenue, net
Total revenue, net	$ 8,669		$ 16,843
Services
Revenue, net
Total revenue, net	338		603	$ 6,686
Products
Revenue, net
Total revenue, net	79		144	891
Other
Revenue, net
Total revenue, net	$ 6	$ 143	$ 14	$ 284

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) - USD ($)	Preferred stockSeries E Convertible Preferred Stock [Member]	Preferred stockSeries F Convertible Preferred Stock [Member]	Common StockSeries E Convertible Preferred Stock [Member]	Common StockSeries F Convertible Preferred Stock [Member]	Common StockMay 2018 Class A Warrants	Common StockClass A Warrants	Common StockClass D Warrants	Common StockCalm Warrants	Common StockPre-Funded Warrants [Member]	Common StockB3D Note [Member]	Common Stock	Additional paid-in capitalSeries E Convertible Preferred Stock [Member]	Additional paid-in capitalSeries F Convertible Preferred Stock [Member]	Additional paid-in capitalMay 2018 Class A Warrants	Additional paid-in capitalClass A Warrants	Additional paid-in capitalClass D Warrants	Additional paid-in capitalCalm Warrants	Additional paid-in capitalPre-Funded Warrants [Member]	Additional paid-in capitalB3D Note [Member]	Additional paid-in capital	Accumulated deficit	Accumulated other comprehensive loss	Total Company equity (deficit)Series E Convertible Preferred Stock [Member]	Total Company equity (deficit)Series F Convertible Preferred Stock [Member]	Total Company equity (deficit)May 2018 Class A Warrants	Total Company equity (deficit)Class A Warrants	Total Company equity (deficit)Calm Warrants	Total Company equity (deficit)Pre-Funded Warrants [Member]	Total Company equity (deficit)B3D Note [Member]	Total Company equity (deficit)	Non-controlling interests	Series E Convertible Preferred Stock [Member]	Series F Convertible Preferred Stock [Member]	May 2018 Class A Warrants	Class A Warrants	Calm Warrants	Pre-Funded Warrants [Member]	B3D Note [Member]	Total
Balance at Dec. 31, 2019	$ 10,000										$ 52,000									$ 302,118,000	$ (308,136,000)	$ (283,000)								$ (6,239,000)	$ 3,703,000								$ (2,536,000)
Preferred Stock, Shares Outstanding, Beginning Balance at Dec. 31, 2019	977,865	8,996
Common Stock, Shares, Outstanding, Beginning Balance at Dec. 31, 2019											5,157,390
Exercise of Warrants into Common Stock					$ 26,000									$ 3,096,000											$ 3,122,000									$ 3,122,000
Exercise of Warrants into Common Stock (in shares)					2,578,455
Conversion of Stock and Notes into Common Stock				$ 9,000						$ 14,000			$ (9,000)						$ 1,321,000					$ 0					$ 1,335,000				$ 0					$ 1,335,000
Conversion of Stock and Notes into Common Stock (in shares)		(7,465)		930,326						1,430,647
Issuances of Common Stock for payment of interest on Note										$ 2,000									418,000										420,000									420,000
Issuances of Common Stock for payment of interest on Note (in shares)										236,077
Issuance of Series E Convertible Preferred Stock	$ 10,123											$ 63,000											$ 63,000									$ 63,000
Direct offerings of Common Stock and pre-funded warrants, net of costs											$ 82,000									4,176,000										4,258,000									4,258,000
Direct offerings of Common Stock and pre-funded warrants, net of costs (in shares)											8,210,239
Issuance of Common Stock for services											$ 1,000									134,000										135,000									135,000
Issuance of Common Stock for services (in shares)											58,333
Stock-based compensation																				72,000										72,000									72,000
Net loss for the period																					(10,617,000)									(10,617,000)	(108,000)								(10,725,000)
Contributions from noncontrolling interests																															117,000								117,000
Balance at Mar. 31, 2020	$ 10,000										$ 186,000									311,389,000	(318,753,000)	(283,000)								(7,451,000)	3,712,000								(3,739,000)
Preferred Stock, Shares Outstanding, Ending Balance at Mar. 31, 2020	987,988	1,531
Common Stock, Shares, Outstanding, Ending Balance at Mar. 31, 2020											18,601,467
Balance at Dec. 31, 2019	$ 10,000										$ 52,000									302,118,000	(308,136,000)	(283,000)								(6,239,000)	3,703,000								(2,536,000)
Preferred Stock, Shares Outstanding, Beginning Balance at Dec. 31, 2019	977,865	8,996
Common Stock, Shares, Outstanding, Beginning Balance at Dec. 31, 2019											5,157,390
Net loss for the period																																							(69,195,000)
Balance at Jun. 30, 2020											$ 565,000									403,005,000	(376,831,000)	(268,000)								26,471,000	3,190,000								29,661,000
Common Stock, Shares, Outstanding, Ending Balance at Jun. 30, 2020											56,473,913
Balance at Mar. 31, 2020	$ 10,000										$ 186,000									311,389,000	(318,753,000)	(283,000)								(7,451,000)	3,712,000								(3,739,000)
Preferred Stock, Shares Outstanding, Beginning Balance at Mar. 31, 2020	987,988	1,531
Common Stock, Shares, Outstanding, Beginning Balance at Mar. 31, 2020											18,601,467
Exercise of Warrants into Common Stock					$ 24,000			$ 16,000	$ 2,000					$ 5,891,000			$ 4,092,000	$ 4,000							$ 5,915,000		$ 4,108,000	$ 6,000						$ 5,915,000		$ 4,108,000	$ 6,000
Exercise of Warrants into Common Stock (in shares)					2,382,835			1,622,149	201,667
Warrant Exchange for Common Stock						$ 24,000	$ 5,000	$ 21,000							$ 6,410,000	$ (5,000)	11,734,000									$ 6,434,000	11,755,000								$ 6,434,000	11,755,000
Warrant Exchange for Common Stock (in shares)						2,385,528	527,669	2,062,126
Conversion of Stock and Notes into Common Stock	$ (10,000)		$ 5,000	$ 3,000				$ 48,000		$ 108,000		$ 5,000	$ (3,000)				$ 10,551,000		14,197,000								$ 10,599,000		14,305,000							$ 10,599,000		14,305,000
Conversion of Stock and Notes into Common Stock (in shares)	(987,988)	(1,531)	510,460	291,619				4,761,906		10,789,591
Issuances of Common Stock for payment of interest on Note										$ 1,000									$ 41,000										$ 42,000									$ 42,000
Issuances of Common Stock for payment of interest on Note (in shares)										88,508
Direct offerings of Common Stock and pre-funded warrants, net of costs											$ 122,000									38,275,000										38,397,000									38,397,000
Direct offerings of Common Stock and pre-funded warrants, net of costs (in shares)											12,235,911
Issuance of restricted stock (in shares)											12,500
Stock-based compensation																				424,000										424,000									424,000
Fractional shares retired in reverse stock split											(23)
Net loss for the period																					(58,078,000)									(58,078,000)	(393,000)								(58,471,000)
Foreign currency translation																						15,000								15,000									15,000
Distributions to noncontrolling interests																															(129,000)								(129,000)
Balance at Jun. 30, 2020											$ 565,000									403,005,000	(376,831,000)	(268,000)								26,471,000	3,190,000								29,661,000
Common Stock, Shares, Outstanding, Ending Balance at Jun. 30, 2020											56,473,913
Balance at Dec. 31, 2020											$ 941,000									475,709,000	(398,624,000)	(220,000)								77,806,000	2,565,000								$ 80,371,000
Common Stock, Shares, Outstanding, Beginning Balance at Dec. 31, 2020											94,058,853																												94,058,853
Exercise of Warrants into Common Stock											$ 112,000									16,895,000										17,007,000									$ 17,007,000
Exercise of Warrants into Common Stock (in shares)											11,223,529
Stock-based compensation																				264,000										264,000	741,000								1,005,000
Net loss for the period																					(1,056,000)									(1,056,000)	248,000								(808,000)
Foreign currency translation																						(16,000)								(16,000)									(16,000)
Contributions from noncontrolling interests																															333,000								333,000
Balance at Mar. 31, 2021											$ 1,053,000									492,868,000	(399,680,000)	(236,000)								94,005,000	3,887,000								97,892,000
Common Stock, Shares, Outstanding, Ending Balance at Mar. 31, 2021											105,282,382
Balance at Dec. 31, 2020											$ 941,000									475,709,000	(398,624,000)	(220,000)								77,806,000	2,565,000								$ 80,371,000
Common Stock, Shares, Outstanding, Beginning Balance at Dec. 31, 2020											94,058,853																												94,058,853
Net loss for the period																																							$ (5,538,000)
Balance at Jun. 30, 2021											$ 1,055,000									493,453,000	(404,147,000)	(231,000)								90,130,000	3,552,000								$ 93,682,000
Common Stock, Shares, Outstanding, Ending Balance at Jun. 30, 2021											105,534,002																												105,534,002
Balance at Mar. 31, 2021											$ 1,053,000									492,868,000	(399,680,000)	(236,000)								94,005,000	3,887,000								$ 97,892,000
Common Stock, Shares, Outstanding, Beginning Balance at Mar. 31, 2021											105,282,382
Issuance of Common Stock for services											$ 2,000									318,000										320,000									320,000
Issuance of Common Stock for services (in shares)											223,637
Issuance of restricted stock (in shares)											27,983
Stock-based compensation																				267,000										267,000	61,000								328,000
Net loss for the period																					(4,467,000)									(4,467,000)	(263,000)								(4,730,000)
Foreign currency translation																						5,000								5,000									5,000
Redemptions of certain noncontrolling interests																															(133,000)								(133,000)
Balance at Jun. 30, 2021											$ 1,055,000									$ 493,453,000	$ (404,147,000)	$ (231,000)								$ 90,130,000	$ 3,552,000								$ 93,682,000
Common Stock, Shares, Outstanding, Ending Balance at Jun. 30, 2021											105,534,002																												105,534,002

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) (Parenthetical)	Jun. 11, 2020
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)
Reverse stock split, conversion ratio	0.33

CONDENSED CONSOLIDATED STATEM_4

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Cash flows from operating activities
Net loss	$ (5,538)	$ (69,195)
Adjustments to reconcile net loss to net cash used in operating activities:
Revaluation of warrants and conversion options		53,667
Depreciation and amortization	1,690	2,451
Impairment/disposal of assets	22	4,092
Accretion of debt discount on notes		1,008
Amortization of operating lease right of use asset	627	1,074
Issuance of shares of Common Stock for payment of interest		462
Issuance of shares of Series E Preferred Stock for payment of interest		63
Loss on the extinguishment of debt		181
Issuance of shares of Common Stock for services	320	135
Amortization of debt issuance costs		137
Stock-based compensation	1,333	496
Loss on equity investment	414
Changes in assets and liabilities:
(Increase) decrease in inventory	(674)	49
Increase in accounts receivable, net	(546)
Increase in deferred revenue	2,253
Other assets, current and non-current	(2,478)	272
Other liabilities, current and non-current	(1,518)	(3,162)
Changes to accounts payable	2,281	(3,449)
Net cash used in operating activities	(1,814)	(11,719)
Cash flows from investing activities
Acquisition of property and equipment	(2,131)	(1,345)
Acquisition of software	(523)
Net cash used in investing activities	(2,654)	(1,345)
Cash flows from financing activities
Proceeds from direct offerings of Common Stock and warrants exercises, net of costs	17,007	42,661
Proceeds from borrowings under Paycheck Protection Program		5,653
Proceeds from additional borrowing from B3D		500
Proceeds from funding advance		910
Repayment of funding advance		(819)
Redemption of non-controlling interests	(133)
Contributions from noncontrolling interests	333	117
Distributions to noncontrolling interests		(129)
Net cash provided by financing activities	17,207	48,893
Effect of exchange rate changes on cash, cash equivalents and restricted cash	7	2
Increase in cash, cash equivalents and restricted cash	12,746	35,831
Cash, cash equivalents, and restricted cash at beginning of the period	90,502	2,635
Cash, cash equivalents, and restricted cash at end of the period	$ 103,248	38,466
Cash paid during the period for
Interest		183
Income taxes		8
Non-cash investing and financing transactions
Exercise and exchanges of May 2018 Class A Warrants		15,471
Conversion of Series E Preferred Stock into Common Stock		10
Conversion of Series F Preferred Stock into Common Stock		12
B3D Conversion Option
Non-cash investing and financing transactions
Conversions of Note and stock into Common Stock		15,640
Calm Notes
Non-cash investing and financing transactions
Conversions of Note and stock into Common Stock		10,599
Calm Warrants
Non-cash investing and financing transactions
Exercise and exchanges of May 2018 Class A Warrants		$ 15,863

General

General	6 Months Ended
	Jun. 30, 2021
General
General	Note 1. General Overview XpresSpa Group, Inc. (“XpresSpa Group or the “Company”) is a leading global travel health and wellness services holding company. XpresSpa Group currently has three reportable operating segments: XpresSpa™, XpresTest™, and Treat™ brand. ​ XpresSpa has been a global airport retailer of spa services through its XpresSpa™ spa locations, offering travelers premium spa services, including massage, nail and skin care, as well as spa and travel products (“XpresSpa”). ​ Through XpresSpa Group’s subsidiary, XpresTest, Inc.(“XpresTest”), the Company launched XpresCheck™ Wellness Centers, also in airports. XpresCheck offers COVID-19 and other medical diagnostic testing services to the traveling public, as well as airline, airport and concessionaire employees, and TSA and U.S. Customs and Border Protection agents. XpresTest has entered into managed services agreements (“the MSAs”) with professional medical services companies that provide health care services to patients. The medical services companies pay XpresTest a monthly fee to operate in the XpresCheck Wellness Centers. Under the terms of the MSAs, the Company provides office space, equipment, supplies, non-licensed staff, and management services in return for a management fee. ​ XpresSpa Group is developing Treat™, a travel health and wellness brand that is positioned for a post-pandemic world. The Company anticipates delivering on-demand access to integrated healthcare through technology and personalized services, while leveraging XpresSpa’s historic travel wellness experience and XpresTest’s healthcare expertise under the XpresCheck brand. The Company sees this concept evolution as an opportunity in a new niche industry where XpresSpa Group can leverage technology in addition to its existing real estate and airport experience, providing travelers with peace of mind and access to integrated care. Over the long-term, we envision that digital channels will provide growth opportunities beyond the Company’s airport locations, achieved through subscription-based services that provide care and tools supporting travel health and wellness. Furthermore, the Company anticipates offering upstream content that can be monetized through affiliate revenue as well as curated retail through ecommerce through the Company’s dedicated website, www.treatcare.com launched during the second quarter of 2021. ​ Basis of Presentation and Principles of Consolidation The unaudited interim condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information and the instructions to Article 8-03 of Regulation S-X, and should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, as amended. The condensed consolidated balance sheet as of December 31, 2020 was derived from the audited annual financial statements but does not include all information required by GAAP for annual financial statements. The financial statements include the accounts of the Company, all entities that are wholly owned by the Company, and all entities in which the Company has a controlling financial interest. All adjustments that, in the opinion of management, are necessary for a fair presentation for the periods presented have been reflected by the Company. Such adjustments are of a normal, recurring nature. The results of operations for the three and six months periods ended June 30, 2021 are not necessarily indicative of the results that may be expected for the entire fiscal year or for any other interim period. All significant intercompany balances and transactions have been eliminated in consolidation. ​ ​ Recent Developments ​ Effect of Novel Coronavirus (COVID-19) on Business In March 2020, the Company temporarily closed all global XpresSpa locations due to the categorization by local jurisdictions of the spa locations as “non-essential services.” Substantially all of the Company’s XpresSpa locations remain closed. The Company intends to reopen XpresSpa spa locations on a location-by-location basis and resume normal operations at such selected locations once restrictions are lifted and airport traffic returns to sufficient levels to support operations at a unit level. Between June 28 th st ​ Since the time of that temporary closure, the Company successfully launched its XpresCheck™ Wellness Centers, offering such testing services, as described above and below. While management has used all currently available information in assessing its business prospects, the ultimate impact of the COVID-19 pandemic and the Company’s XpresCheck™ Wellness Centers on its results of operations, financial condition and cash flows remains uncertain. The success or failure of the Company’s XpresCheck™ Wellness Centers could also have a material effect on the Company’s business. XpresCheck™ Wellness Centers Through the Company’s XpresCheck™ Wellness Centers and under the terms of the MSAs with physicians’ practices, the Company offers testing services from the Company’s 13 XpresCheck™ Wellness Centers at 11 Airports in 10 states to airline employees, contractors, concessionaire employees, TSA officers and U.S. Customs and Border Protection agents, as well as the traveling public. The Company has entered into MSAs with professional medical service entities that provide healthcare services to patients. Under the terms of the MSAs, XpresTest provides office space, equipment, supplies, non-licensed staff, and management services to be used for the purpose of COVID-19 and other medical diagnostic testing in return for a management fee. Since December 31, 2020, the Company announced the opening of the following XpresCheck™ Wellness Centers to provide diagnostic COVID-19 testing: ● On January 12, 2021, the Company opened its second XpresCheck™ Wellness Center at Boston’s Logan International Airport. It contains four separate testing rooms to provide diagnostic COVID-19 testing. ​ ● On January 20, 2021, the Company announced the opening of an XpresCheck™ Wellness Center at Salt Lake City International Airport. It contains four separate testing rooms to provide diagnostic COVID-19 testing. ​ ● On February 16, 2021, the Company announced the opening of an XpresCheck™ Wellness Center of the Company’s second XpresCheck™ testing facility at Newark Liberty International Airport. It contains four separate testing rooms to provide diagnostic COVID-19 testing. ​ ● On March 8, 2021, the Company announced the opening of an XpresCheck™ Wellness Center at Houston George Bush Intercontinental Airport. It contains four separate testing rooms to provide diagnostic COVID-19 testing. ​ ● On March 15, 2021, the Company announced the opening of XpresCheck™ Wellness Centers at Dulles International and Reagan National Airports in Virginia, containing nine and four separate testing rooms, respectively, to provide diagnostic COVID-19 testing. ​ ● On April 8, 2021, the Company announced the opening of an XpresCheck™ Wellness Center at Seattle-Tacoma International Airport. It contains eight separate testing rooms to provide diagnostic COVID-19 testing. ​ ● On April 21, 2021, the Company announced the opening of an XpresCheck™ Wellness Center at San Francisco International Airport. It contains nine separate testing rooms to provide diagnostic COVID-19 testing. ​ ​ Airport Rent Concessions The Company has received rent concessions from landlords on a majority of its leases, allowing for the relief of minimum guaranteed payments in exchange for percentage-of-revenue rent or providing relief from rent through payment deferrals. Currently, the periods of relief from these payments, which began in March 2020, range from three 28 months ​ Liquidity and Financial Condition As of June 30, 2021, the Company had cash and cash equivalents, excluding restricted cash, of $102,497, total current assets of $107,581, total current liabilities of $20,336 and positive working capital of $87,245, compared to a positive working capital of $78,302 as of December 31, 2020. During the six months ended June 30, 2021, holders of the Company’s December 2020 Investor Warrants, December 2020 Placement Agent Warrants and December 2020 Placement Agent Tail Fee Warrants exercised a total of 11,223,529 warrants for common shares. The Company received gross proceeds of approximately $19,161. In accordance with the placement agent agreements with H.C. Wainwright & Co., LLC and Palladium, the Company paid cash fees of $2,154 and issued 842,588 warrants to H.C. Wainwright & Co., LLC at an exercise price of $2.125 per share and 325,500 warrants to Palladium at an exercise price of $1.70 per share. See Note 10. Stockholders’ Equity

Significant Accounting and Repo

Significant Accounting and Reporting Policies	6 Months Ended
	Jun. 30, 2021
Significant Accounting and Reporting Policies
Significant Accounting and Reporting Policies	Note 2. Significant Accounting and Reporting Policies (a) Revenue Recognition Policy The Company recognizes revenue from the sale of XpresSpa products and services when the services are rendered at XpresSpa stores and from the sale of products at the time products are purchased at the Company’s stores or online usually by credit card, net of discounts and applicable sales taxes. Accordingly, the Company recognizes revenue for the Company’s single performance obligation related to both in-store and online sales at the point at which the service has been performed or the control of the merchandise has passed to the customer. Revenues from the XpresSpa retail and e-commerce businesses are recorded at the time goods are shipped. ​ Through its XpresCheck™ Wellness Centers and under the terms of the MSAs with a physician’s practice, the Company offers testing services to airline employees, contractors, concessionaire employees, TSA officers and U.S. Customs and Border Protection agents, as well as the traveling public. The Company has entered into MSAs with professional medical service entities that provide healthcare services to patients. Under the terms of the MSAs, XpresTest provides office space, equipment, supplies, non-licensed staff, and management services to be used for the purpose of COVID-19 and other medical diagnostic testing in return for a management fee. However, as a result of uncertainties around the cash flows of the XpresCheck™ Wellness Centers, the Company concluded in 2020 that the collectability criteria to qualify as a contract under ASC 606 was not met, and therefore, revenue associated with the monthly management fee would not be recognized until a subsequent reassessment resulted in the MSAs meeting the collectability criteria. XpresTest recognized revenue of $8,669 and $16,843 (including catch-up revenue of $3,186 for 2020) during the three and six months ended June 30, 2021, respectively, under the MSAs, pursuant to reassessments in 2021, of the MSAs executed in 2020, and assessments of MSAs executed in 2021 resulting in management’s conclusion that they met the collectability criteria. Any revenue collected not meeting the collectability criteria is recorded as deferred revenue. The Company has a franchise agreement with an unaffiliated franchisee to operate an XpresSpa location. Under the Company’s franchising model, all initial franchising fees relate to the franchise right, which is a single performance obligation that transfers over time. Upon receipt of the non-recurring, non-refundable initial franchise fee, management records a deferred revenue liability and recognizes revenue on a straight-line basis over the life of the franchise agreement. ​ The Company has also entered into collaborative agreements with marketing partners whereby it sells certain of its partners’ products in the Company’s XpresSpa spas. The Company acts as an agent for revenue recognition purposes and therefore records revenue net of the revenue share payable to the partners. Upon receipt of the non-recurring, non-refundable initial collaboration fee, management records a deferred revenue liability and recognizes revenue on a straight-line basis over the life of the collaboration agreement. ​ The Company excludes all sales taxes assessed to the Company’s customers from revenue. Sales taxes assessed on revenues are included in Accounts payable, accrued expenses and other ​ (b) Recently issued accounting pronouncements Accounting Standards Update No. 2020-06—Debt--Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40) Issued in August 2020, this update is intended to reduce the unnecessary complexity of the current guidance thus resulting in more accurate accounting for convertible instruments and consistent treatment from one entity to the next. Under current GAAP, there are five accounting models for convertible debt instruments. Except for the traditional convertible debt model that recognizes a convertible debt instrument as a single debt instrument, the other four models, with their different measurement guidance, require that a convertible debt instrument be separated (using different separation approaches) into a debt component and an equity or a derivative component. Convertible preferred stock also is required to be assessed under similar models. The Financial Accounting Standard Board (“FASB”) decided to simplify the accounting for convertible instruments by removing certain separation models currently included in other accounting guidance that were being applied to current accounting for convertible instruments. Under the amendments in this update, an embedded conversion feature no longer needs to be separated from the host contract for convertible instruments with conversion features that are not required to be accounted for as derivatives. Consequently, a convertible debt instrument will be accounted for as a single liability measured at its amortized cost and a convertible preferred stock will be accounted for as a single equity instrument measured at its historical cost, as long as no other features require bifurcation and recognition as derivatives. The FASB also decided to add additional disclosure requirements in an attempt to improve the usefulness and relevance of the information being provided. The new standard is effective for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years. The Company does not believe the adoption of this standard will have a material impact on its condensed consolidated financial statements. ASU 2021-04: Issuer's Accounting for Certain Modifications or Exchanges of Freestanding Equity Classified Written Call Options ​ In May 2021, the FASB issued ASU 2021-04, "Issuer's Accounting for Certain Modifications or Exchanges of Freestanding Equity Classified Written Call Options'" ("ASU 2021-04"), which introduces a new way for companies to account for warrants either as stock compensation or derivatives. Under the new guidance, if the modification does not change the instrument's classification as equity, the company accounts for the modification as an exchange of the original instrument for a new instrument. In general, if the fair value of the "new" instrument is greater than the fair value of the "original" instrument, the excess is recognized based on the substance of the transaction, as if the issuer has paid cash. The effective date of the standard is for interim and annual reporting periods beginning after December 15, 2021 for all entities, and early adoption is permitted. The Company is currently evaluating the impact of the new guidance and does not expect the adoption of this guidance will have a material impact on its condensed consolidated financial statements and disclosures. ​ (c) Recently adopted accounting pronouncements Accounting Standards Update No. 2020-10—Codification Improvements ​ Issued in October 2020, this release updates various codification topics by clarifying or improving disclosure requirements to align with the SEC’s regulations. The Company adopted ASU 2020-10 as of the reporting period beginning January 1, 2021. The adoption of this update did not have a material effect on the Company’s condensed consolidated financial statements. ​ Accounting Standards Update No. 2020-01, Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815)—Clarifying the Interactions between Topic 321, Topic 323, and Topic 815 Issued in January 2020, the amendments in this update affect all entities that apply the guidance in Topics 321, 323, and 815 and (1) elect to apply the measurement alternative or (2) enter into a forward contract or purchase an as option to purchase securities that, upon settlement of the forward contract or exercise of the purchased option, would be accounted for under the equity method of accounting. The Company applies the guidance included in Topic 815 to its derivative liabilities but does not intend on applying the new measurement alternative included in the update. The new standard is effective for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. Adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements. Accounting Standards Update No. 2019-12— Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes Issued in December 2019, the amendments in this update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. The amendments in this update simplify the accounting for income taxes by removing certain exceptions to guidance in Topic 740. (d) Presentation Certain balances in the 2020 consolidated financial statements have been reclassified to conform to the presentation in the 2021 condensed consolidated financial statements, primarily the classification and presentation of deferred revenue on the condensed consolidated balance sheet. ​

Potentially Dilutive Securities

Potentially Dilutive Securities	6 Months Ended
	Jun. 30, 2021
Potentially Dilutive Securities
Potentially Dilutive Securities	Note 3. Potentially Dilutive Securities The table below presents the computation of basic and diluted net loss per share of Common Stock: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended ​ Six months ended ​ ​ June 30, ​ June 30, ​ 2021 2020 2021 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic and diluted numerator: ​ ​ ​ ​ Net loss attributable to XpresSpa Group, Inc. ​ $ (4,467) ​ $ (58,078) ​ $ (5,523) ​ $ (68,694) Less: deemed dividend on warrants and preferred stock ​ — ​ (637) ​ — ​ (945) Net loss attributable to common shareholders ​ $ (4,467) ​ $ (58,715) ​ $ (5,523) ​ $ (69,639) Basic and diluted denominator: ​ ​ ​ ​ ​ ​ Basic and diluted weighted average shares outstanding ​ 105,398,359 ​ 38,873,131 ​ 103,240,406 ​ 22,569,032 Basic and diluted net loss per share ​ $ (0.04) ​ $ (1.51) ​ $ (0.05) ​ $ (3.09) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net loss per share data presented above excludes from the calculation of diluted net loss the following potentially dilutive securities, as they had an anti-dilutive impact: ​ ​ ​ ​ Both vested and unvested options to purchase an equal number of shares of Common Stock ​ 2,838,955 ​ 669,801 ​ 2,838,955 ​ 669,801 Unvested RSUs to issue an equal number of shares of Common Stock ​ 70,082 ​ 20,000 ​ 70,082 ​ 20,000 Warrants to purchase an equal number of shares of Common Stock ​ 37,988,662 ​ 8,482,380 ​ 37,988,662 ​ 8,482,380 Preferred stock on an as converted basis ​ — ​ — ​ — ​ — Convertible notes on an as converted basis ​ — ​ 1,714,286 ​ — ​ 1,714,286 Total number of potentially dilutive securities excluded from the calculation of loss per share attributable to common shareholders ​ 40,897,699 ​ 10,886,467 ​ 40,897,699 ​ 10,886,467 ​

Cash, Cash Equivalents, and Res

Cash, Cash Equivalents, and Restricted Cash	6 Months Ended
	Jun. 30, 2021
Cash, Cash Equivalents, and Restricted Cash
Cash, Cash Equivalents, and Restricted Cash	​ ​ Note 4. Cash, Cash Equivalents, and Restricted Cash ​ A reconciliation of the Company’s cash and cash equivalents in the Condensed Consolidated Balance Sheets to cash, cash equivalents and restricted cash in the Condensed Consolidated Statements of Cash Flows as of June 30, 2021 and December 31, 2020 is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2021 December 31, 2020 Cash denominated in United States dollars ​ $ 101,220 ​ $ 88,636 Cash denominated in currency other than United States dollars ​ 1,265 ​ 1,158 Restricted cash ​ ​ 751 ​ ​ 701 Other ​ 12 ​ 7 Total cash, cash equivalents and restricted cash ​ $ 103,248 ​ $ 90,502 ​ ​ The Company places its cash and temporary cash investments with credit quality institutions. At times, such cash denominated in United States dollars may be in excess of the Federal Deposit Insurance Corporation (“FDIC”) insurance limit. As of June 30, 2021 and December 31, 2020, deposits in excess of FDIC limits were $100,689 and $88,556, respectively. As of June 30, 2021 and December 31, 2020, the Company held cash balances in overseas accounts, totaling $1,265 and $1,158 respectively, which are not insured by the FDIC. If the Company were to distribute the amounts held overseas, the Company would need to follow an approval and distribution process as defined in its operating and partnership agreements, which may delay and/or reduce the availability of that cash to the Company.

Other current assets

Other current assets	6 Months Ended
	Jun. 30, 2021
Other current assets
Other current assets	Note 5. Other current assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2021 ​ December 31, 2020 Prepaid expenses ​ $ 1,432 ​ $ 1,135 Surety bond ​ ​ 1,053 ​ ​ — Other receivables ​ ​ 676 ​ ​ — Other ​ 48 ​ 186 Total other current assets ​ $ 3,209 ​ $ 1,321 ​

Accounts payable, accrued expen

Accounts payable, accrued expenses and other	6 Months Ended
	Jun. 30, 2021
Accounts payable, accrued expenses and other
Accounts payable, accrued expenses and other	Note 6. Accounts payable, accrued expenses and other ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2021 ​ December 31, 2020 Accounts payable ​ $ 4,721 ​ $ 2,440 Litigation accrual ​ ​ 2,053 ​ ​ 2,221 Accrued compensation ​ 526 ​ 287 Tax-related liabilities ​ 538 ​ 551 Gift certificates and loyalty reward program liabilities ​ 495 ​ 495 Other ​ 574 ​ 474 Total accounts payable, accrued expenses and other current liabilities ​ $ 8,907 ​ $ 6,468 ​

Intangible Assets

Intangible Assets	6 Months Ended
	Jun. 30, 2021
Intangible Assets
Intangible Assets	Note 7. Intangible Assets ​ The following table provides information regarding the Company’s intangible assets subject to amortization, which consist of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2021 ​ December 31, 2020 ​ ​ Gross ​ ​ ​ ​ Net ​ Gross ​ ​ ​ ​ Net ​ ​ Carrying ​ Accumulated ​ Carrying ​ Carrying ​ Accumulated ​ Carrying ​ Amount Amortization Amount Amount Amortization Amount Trade name ​ $ 1,339 ​ $ (1,007) ​ $ 332 ​ $ 1,339 ​ $ (899) ​ $ 440 Software ​ 1,216 ​ (360) ​ 856 ​ 694 ​ (264) ​ 430 Total intangible assets ​ $ 2,555 ​ $ (1,367) ​ $ 1,188 ​ $ 2,033 ​ $ (1,163) ​ $ 870 ​ The Company’s trade name relates to the value of the XpresSpa™ and trade names, and software relates to certain capitalized third-party costs related to a new point-of-sale system and website. The Company’s intangible assets are amortized over their expected useful lives. The Company recorded amortization expense of $106 and $569 during the three months ended June 30, 2021 and 2020, respectively, and $205 and $1,139 during the six months ended June 30, 2021 and 2020, respectively. Based on the intangible assets balance as of June 30, 2021, the estimated amortization expense for the remainder of the calendar year and each of the succeeding calendar years is as follows: ​ ​ ​ ​ ​ Calendar Years ending December 31, Amount Remaining 2021 ​ ​ 273 2022 ​ 574 2023 ​ 242 2024 ​ 99 Total ​ $ 1,188 ​

Leases

Leases	6 Months Ended
	Jun. 30, 2021
Leases
Leases	​ Note 8. Leases The Company leases its retail and diagnostic testing locations at various domestic and international airports. Additionally, the Company leases its corporate office in New York City. Certain leases entered into by the Company fall under ASU No. 2016-02, Leases All qualifying leases held by the Company are classified as operating leases. Operating lease right of use assets represent the Company’s right to use an underlying asset for the lease term and operating lease liabilities represent its obligation to make lease payments arising from the lease. Operating lease right of use assets and operating lease liabilities are recognized as of the commencement date based on the present value of lease payments over the lease term. The Company records its operating lease right of use assets and operating lease liabilities based on required guaranteed payments under each lease agreement. The Company uses its incremental borrowing rate as of the commencement date of the lease, which approximates the rate at which the Company can borrow funds on a secured basis, in determining the present value of the guaranteed lease payments. The Company reviews all of its existing lease agreements on a quarterly basis to determine whether there were any modifications to existing lease agreements and to assess if any leases should be accounted for pursuant to the guidance in ASC 842. The Company recalculates the right of use asset and lease liability based on the modified lease terms and adjusts both balances accordingly. The Company has received rent concessions from landlords on a majority of its leases, allowing for the relief of minimum guaranteed payments in exchange for percentage-of-revenue rent or providing relief from rent through payment deferrals. Currently, the periods of relief from these payments, which began in March 2020, range from three ​ The Financial Accounting Standards Board (“FASB”) issued a Q&A in March 2020 that focused on the application of lease guidance in ASC 842 for lease concessions related to the effects of COVID-19. The FASB staff has said that entities can elect to not evaluate whether concessions granted by lessors related to COVID-19 are lease modifications. Entities that make this election can then apply the lease modification guidance in ASC 842 or account for the concession as if it were contemplated as part of the existing contract. XpresSpa has elected to not treat the concessions as lease modifications and will instead account for the lease concessions as if they were contemplated as part of the existing leases. When a lessor grants a concession that contractually releases a lessee from certain lease payments or defers lease payments, a lessee may account for the concession as a negative variable lease payment and recognize negative variable lease expense in the period when the rent concession becomes accruable. The Company has recorded negative variable lease expense and adjusted lease liabilities at the point in which the rent concession has become accruable. Supplemental cash flow information related to leases for the six months ended June 30, 2021 and 2020 were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six months ended June 30, ​ 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: ​ ​ ​ ​ ​ ​ Operating cash flows from operating leases ​ $ (2,149) ​ $ (993) Leased assets obtained in exchange for new and modified operating lease liabilities ​ $ (656) ​ $ 422 Leased assets surrendered in exchange for termination of operating lease liabilities ​ $ 9 ​ $ — ​ As of June 30, 2021, operating leases contain the following future minimum commitments: ​ ​ ​ ​ Calendar Years ending December 31, Amount Remaining 2021 ​ $ 1,773 2022 ​ 3,027 2023 ​ 2,149 2024 ​ 1,507 2025 ​ 849 Thereafter ​ 1,443 Total future lease payments ​ 10,748 Less: interest expense at incremental borrowing rate ​ (2,039) Net present value of lease liabilities ​ $ 8,709 ​ Other assumptions and pertinent information related to the Company’s accounting for operating leases are: ​ ​ ​ ​ ​ ​ Weighted average remaining lease term: ​ ​ 4.2 years Weighted average discount rate used to determine present value of operating lease liability: ​ 10.26 % ​ Cash paid for minimum annual rental obligations during the three and six months ended June 30, 2021 was $64 and $214, respectively. Cash paid for minimum annual rental obligations during the three and six months ended June 30, 2020 was $196 and $796, respectively. Variable lease payments that are calculated monthly as a percentage of product and services revenue, were $114 and $8 for the three months ended June 30, 2021 and 2020, respectively, and $211 and $423 for the six months ended June 30, 2021 and 2020, respectively.

Debt

Debt	6 Months Ended
	Jun. 30, 2021
Debt
Debt	Note 9. Debt Total Debt as of June 30, 2021 and December 31, 2020 is comprised of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2021 December 31, 2020 Promissory note, unsecured ​ $ 5,653 ​ $ 5,653 Total debt ​ $ 5,653 ​ $ 5,653 ​ Paycheck Protection Program On May 1, 2020, the Company entered into a U.S. Small Business Administration (“SBA”) Paycheck Protection Program (“the PPP”) promissory note in the principal amount of $5,653 payable to Bank of America, NA (“Bank of America”) evidencing a PPP loan (the “PPP Loan”). The PPP Loan bears interest at a rate of 1% per annum. No six

Stockholders' Equity

Stockholders' Equity	6 Months Ended
	Jun. 30, 2021
Stockholders' Equity
Stockholders' Equity	Note 10. Stockholders’ Equity Warrants The following table represents the activity related to the Company’s warrants during the six months ended June 30, 2021. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Exercise ​ ​ No. of Warrants ​ price range December 31, 2020 ​ 48,044,381 ​ $ 0.525 – 300.00 Granted ​ 1,168,088 ​ $ 1.70 - 2.125 Exercised ​ (11,223,529) ​ $ 1.70 - 2.125 Expired ​ (278) ​ $ 300.00 June 30, 2021 ​ 37,988,662 ​ $ 0.525 - 6.566 ​ During the six months ended June 30 2021, holders of the Company’s December 2020 Investor Warrants, December 2020 Placement Agent Warrants and December 2020 Placement Agent Tail Fee Warrants exercised warrants for a total of 11,223,529 common shares. The Company received gross proceeds of approximately $19,161. In accordance with the placement agent agreements with H.C. Wainwright & Co., LLC and Palladium, the Company paid cash fees of $2,154 and issued 842,588 warrants to H.C. Wainwright & Co., LLC at an exercise price of $2.125 per share and 325,500 warrants to Palladium at an exercise price of $1.70 per share. Stock-based Compensation In September 2020, the Board of Directors approved a new stock-based compensation plan available to grant stock options, restricted stock and RSU’s to the Company’s directors, employees and consultants. Under the 2020 Equity Incentive Plan (the “2020 Plan”), a maximum of 5,000,000 shares of Common Stock may be issued, subject to receiving shareholder approval which was subsequently obtained on October 28, 2020. The 2012 Plan was terminated upon receipt of shareholder approval of the 2020 Plan. ​ Awards granted under the 2012 Plan remain in effect pursuant to their terms. Generally, stock options are granted with exercise prices equal to the fair market value on the date of grant, vest in four equal quarterly installments, and expire 10 years one year In September 2020, XpresTest created a stock-based compensation plan available to grant stock options, restricted stock and RSU’s to the XpresTest’s directors, employees and consultants. Under the XpresTest 2020 Equity Incentive Plan (the “XpresTest Plan”), a maximum of 200 shares of XpresTest common stock may be awarded, which would represent 20% of the total number of shares of common stock of XpresTest as of June 30, 2021. Certain named executive officers, consultants, and directors of the Company are eligible to participate in the XpresTest Plan. The XpresTest Plan RSAs vest upon satisfaction of certain service and performance-based conditions. The fair value of the XpresTest Plan RSAs is determined based on the weighted average of (i) Fair Value of XpresTest under the Indirect Valuation Method developing assumptions for XpresSpa Net Market Cap and XpresSpa standalone Fair Value, and (ii) Direct Valuation Method developing assumptions for XpresTest Representative Forecasted Revenue for 2021 and Peer companies Revenue’s Multiples. As of June 30, 2021, there is $37 of unrecognized stock-based compensation related to the XpresTest Plan. During May 2021, the company repurchased seven common shares, exercised pursuant to the XpresTest Plan, for the grantees to defray their tax liabilities related to the XpresTest Plan RSAs award. ​ The fair value of stock options is estimated as of the date of grant using the Black-Scholes-Merton (“Black-Scholes”) option-pricing model. The Company uses the simplified method to estimate the expected term of options due to insufficient history and high turnover in the past. ​ The following variables were used as inputs in the model: ​ ​ ​ ​ ​ ​ Share price of the Company’s Common Stock on the grant date: ​ $ 1.26 - 5.01 ​ Exercise price: ​ $ 1.26 - 5.01 ​ Expected volatility: ​ 123 % Expected dividend yield: ​ 0 % Annual average risk-free rate: ​ 0.37 % Expected term: ​ 5.38 years ​ Total stock-based compensation for the three months ended June 30, 2021 and 2020 is $328 and $424, respectively, and for the six months ended June 30, 2021 and 2020 is $1,333 and $496, respectively. The total fair value of RSUs and XpresTest Plan RSAs vested during the six months ended June 30, 2021 and 2020 were $852 and $496, respectively. ​ Total following table sets forth the Company’s Equity Incentive activities for the six months ended June 30, 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ RSUs ​ XpresTest RSAs ​ Stock options ​ ​ Weighted ​ Weighted ​ Weighted ​ ​ ​ ​ ​ ​ average ​ ​ ​ average ​ ​ ​ average ​ Exercise ​ ​ No. of ​ grant date ​ No. of ​ grant date ​ No. of ​ exercise ​ price ​ ​ RSUs ​ fair value ​ RSAs ​ fair value ​ options ​ price ​ range Outstanding as of December 31, 2020 ​ — ​ $ — ​ 28.75 ​ $ 11,390.35 ​ 1,353,888 ​ $ 3.82 ​ $ 1.53 - 2,460.00 Granted ​ 140,167 ​ ​ 1.19 ​ 120.00 ​ ​ 5,227.20 ​ 1,668,297 ​ ​ 1.56 ​ ​ 1.19 - 1.61 Exercised/Vested ​ (70,085) ​ ​ 1.19 ​ (133.75) ​ ​ 6,019.10 ​ — ​ ​ — ​ ​ ​ Forfeited ​ — ​ ​ — ​ — ​ ​ — ​ (183,230) ​ ​ 1.61 ​ ​ ​ Outstanding as of June 30, 2021 ​ 70,082 ​ $ 1.19 ​ 15.00 ​ $ 9,978.78 ​ 2,838,955 ​ $ 2.63 ​ $ 1.19 - 2,460.00 Exercisable as of June 30, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 785,577 ​ $ 4.78 ​ $ 1.19 - 2,460.00 ​

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2021
Fair Value Measurements
Fair Value Measurements	Note 11. Fair Value Measurements Fair value measurements are determined based on assumptions that a market participant would use in pricing an asset or a liability. A three-tiered hierarchy distinguishes between market participant assumptions based on (i) observable inputs such as quoted prices in active markets (Level 1), (ii) inputs other than quoted prices in active markets that are observable either directly or indirectly (Level 2) and (iii) unobservable inputs that require the Company to use present value and other valuation techniques in the determination of fair value (Level 3). The following table presents the placement in the fair value hierarchy measured at fair value on a recurring basis as of June 30, 2021 and December 31, 2020: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair value measurement at reporting date using ​ ​ ​ Quoted prices in ​ ​ ​ ​ ​ ​ ​ ​ ​ active markets ​ Significant other ​ Significant ​ ​ ​ ​ ​ for identical ​ observable ​ unobservable ​ ​ Balance ​ assets (Level 1) ​ inputs (Level 2) ​ inputs (Level 3) As of June 30, 2021: ​ ​ ​ ​ Recurring fair value measurements ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Equity securities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Route1, Inc. ​ $ 1,354 ​ $ — ​ $ 1,354 ​ $ — Total equity securities ​ ​ 1,354 ​ ​ — ​ ​ 1,354 ​ ​ — Total recurring fair value measurements ​ $ 1,354 ​ $ — ​ $ 1,354 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2020 ​ ​ ​ ​ Recurring fair value measurements ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Equity securities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ 1,768 ​ $ — ​ $ 1,768 ​ $ — Total equity securities ​ ​ 1,768 ​ ​ — ​ ​ 1,768 ​ ​ — Total recurring fair value measurements ​ $ 1,768 ​ $ — ​ $ 1,768 ​ $ — ​ Equity securities pertain to common shares in Route1, Inc. obtained in the 2018 sale of Group Mobile to Route 1, Inc. On March 22, 2021, the Company executed a cashless exercise of warrants to purchase 3,000,000 common shares of Route 1, Inc. In exchange, the Company received 1,355,443 common shares of Route 1, Inc., bringing the total number of shares owned to 3,855,443. For the three and six months ended June 30, 2021, the Company recorded an unrealized loss of $513 and $414, respectively, in connection with the remeasurement of the common shares of Route 1, Inc. In addition to the above, the Company’s financial instruments as of June 30, 2021 and December 31, 2020 consisted of cash and cash equivalents, receivables, accounts payable and debt. The carrying amounts of all the aforementioned financial instruments approximate fair value because of the short-term maturities of these instruments.

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2021
Income Taxes.
Income Taxes	Note 12. Income Taxes The Company’s provision for income taxes consists of federal, state, local, and foreign taxes in amounts necessary to align the Company’s year-to-date provision for income taxes with the effective tax rate that the Company expects to achieve for the full year. Each quarter, the Company updates its estimate of the annual effective tax rate and records cumulative adjustments as deemed necessary. The income tax provision for the six months ended June 30, 2021 reflect an estimated global annual effective tax rate of approximately (0.14)% from continuing operations. Discontinued operations for the six months ended June 30, 2021 reflected an annual effective tax rate of 0%. As of June 30, 2021, deferred tax assets generated from the Company’s U.S. activities were offset by a valuation allowance because realization depends on generating future taxable income, which, in the Company’s estimation, is not more likely than not to be generated before such net operating loss carryforwards expire. Net operating loss carryforwards generated after December 31, 2017 do not expire. The Company expects its effective tax rate for its current fiscal year to be significantly lower than the statutory rate as a result of a full valuation allowance; therefore, any loss before income taxes does not generate a corresponding income tax benefit. Income tax expense for the six months ended June 30, 2021 was $8 which was attributed to state taxing jurisdictions in which a measure of income is utilized to determine a tax liability. The final annual tax rate cannot be determined until the end of the fiscal year; therefore, the actual tax rate could differ from current estimates. Although the Company has an immaterial amount of uncertain tax positions, the Company does not expect to record any additional material provisions for unrecognized tax benefits within the next year. ​

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2021
Commitments and Contingencies
Commitments and Contingencies	Note 13. Commitments and Contingencies Litigation and legal proceedings Certain of the Company’s outstanding legal matters include speculative claims for substantial or indeterminate amounts of damages. The Company regularly evaluates developments in its legal matters that could affect the amount of any potential liability and makes adjustments as appropriate. Significant judgment is required to determine both the likelihood of there being any potential liability and the estimated amount of a loss related to the Company’s legal matters. With respect to the Company’s outstanding legal matters, based on its current knowledge, the Company’s management believes that the amount or range of a potential loss will not, either individually or in the aggregate, have a material adverse effect on its business, consolidated financial position, results of operations or cash flows. However, the outcome of such legal matters is inherently unpredictable and subject to significant uncertainties. The Company evaluated the outstanding legal matters and assessed the probability and likelihood of the occurrence of liability. Based on management’s estimates, the Company has recorded accruals of $2,053 and $2,221 as of June 30, 2021 and December 31, 2020, respectively, which is included in Accounts payable, accrued expenses and other current liabilities The Company expenses legal fees in the period in which they are incurred. Cordial Effective October 2014, XpresSpa terminated its former Airport Concession Disadvantaged Business Enterprise (“ACDBE”) partner, Cordial Endeavor Concessions of Atlanta, LLC (“Cordial”), in several store locations at Hartsfield-Jackson Atlanta International Airport. Cordial filed a series of complaints with the City of Atlanta, both before and after the termination, in which Cordial alleged, among other things, that the termination was not valid and that XpresSpa unlawfully retaliated against Cordial when Cordial raised concerns about the joint venture. In response to the numerous complaints it received from Cordial, the City of Atlanta required the parties to engage in two mediations. After the termination of the relationship with Cordial, XpresSpa sought to substitute two new ACDBE partners in place of Cordial. In April 2015, Cordial filed a complaint with the United States Federal Aviation Administration (“FAA”), which oversees the City of Atlanta with regard to airport ACDBE programs, and, in December 2015, the FAA instructed that the City of Atlanta review XpresSpa’s request to substitute new partners in lieu of Cordial and Cordial’s claims of retaliation. In response to the FAA instruction, pursuant to a corrective action plan approved by the FAA, the City of Atlanta held a hearing in February 2016 and ruled in favor of XpresSpa on such substitution and claims of retaliation. Cordial submitted a further complaint to the FAA claiming that the City of Atlanta was biased against Cordial and that the City of Atlanta’s decision was wrong. In August 2016, the parties met with the FAA. On October 4, 2016, the FAA sent a letter to the City of Atlanta directing that the City of Atlanta retract previous findings on Cordial’s allegations and engage an independent third party to investigate issues previously decided by Atlanta. The FAA also directed that the City of Atlanta determine monies potentially due to Cordial. On January 3, 2017, XpresSpa filed a lawsuit in the Supreme Court of the State of New York, County of New York, against Cordial and several related parties. The lawsuit alleges breach of contract, unjust enrichment, breach of fiduciary duty, fraudulent inducement, fraudulent concealment, tortious interference, and breach of good faith and fair dealing. XpresSpa is seeking damages, declaratory judgment, and rescission/termination of certain agreements, disgorgement of revenue, fees and costs, and various other relief. On February 21, 2017, the defendants filed a motion to dismiss. On March 3, 2017, XpresSpa filed a first amended complaint against the defendants. On April 5, 2017, Cordial filed a motion to dismiss. On September 12, 2017, the Court held a hearing on the motion to dismiss. On November 2, 2017, the Court granted the motion to dismiss which was entered on November 13, 2017. On December 22, 2017, XpresSpa filed a notice of appeal, and on September 24, 2018, XpresSpa perfected its appellate rights and submitted a brief to the Supreme Court of New York, First Department appellate court. Oral argument on the appeal went forward on March 20, 2019. On March 30, 2018, Cordial filed a lawsuit against XpresSpa Group, a subsidiary of XpresSpa Group, and several additional parties in the Superior Court of Fulton County, Georgia, alleging the violation of Cordial’s civil rights, tortious interference, breach of fiduciary duty, civil conspiracy, conversion, retaliation, and unjust enrichment. Cordial threated to seek punitive damages, attorneys’ fees and litigation expenses, accounting, indemnification, and declaratory judgment as to the status of the membership interests of XpresSpa and Cordial in the joint venture and Cordial’s right to profit distributions and management fees from the joint venture. On May 4, 2018, the defendants moved the lawsuit to the United States District Court for the Northern District of Georgia. On August 9, 2018, the Court granted an additional extension of time for the defendants’ response until September 7, 2018, and thereafter provided another extension pending the Court’s consideration of XpresSpa’s Motion to Stay all action in the Georgia lawsuit, pending resolution of the New York lawsuit and the FAA action. On October 29, 2018, XpresSpa’s Motion to Stay was denied. Prior to resolution of the Motion to Stay, Cordial filed a Motion for Temporary Restraining Order (“TRO Motion”), seeking to enjoin the defendants and specifically XpresSpa, from, among other things, distributing any cash flow, net profits, or management fees, or otherwise expending resources beyond necessary operating expenses. XpresSpa filed an opposition and, in a decision entered December 26, 2018, the Court denied Cordial’s TRO Motion entirely. Defendants filed a Motion to Dismiss the Complaint in its entirety on November 20, 2018. A Director’s Determination was issued by the FAA in connection with the Part 16 Complaint (“Part 16 Proceeding”) filed by Cordial against the City of Atlanta (“City”) in 2017 (“Director’s Determination”). The Company and Cordial were not parties to the FAA action, and had no opportunity to present evidence or otherwise be heard in such action. The Director’s Determination concluded that the City was not in compliance with certain Federal obligations concerning the federal government’s ACDBE program, including relating to the City’s oversight of the Joint Venture Operating Agreement between the Company and Cordial, Cordial’s termination, and Cordial’s retaliation and harassment claims, and the City was ordered to achieve compliance in accordance with the Director’s Determination. The Director’s Determination does not constitute a Final Agency Decision and it is not subject to judicial review, pursuant to 14 CFR § 16.247(b)(2). Because the Company is not a party to the Part 16 Proceeding, the Company would not be considered “a party adversely affected by the Director’s Determination” with a right of appeal to the FAA Assistant Administrator for Civil Rights. On August 7, 2019, the Company filed a response, advising the U.S. District Court that: (i) the Company is not party to the FAA proceeding and therefore had no opportunity to present evidence or otherwise be heard in such action; (ii) as non-party, the Company is not bound by the Director’s Determination; and (iii) the FAA cannot dictate the interpretation or enforceability of the contract between Cordial and the Company, which is the subject of the U.S. District Court action initiated by Cordial and the New York State Court action initiated by the Company. On August 16, 2019, the Court entered an Order granting, in part, the Company’s Motion to Dismiss. The Court dismissed all federal claims alleged in the Complaint against all Defendants, declined to exercise supplemental jurisdiction pursuant to 28 U.S.C. § 1367(c) over the remaining state law claims alleged in the Complaint, and remanded the case to the Superior Court of Fulton County. Plaintiffs filed an appeal of the federal court’s decision to the Eleventh Circuit Court of Appeals, and the case was docketed on October 15, 2019. In response to the numerous complaints it received from Cordial, the City of Atlanta required the parties to engage in mediation. On November 22, 2019, a Mutual Release and Settlement Agreement (the "Settlement Agreement") and a Confidential Payment Agreement (the "Payment Agreement") have been executed by the applicable parties. Pursuant to the terms of the settlement, all pending litigation was dismissed. Also, pursuant to the Settlement Agreement terms, the City agreed to approve new five-year in Accounts payable, accrued expenses and other current liabilities. ​ In re Chen et al. In March 2015, four former XpresSpa employees who worked at XpresSpa locations in John F. Kennedy International Airport and LaGuardia Airport filed a putative class and collective action wage-hour litigation in the United States District Court, Eastern District of New York. In re Chen et al. On August 21, 2019, the Court issued an Order denying the parties’ motion for preliminary approval of the revised settlement, as the Court still had concerns about several of the settlement terms. At the December 6, 2019 status conference with the Court, the Court reiterated its denial of preliminary approval of the proposed settlement agreement. The Court instructed a notice of pendency to be disseminated to putative collective members. Notice was sent out in early February 2020 and approximately 415 individuals have joined the case. On June 6, 2020, the Company participated in a status conference with the Court, and the parties discussed the possibility of entering into a new settlement agreement that addresses the Court’s concerns. On or about August 5, 2020, the parties entered into settlement agreements and sought a preliminary approval order from the Court. On March 30, 2021, the Court issued an Order conditionally granting the motion for preliminary approval subject to resolution of certain issues pertaining to administration of the settlement. On April 6, 2021, Plaintiffs’ counsel wrote to the Court regarding their proposed resolution on such issues and the Court ultimately granted preliminary approval on May 25, 2021. Notice of the settlement was sent out to the class members on June 22, 2021 and a fairness hearing with the Court is scheduled for September 23, 2021. Kainz v. FORM Holdings Corp. et al. On March 20, 2019, a second suit was commenced in the United States District Court for the Southern District of New York against FORM, seven of its directors and former directors, as well as a managing director of Mistral Equity Partners (“Mistral”). The individual plaintiff, a shareholder of XpresSpa Holdings, LLC at the time of the merger with FORM in December 2016, alleges that the defendants violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 by making false statements concerning, inter alia, Section 12(2) of the Securities Act of 1933, breached the merger agreement by making false and misleading statements concerning the merger and fraudulently induced the plaintiff into signing the joinder agreement related to the merger. On May 8, 2019, the Company and its directors and the managing director of Mistral filed a motion to dismiss the complaint. On June 5, 2019, plaintiffs opposed the motion and filed a cross-motion for a partial stay. Defendants’ motion to dismiss was fully briefed as of June 19, 2019. On November 13, 2019, the matter was dismissed in its entirety. On December 12, 2019, plaintiff filed a motion for reconsideration to vacate the order and judgment, dismissing the action, and for leave to amend the complaint. The motion was fully briefed as of February 6, 2020. On April 1, 2020, the Court denied plaintiff’s motion in full. On April 10, 2020, plaintiff filed a notice of appeal to the United States Court of Appeals for the Second Circuit. On June 1, 2020 plaintiff filed his appellate brief. On June 16, 2020, the Second Circuit entered the parties’ non-dispositive stipulation, dismissing certain defendant-appellees, including the Company. On July 6, 2020, the remaining defendants filed their opposition brief. On July 27, 2020, the plaintiff filed their reply brief. On July 28, 2020, the Second Circuit marked plaintiff’s reply brief as defective because it was filed a week late. Subsequently, plaintiff has moved to request permission to file a late reply brief. On January 11, 2021, the judgment of the Court was affirmed by the Second Circuit court. Route1 On or about May 23, 2018, Route1 Inc., Route1 Security Corporation (together, “Route1”) and Group Mobile Int’l, LLC (“Group Mobile”) commenced a legal proceeding against the Company in the Ontario Superior Court of Justice. Route1 and Group Mobile sought damages of $567,000 in relation to alleged breaches of a Membership Purchase Agreement entered into between Route1 and the Company on or about March 7, 2018, pursuant to which Route1 acquired the Company’s 100% membership interest in Group Mobile. The Company counterclaimed against the Plaintiffs for amounts owed to the Company in relation to the sale of Excluded Inventory (as defined in the Membership Purchase Agreement) and sought damages thereon. The Company delivered a draft amended counterclaim to the Plaintiffs on or around November 2019 seeking, among other things, damages. The Company sought Plaintiffs’ consent to amend its counterclaim. Examinations for discovery were scheduled to take place in Toronto, Canada in June 2020. The action settled at mediation on or about September 17, 2020. The parties agreed to dismiss the claim and the counterclaim, subject to XpresSpa’s right to commence an application to seek rectification of certain shares and warrants that were issued in connection with the Membership Purchase Agreement. On September 21, 2020, the Ontario Superior Court of Justice entered an Order dismissing, without costs, the action and counterclaim. XpresSpa was granted the Order seeking the rectification of the shares and warrant and that matter was completed in March 2021. ​ Rodger Jenkins and Gregory Jones v. XpresSpa Group, Inc. In March 2019, Rodger Jenkins and Gregory Jones filed a lawsuit against the Company in the United States District Court for the Southern District of New York. The lawsuit alleges breach of contract of the stock purchase agreement related to the Company’s acquisition of Excalibur Integrated Systems, Inc. and seeks specific performance, compensatory damages and other fees, expenses, and costs. When this action was first commenced, the plaintiffs had demanded cash or stock in the sum of $750. On or about January 3, 2020, the court granted the plaintiffs’ motion to amend their pleading to increase their total demand to $1,500. On December 11, 2020, the court issued its decision and order on the parties’ respective motions for summary judgment in which the court: (a) awarded plaintiffs damages in the sum of $750, plus prejudgment interest; (b) granted that portion of the Company’s motion dismissing Jenkins’s claim for $600 based on his having executed a written waiver of his right to receive that sum; and (c) denied both sides’ motions with respect to Jones’s claim to recover $150 and directed Jones’s claim to be tried. The court had stated that the trial on the remaining portion of Jones’s claim will occur in May 2021. The court held a trial on the remaining portion of Jones’s claim for the “second $750” on May 17-18, 2021. Following the trial, the court dismissed that portion of Jones’s claim. On May 28, 2021, the court entered judgment against the Company based on its ruling in plaintiffs’ favor as to the “first $750.” The total amount of the judgment, with prejudgment interest, is $948. The rate of post-judgment interest is 0.04 % (i.e. 4/10 of 1%). On June 24, 2021, the Company filed a notice of appeal of the judgment and posted the necessary bond. The Company remains confident in the Company’s defenses to the remaining portion of Jones’s claim. The Company further believes that the Company has meritorious arguments with respect to the claims already decided against the Company, and, accordingly, the Company plans to appeal all unfavorable rulings following the trial of Jones’s remaining claim. Kyle Collins v. Spa Products Import & Distribution Co., LLC et al ​ This is a combined class action and California Private Attorney’s General Act (“PAGA”) action. Plaintiff seeks to recover wages, penalties and PAGA penalties for claims for (1) failure to provide meal periods, (2) failure to provide rest breaks, (3) failure to pay overtime, (4) inaccurate wage statements, (5) waiting time penalties, and (6) PAGA penalties of $0.1 per employee per pay period per violation. There are approximately 240 current and former employees in the litigation class. The parties agreed to mediation on May 26, 2020, however, due to COVID-19 the parties subsequently stayed all proceedings. The mediation session occurred on March 18, 2021, and the parties reached a settlement in principle. The parties are currently in the process of preparing/finalizing settlement papers for filing with the court. ​ Mary Anne Bowen v. XpresSpa Miami Airport, LLC ​ On September 7, 2018, Plaintiff Mary Anne Bowen (“Plaintiff”) filed a Complaint in the Eleventh Judicial Circuit Court in and for Miami-Dade County, Florida, asserting two causes of action: (I) Respondent Superior to hold XpresSpa accountable for the actions of its employee; and (II) Negligent Hiring, Retention, and Supervision of an employee. On December 21, 2018, the Company filed a Motion to Dismiss Plaintiff’s Complaint in its entirety, arguing that XpresSpa cannot be held liable for the acts of an employee who was acting outside the scope of his employment (Count I) and that Plaintiff did not sufficiently plead XpresSpa had notice of the employee’s unfitness (Count II). The Motion to Dismiss was granted. However, Plaintiff filed an Amended Complaint which the Company answered. On June 30, 2021 the parties participated in a mediation session and an agreement was reached on the terms of a settlement. Settlement papers were signed on July 1, 2021 and a stipulation of dismissal was filed with the Court on July 26, 2021. Accordingly, this case is now closed. ​ In addition to those matters specifically set forth herein, the Company and its subsidiaries are involved in various other claims and legal actions that arise in the ordinary course of business. The Company does not believe that the ultimate resolution of these actions will have a material adverse effect on the Company’s financial position, results of operations, liquidity, or capital resources. However, a significant increase in the number of these claims, or one or more successful claims under which the Company incurs greater liabilities than the Company currently anticipates, could materially adversely affect the Company’s business, financial condition, results of operations and cash flows. In the event that an action is brought against the Company or one of its subsidiaries, the Company will investigate the allegation and vigorously defend itself. Leases XpresSpa is contingently liable to a surety company under certain general indemnity agreements required by various airports relating to its lease agreements. XpresSpa agrees to indemnify the surety for any payments made on contracts of suretyship, guaranty, or indemnity. The Company believes that all contingent liabilities will be satisfied by its performance under the specified lease agreements.

Segment Information

Segment Information	6 Months Ended
	Jun. 30, 2021
Segment Information
Segment Information	Note 14. Segment Information The Company analyzes the results of the Company’s business through the Company’s XpresSpa segment provides travelers premium spa services, including massage, nail and skin care, as well as spa and travel products. The XpresTest segment provides diagnostic COVID-19 tests at XpresCheck™ Wellness Centers in airports, to airport employees and to the traveling public. The segment provides access to integrated care which can seamlessly fit into a post-pandemic world and designed to deliver on-demand access to integrated healthcare through technology and personalized services, positioned for a traveler to access health care, records and real-time information all in one place, as well as book appointments in the Company’s on-site wellness centers as they open . The chief operating decision maker evaluates the operating results and performance of the Company’s segments through operating income. Expenses that can be specifically identified with a segment have been included as deductions in determining operating income. Any remaining expenses and other charges are included in Corporate and Other. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the three months ended ​ ​ June 30, ​ 2021 2020 Revenue ​ ​ XpresSpa TM ​ $ 423 ​ $ 1 XpresTest TM ​ ​ 8,669 ​ ​ — Treat TM ​ ​ — ​ ​ — Corporate and other ​ — ​ 142 Total revenue ​ $ 9,092 ​ $ 143 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss ​ ​ XpresSpa TM ​ $ (1,666) ​ $ (7,688) XpresTest TM ​ ​ 121 ​ ​ — Treat TM ​ ​ (1,526) ​ ​ — Corporate and other ​ (1,130) ​ (1,796) Total operating loss ​ $ (4,201) ​ $ (9,484) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the six months ended ​ ​ June 30, ​ 2021 2020 Revenue ​ ​ XpresSpa TM ​ $ 757 ​ $ 7,589 XpresTest TM ​ ​ 16,847 ​ ​ — Treat TM ​ ​ — ​ ​ — Corporate and other ​ — ​ 272 Total revenue ​ $ 17,604 ​ $ 7,861 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating (loss) income ​ ​ XpresSpa TM ​ $ (3,233) ​ $ (10,404) XpresTest TM ​ ​ 2,582 ​ ​ — Treat TM ​ ​ (1,810) ​ ​ — Corporate and other ​ (2,661) ​ (3,028) Total operating loss ​ $ (5,122) ​ $ (13,432) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ June 30, ​ ​ 2021 2020 Assets ​ ​ XpresSpa TM ​ $ 9,435 ​ $ 14,235 XpresTest TM ​ 11,866 ​ — Treat TM ​ ​ 1,611 ​ ​ — Corporate and other ​ 97,205 ​ 43,927 Total assets ​ $ 120,117 ​ $ 58,162 ​

Significant Accounting and Re_2

Significant Accounting and Reporting Policies (Policies)	6 Months Ended
	Jun. 30, 2021
Significant Accounting and Reporting Policies
Revenue Recognition Policy	(a) Revenue Recognition Policy The Company recognizes revenue from the sale of XpresSpa products and services when the services are rendered at XpresSpa stores and from the sale of products at the time products are purchased at the Company’s stores or online usually by credit card, net of discounts and applicable sales taxes. Accordingly, the Company recognizes revenue for the Company’s single performance obligation related to both in-store and online sales at the point at which the service has been performed or the control of the merchandise has passed to the customer. Revenues from the XpresSpa retail and e-commerce businesses are recorded at the time goods are shipped. ​ Through its XpresCheck™ Wellness Centers and under the terms of the MSAs with a physician’s practice, the Company offers testing services to airline employees, contractors, concessionaire employees, TSA officers and U.S. Customs and Border Protection agents, as well as the traveling public. The Company has entered into MSAs with professional medical service entities that provide healthcare services to patients. Under the terms of the MSAs, XpresTest provides office space, equipment, supplies, non-licensed staff, and management services to be used for the purpose of COVID-19 and other medical diagnostic testing in return for a management fee. However, as a result of uncertainties around the cash flows of the XpresCheck™ Wellness Centers, the Company concluded in 2020 that the collectability criteria to qualify as a contract under ASC 606 was not met, and therefore, revenue associated with the monthly management fee would not be recognized until a subsequent reassessment resulted in the MSAs meeting the collectability criteria. XpresTest recognized revenue of $8,669 and $16,843 (including catch-up revenue of $3,186 for 2020) during the three and six months ended June 30, 2021, respectively, under the MSAs, pursuant to reassessments in 2021, of the MSAs executed in 2020, and assessments of MSAs executed in 2021 resulting in management’s conclusion that they met the collectability criteria. Any revenue collected not meeting the collectability criteria is recorded as deferred revenue. The Company has a franchise agreement with an unaffiliated franchisee to operate an XpresSpa location. Under the Company’s franchising model, all initial franchising fees relate to the franchise right, which is a single performance obligation that transfers over time. Upon receipt of the non-recurring, non-refundable initial franchise fee, management records a deferred revenue liability and recognizes revenue on a straight-line basis over the life of the franchise agreement. ​ The Company has also entered into collaborative agreements with marketing partners whereby it sells certain of its partners’ products in the Company’s XpresSpa spas. The Company acts as an agent for revenue recognition purposes and therefore records revenue net of the revenue share payable to the partners. Upon receipt of the non-recurring, non-refundable initial collaboration fee, management records a deferred revenue liability and recognizes revenue on a straight-line basis over the life of the collaboration agreement. ​ The Company excludes all sales taxes assessed to the Company’s customers from revenue. Sales taxes assessed on revenues are included in Accounts payable, accrued expenses and other
Recently issued accounting pronouncements	(b) Recently issued accounting pronouncements Accounting Standards Update No. 2020-06—Debt--Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40) Issued in August 2020, this update is intended to reduce the unnecessary complexity of the current guidance thus resulting in more accurate accounting for convertible instruments and consistent treatment from one entity to the next. Under current GAAP, there are five accounting models for convertible debt instruments. Except for the traditional convertible debt model that recognizes a convertible debt instrument as a single debt instrument, the other four models, with their different measurement guidance, require that a convertible debt instrument be separated (using different separation approaches) into a debt component and an equity or a derivative component. Convertible preferred stock also is required to be assessed under similar models. The Financial Accounting Standard Board (“FASB”) decided to simplify the accounting for convertible instruments by removing certain separation models currently included in other accounting guidance that were being applied to current accounting for convertible instruments. Under the amendments in this update, an embedded conversion feature no longer needs to be separated from the host contract for convertible instruments with conversion features that are not required to be accounted for as derivatives. Consequently, a convertible debt instrument will be accounted for as a single liability measured at its amortized cost and a convertible preferred stock will be accounted for as a single equity instrument measured at its historical cost, as long as no other features require bifurcation and recognition as derivatives. The FASB also decided to add additional disclosure requirements in an attempt to improve the usefulness and relevance of the information being provided. The new standard is effective for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years. The Company does not believe the adoption of this standard will have a material impact on its condensed consolidated financial statements. ASU 2021-04: Issuer's Accounting for Certain Modifications or Exchanges of Freestanding Equity Classified Written Call Options ​ In May 2021, the FASB issued ASU 2021-04, "Issuer's Accounting for Certain Modifications or Exchanges of Freestanding Equity Classified Written Call Options'" ("ASU 2021-04"), which introduces a new way for companies to account for warrants either as stock compensation or derivatives. Under the new guidance, if the modification does not change the instrument's classification as equity, the company accounts for the modification as an exchange of the original instrument for a new instrument. In general, if the fair value of the "new" instrument is greater than the fair value of the "original" instrument, the excess is recognized based on the substance of the transaction, as if the issuer has paid cash. The effective date of the standard is for interim and annual reporting periods beginning after December 15, 2021 for all entities, and early adoption is permitted. The Company is currently evaluating the impact of the new guidance and does not expect the adoption of this guidance will have a material impact on its condensed consolidated financial statements and disclosures. ​
Recently adopted accounting pronouncements	(c) Recently adopted accounting pronouncements Accounting Standards Update No. 2020-10—Codification Improvements ​ Issued in October 2020, this release updates various codification topics by clarifying or improving disclosure requirements to align with the SEC’s regulations. The Company adopted ASU 2020-10 as of the reporting period beginning January 1, 2021. The adoption of this update did not have a material effect on the Company’s condensed consolidated financial statements. ​ Accounting Standards Update No. 2020-01, Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815)—Clarifying the Interactions between Topic 321, Topic 323, and Topic 815 Issued in January 2020, the amendments in this update affect all entities that apply the guidance in Topics 321, 323, and 815 and (1) elect to apply the measurement alternative or (2) enter into a forward contract or purchase an as option to purchase securities that, upon settlement of the forward contract or exercise of the purchased option, would be accounted for under the equity method of accounting. The Company applies the guidance included in Topic 815 to its derivative liabilities but does not intend on applying the new measurement alternative included in the update. The new standard is effective for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. Adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements. Accounting Standards Update No. 2019-12— Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes Issued in December 2019, the amendments in this update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. The amendments in this update simplify the accounting for income taxes by removing certain exceptions to guidance in Topic 740.
Presentation	(d) Presentation Certain balances in the 2020 consolidated financial statements have been reclassified to conform to the presentation in the 2021 condensed consolidated financial statements, primarily the classification and presentation of deferred revenue on the condensed consolidated balance sheet.

Potentially Dilutive Securiti_2

Potentially Dilutive Securities (Tables)	6 Months Ended
	Jun. 30, 2021
Potentially Dilutive Securities
Schedule of computation of basic and diluted net losses per common share	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended ​ Six months ended ​ ​ June 30, ​ June 30, ​ 2021 2020 2021 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic and diluted numerator: ​ ​ ​ ​ Net loss attributable to XpresSpa Group, Inc. ​ $ (4,467) ​ $ (58,078) ​ $ (5,523) ​ $ (68,694) Less: deemed dividend on warrants and preferred stock ​ — ​ (637) ​ — ​ (945) Net loss attributable to common shareholders ​ $ (4,467) ​ $ (58,715) ​ $ (5,523) ​ $ (69,639) Basic and diluted denominator: ​ ​ ​ ​ ​ ​ Basic and diluted weighted average shares outstanding ​ 105,398,359 ​ 38,873,131 ​ 103,240,406 ​ 22,569,032 Basic and diluted net loss per share ​ $ (0.04) ​ $ (1.51) ​ $ (0.05) ​ $ (3.09) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net loss per share data presented above excludes from the calculation of diluted net loss the following potentially dilutive securities, as they had an anti-dilutive impact: ​ ​ ​ ​ Both vested and unvested options to purchase an equal number of shares of Common Stock ​ 2,838,955 ​ 669,801 ​ 2,838,955 ​ 669,801 Unvested RSUs to issue an equal number of shares of Common Stock ​ 70,082 ​ 20,000 ​ 70,082 ​ 20,000 Warrants to purchase an equal number of shares of Common Stock ​ 37,988,662 ​ 8,482,380 ​ 37,988,662 ​ 8,482,380 Preferred stock on an as converted basis ​ — ​ — ​ — ​ — Convertible notes on an as converted basis ​ — ​ 1,714,286 ​ — ​ 1,714,286 Total number of potentially dilutive securities excluded from the calculation of loss per share attributable to common shareholders ​ 40,897,699 ​ 10,886,467 ​ 40,897,699 ​ 10,886,467

Cash, Cash Equivalents, and R_2

Cash, Cash Equivalents, and Restricted Cash (Tables)	6 Months Ended
	Jun. 30, 2021
Cash, Cash Equivalents, and Restricted Cash
Schedule of cash, cash equivalents, and restricted cash	​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2021 December 31, 2020 Cash denominated in United States dollars ​ $ 101,220 ​ $ 88,636 Cash denominated in currency other than United States dollars ​ 1,265 ​ 1,158 Restricted cash ​ ​ 751 ​ ​ 701 Other ​ 12 ​ 7 Total cash, cash equivalents and restricted cash ​ $ 103,248 ​ $ 90,502

Other current assets (Tables)

Other current assets (Tables)	6 Months Ended
	Jun. 30, 2021
Other current assets
Schedule of other current assets	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2021 ​ December 31, 2020 Prepaid expenses ​ $ 1,432 ​ $ 1,135 Surety bond ​ ​ 1,053 ​ ​ — Other receivables ​ ​ 676 ​ ​ — Other ​ 48 ​ 186 Total other current assets ​ $ 3,209 ​ $ 1,321

Accounts payable, accrued exp_2

Accounts payable, accrued expenses and other (Tables)	6 Months Ended
	Jun. 30, 2021
Accounts payable, accrued expenses and other
Schedule of accounts payable, accrued expenses and other	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2021 ​ December 31, 2020 Accounts payable ​ $ 4,721 ​ $ 2,440 Litigation accrual ​ ​ 2,053 ​ ​ 2,221 Accrued compensation ​ 526 ​ 287 Tax-related liabilities ​ 538 ​ 551 Gift certificates and loyalty reward program liabilities ​ 495 ​ 495 Other ​ 574 ​ 474 Total accounts payable, accrued expenses and other current liabilities ​ $ 8,907 ​ $ 6,468

Intangible Assets (Tables)

Intangible Assets (Tables)	6 Months Ended
	Jun. 30, 2021
Intangible Assets
Schedule of company's intangible assets	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2021 ​ December 31, 2020 ​ ​ Gross ​ ​ ​ ​ Net ​ Gross ​ ​ ​ ​ Net ​ ​ Carrying ​ Accumulated ​ Carrying ​ Carrying ​ Accumulated ​ Carrying ​ Amount Amortization Amount Amount Amortization Amount Trade name ​ $ 1,339 ​ $ (1,007) ​ $ 332 ​ $ 1,339 ​ $ (899) ​ $ 440 Software ​ 1,216 ​ (360) ​ 856 ​ 694 ​ (264) ​ 430 Total intangible assets ​ $ 2,555 ​ $ (1,367) ​ $ 1,188 ​ $ 2,033 ​ $ (1,163) ​ $ 870
Schedule of estimated amortization expense	​ ​ ​ ​ ​ Calendar Years ending December 31, Amount Remaining 2021 ​ ​ 273 2022 ​ 574 2023 ​ 242 2024 ​ 99 Total ​ $ 1,188

Leases (Tables)

Leases (Tables)	6 Months Ended
	Jun. 30, 2021
Leases
Schedule of supplemental cash flow information related to leases	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six months ended June 30, ​ 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: ​ ​ ​ ​ ​ ​ Operating cash flows from operating leases ​ $ (2,149) ​ $ (993) Leased assets obtained in exchange for new and modified operating lease liabilities ​ $ (656) ​ $ 422 Leased assets surrendered in exchange for termination of operating lease liabilities ​ $ 9 ​ $ —
Schedule of future minimum commitments	As of June 30, 2021, operating leases contain the following future minimum commitments: ​ ​ ​ ​ Calendar Years ending December 31, Amount Remaining 2021 ​ $ 1,773 2022 ​ 3,027 2023 ​ 2,149 2024 ​ 1,507 2025 ​ 849 Thereafter ​ 1,443 Total future lease payments ​ 10,748 Less: interest expense at incremental borrowing rate ​ (2,039) Net present value of lease liabilities ​ $ 8,709
Schedule of other assumptions and pertinent information	​ ​ ​ ​ ​ ​ Weighted average remaining lease term: ​ ​ 4.2 years Weighted average discount rate used to determine present value of operating lease liability: ​ 10.26 %

Debt (Tables)

Debt (Tables)	6 Months Ended
	Jun. 30, 2021
Debt
Schedule of total debt	​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2021 December 31, 2020 Promissory note, unsecured ​ $ 5,653 ​ $ 5,653 Total debt ​ $ 5,653 ​ $ 5,653

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	6 Months Ended
	Jun. 30, 2021
Stockholders' Equity
Schedule of information about all warrant activity	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Exercise ​ ​ No. of Warrants ​ price range December 31, 2020 ​ 48,044,381 ​ $ 0.525 – 300.00 Granted ​ 1,168,088 ​ $ 1.70 - 2.125 Exercised ​ (11,223,529) ​ $ 1.70 - 2.125 Expired ​ (278) ​ $ 300.00 June 30, 2021 ​ 37,988,662 ​ $ 0.525 - 6.566
Schedule of fair value of stock options estimated	​ ​ ​ ​ ​ ​ Share price of the Company’s Common Stock on the grant date: ​ $ 1.26 - 5.01 ​ Exercise price: ​ $ 1.26 - 5.01 ​ Expected volatility: ​ 123 % Expected dividend yield: ​ 0 % Annual average risk-free rate: ​ 0.37 % Expected term: ​ 5.38 years
Stock options and restricted stock units activity	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ RSUs ​ XpresTest RSAs ​ Stock options ​ ​ Weighted ​ Weighted ​ Weighted ​ ​ ​ ​ ​ ​ average ​ ​ ​ average ​ ​ ​ average ​ Exercise ​ ​ No. of ​ grant date ​ No. of ​ grant date ​ No. of ​ exercise ​ price ​ ​ RSUs ​ fair value ​ RSAs ​ fair value ​ options ​ price ​ range Outstanding as of December 31, 2020 ​ — ​ $ — ​ 28.75 ​ $ 11,390.35 ​ 1,353,888 ​ $ 3.82 ​ $ 1.53 - 2,460.00 Granted ​ 140,167 ​ ​ 1.19 ​ 120.00 ​ ​ 5,227.20 ​ 1,668,297 ​ ​ 1.56 ​ ​ 1.19 - 1.61 Exercised/Vested ​ (70,085) ​ ​ 1.19 ​ (133.75) ​ ​ 6,019.10 ​ — ​ ​ — ​ ​ ​ Forfeited ​ — ​ ​ — ​ — ​ ​ — ​ (183,230) ​ ​ 1.61 ​ ​ ​ Outstanding as of June 30, 2021 ​ 70,082 ​ $ 1.19 ​ 15.00 ​ $ 9,978.78 ​ 2,838,955 ​ $ 2.63 ​ $ 1.19 - 2,460.00 Exercisable as of June 30, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 785,577 ​ $ 4.78 ​ $ 1.19 - 2,460.00

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2021
Fair Value Measurements
Schedule of derivative liabilities measured at fair value on a recurring basis	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair value measurement at reporting date using ​ ​ ​ Quoted prices in ​ ​ ​ ​ ​ ​ ​ ​ ​ active markets ​ Significant other ​ Significant ​ ​ ​ ​ ​ for identical ​ observable ​ unobservable ​ ​ Balance ​ assets (Level 1) ​ inputs (Level 2) ​ inputs (Level 3) As of June 30, 2021: ​ ​ ​ ​ Recurring fair value measurements ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Equity securities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Route1, Inc. ​ $ 1,354 ​ $ — ​ $ 1,354 ​ $ — Total equity securities ​ ​ 1,354 ​ ​ — ​ ​ 1,354 ​ ​ — Total recurring fair value measurements ​ $ 1,354 ​ $ — ​ $ 1,354 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2020 ​ ​ ​ ​ Recurring fair value measurements ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Equity securities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ 1,768 ​ $ — ​ $ 1,768 ​ $ — Total equity securities ​ ​ 1,768 ​ ​ — ​ ​ 1,768 ​ ​ — Total recurring fair value measurements ​ $ 1,768 ​ $ — ​ $ 1,768 ​ $ —

Segment Information (Tables)

Segment Information (Tables)	6 Months Ended
	Jun. 30, 2021
Segment Information
Schedule of segment reporting information, by segment	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the three months ended ​ ​ June 30, ​ 2021 2020 Revenue ​ ​ XpresSpa TM ​ $ 423 ​ $ 1 XpresTest TM ​ ​ 8,669 ​ ​ — Treat TM ​ ​ — ​ ​ — Corporate and other ​ — ​ 142 Total revenue ​ $ 9,092 ​ $ 143 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss ​ ​ XpresSpa TM ​ $ (1,666) ​ $ (7,688) XpresTest TM ​ ​ 121 ​ ​ — Treat TM ​ ​ (1,526) ​ ​ — Corporate and other ​ (1,130) ​ (1,796) Total operating loss ​ $ (4,201) ​ $ (9,484) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the six months ended ​ ​ June 30, ​ 2021 2020 Revenue ​ ​ XpresSpa TM ​ $ 757 ​ $ 7,589 XpresTest TM ​ ​ 16,847 ​ ​ — Treat TM ​ ​ — ​ ​ — Corporate and other ​ — ​ 272 Total revenue ​ $ 17,604 ​ $ 7,861 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating (loss) income ​ ​ XpresSpa TM ​ $ (3,233) ​ $ (10,404) XpresTest TM ​ ​ 2,582 ​ ​ — Treat TM ​ ​ (1,810) ​ ​ — Corporate and other ​ (2,661) ​ (3,028) Total operating loss ​ $ (5,122) ​ $ (13,432) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ June 30, ​ ​ 2021 2020 Assets ​ ​ XpresSpa TM ​ $ 9,435 ​ $ 14,235 XpresTest TM ​ 11,866 ​ — Treat TM ​ ​ 1,611 ​ ​ — Corporate and other ​ 97,205 ​ 43,927 Total assets ​ $ 120,117 ​ $ 58,162

General (Details)

General (Details) $ / shares in Units, $ in Thousands	Apr. 21, 2021item	Apr. 08, 2021item	Mar. 15, 2021item	Mar. 08, 2021item	Feb. 16, 2021item	Jan. 20, 2021item	Jan. 12, 2021item	Jun. 30, 2021USD ($)itemlocation$ / sharesshares	Jun. 30, 2020USD ($)	Jun. 30, 2021USD ($)itemlocationsegment$ / sharesshares	Jun. 30, 2020USD ($)	Jun. 30, 2021USD ($)itemlocation$ / sharesshares	Dec. 31, 2020USD ($)
Number of operating segments | segment										3
Number of airports								11		11		11
Number of airport locations | location								10		10		10
Lease concessions | $								$ 511	$ 693	$ 983	$ 768	$ 3,015
Cash and cash equivalents | $								102,497		102,497		102,497	$ 89,801
Total current assets | $								107,581		107,581		107,581	91,779
Total current liabilities | $								20,336		20,336		20,336	13,477
Working capital | $								$ 87,245		$ 87,245		$ 87,245	$ 78,302
Number of Wellness Centers								13		13		13
Bostons Logan International Airport [Member]
Number of separate testing rooms							4
Salt Lake City International Airport [Member]
Number of separate testing rooms						4
Newark Liberty International Airport [Member]
Number of separate testing rooms					4
Houston George Bush Intercontinental Airport [Member]
Number of separate testing rooms				4
Dulles International Airport [Member]
Number of separate testing rooms			9
Reagan National Airports [Member]
Number of separate testing rooms			4
Seattle-Tacoma International Airport [Member]
Number of separate testing rooms		8
San Francisco International Airport [Member]
Number of separate testing rooms	9
Minimum
Rent concession period										3 months
Maximum
Rent concession period										28 months
Placement Agent Agreement
Cash fees paid | $										$ 2,154
December 2020 Warrants
Total of warrants exercised | shares										11,223,529
Gross proceeds | $										$ 19,161
H.C.W. Warrants
Warrants issued | shares								842,588		842,588		842,588
Cash fees paid | $										$ 2,154
Warrant exercise price | $ / shares								$ 2.125		$ 2.125		$ 2.125
H.C.W. Warrants | Placement Agent Agreement
Warrants issued | shares								842,588		842,588		842,588
Warrant exercise price | $ / shares								$ 2.125		$ 2.125		$ 2.125
Palladium Warrants
Warrants issued | shares								325,500		325,500		325,500
Warrant exercise price | $ / shares								$ 1.70		$ 1.70		$ 1.70
Palladium Warrants | Placement Agent Agreement
Warrants issued | shares								325,500		325,500		325,500
Warrant exercise price | $ / shares								$ 1.70		$ 1.70		$ 1.70

Significant Accounting and Re_3

Significant Accounting and Reporting Policies (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended	12 Months Ended
	Jun. 30, 2021	Jun. 30, 2021	Dec. 31, 2020
XpresTest | MSAs
Recognized revenue	$ 8,669	$ 16,843	$ 3,186

Potentially Dilutive Securiti_3

Potentially Dilutive Securities (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Earnings Per Share Disclosure
Net loss attributable to XpresSpa Group, Inc.	$ (4,467)	$ (58,078)	$ (5,523)	$ (68,694)
Less: deemed dividend on warrants and preferred stock		(637)		(945)
Net loss attributable to common shareholders	$ (4,467)	$ (58,715)	$ (5,523)	$ (69,639)
Basic (in shares)	105,398,359	38,873,131	103,240,406	22,569,032
Diluted (in shares)	105,398,359	38,873,131	103,240,406	22,569,032
Basic net loss per share (in dollar per share)	$ (0.04)	$ (1.51)	$ (0.05)	$ (3.09)
Diluted net loss per share (in dollar per share)	$ (0.04)	$ (1.51)	$ (0.05)	$ (3.09)
Net loss per share data presented above excludes from the calculation of diluted net loss the following potentially dilutive securities, as they had an anti-dilutive impact:
Total number of potentially dilutive securities excluded from the calculation of loss per share attributable to common shareholders	40,897,699	10,886,467	40,897,699	10,886,467
Vested and unvested options to purchase an equal number of shares of Common Stock
Net loss per share data presented above excludes from the calculation of diluted net loss the following potentially dilutive securities, as they had an anti-dilutive impact:
Total number of potentially dilutive securities excluded from the calculation of loss per share attributable to common shareholders	2,838,955	669,801	2,838,955	669,801
Unvested Restricted Stock Units ("RSU")
Net loss per share data presented above excludes from the calculation of diluted net loss the following potentially dilutive securities, as they had an anti-dilutive impact:
Total number of potentially dilutive securities excluded from the calculation of loss per share attributable to common shareholders	70,082	20,000	70,082	20,000
Warrants
Net loss per share data presented above excludes from the calculation of diluted net loss the following potentially dilutive securities, as they had an anti-dilutive impact:
Total number of potentially dilutive securities excluded from the calculation of loss per share attributable to common shareholders	37,988,662	8,482,380	37,988,662	8,482,380
Convertible notes
Net loss per share data presented above excludes from the calculation of diluted net loss the following potentially dilutive securities, as they had an anti-dilutive impact:
Total number of potentially dilutive securities excluded from the calculation of loss per share attributable to common shareholders		1,714,286		1,714,286

Cash, Cash Equivalents, and R_3

Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020	Jun. 30, 2020	Dec. 31, 2019
Cash, Cash Equivalents, and Restricted Cash
Cash denominated in United States dollars	$ 101,220	$ 88,636
Cash denominated in currency other than United States dollars	1,265	1,158
Restricted cash	751	701
Other	12	7
Total cash, cash equivalents and restricted cash	$ 103,248	$ 90,502	$ 38,466	$ 2,635

Cash, Cash Equivalents, and R_4

Cash, Cash Equivalents, and Restricted Cash (Additional Information) (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Cash, Cash Equivalents, and Restricted Cash
Deposits in excess of FDIC limits	$ 100,689	$ 88,556
Amount of cash in overseas accounts	$ 1,265	$ 1,158

Other current assets - Schedule

Other current assets - Schedule of other current assets (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Other current assets
Prepaid expenses	$ 1,432	$ 1,135
Surety bond	1,053
Other receivables	676
Other	48	186
Total other current assets	$ 3,209	$ 1,321

Accounts payable, accrued exp_3

Accounts payable, accrued expenses and other - Accounts payable, accrued expenses and other (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Accounts payable, accrued expenses and other
Accounts payable	$ 4,721	$ 2,440
Litigation accrual	2,053	2,221
Accrued compensation	526	287
Tax-related liabilities	538	551
Gift certificates and loyalty reward program liabilities	495	495
Other	574	474
Total accounts payable, accrued expenses and other current liabilities	$ 8,907	$ 6,468

Intangible Assets - Schedule of

Intangible Assets - Schedule of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 2,555	$ 2,033
Accumulated Amortization	(1,367)	(1,163)
Net Carrying Amount	1,188	870
Trade name
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	1,339	1,339
Accumulated Amortization	(1,007)	(899)
Net Carrying Amount	332	440
Software
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	1,216	694
Accumulated Amortization	(360)	(264)
Net Carrying Amount	$ 856	$ 430

Intangible Assets - Schedule _2

Intangible Assets - Schedule of Finite-Lived Intangible Assets, Amortization Expense (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract]
Remaining 2021	$ 273
2022	574
2023	242
2024	99
Total	$ 1,188	$ 870

Intangible Assets - Additional

Intangible Assets - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Intangible Assets
Amortization expense	$ 106	$ 569	$ 205	$ 1,139

Leases - Narratives (Details)

Leases - Narratives (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		15 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021
Lease concessions	$ 511	$ 693	$ 983	$ 768	$ 3,015
Variable lease payments	114	8	211	423
Cash paid for minimum annual rental obligations	$ 64	$ 196	$ 214	$ 796
Minimum
Rent concession period			3 months
Maximum
Rent concession period			28 months

Leases - Supplemental Cash Flow

Leases - Supplemental Cash Flow Information Related to Leases (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Leases
Operating cash flows from operating leases	$ (2,149)	$ (993)
Leased assets obtained in exchange for new and modified operating lease liabilities	(656)	$ 422
Leased assets surrendered in exchange for termination of operating lease liabilities	$ 9

Leases - Future Minimum Commitm

Leases - Future Minimum Commitments (Details) $ in Thousands	Jun. 30, 2021USD ($)
Leases
Remaining 2021	$ 1,773
2022	3,027
2023	2,149
2024	1,507
2025	849
Thereafter	1,443
Total future lease payments	10,748
Less: interest expense at incremental borrowing rate	(2,039)
Net present value of lease liabilities	$ 8,709

Leases - Other Assumptions and

Leases - Other Assumptions and Pertinent Information (Details)	Jun. 30, 2021
Leases
Weighted average remaining lease term (years):	4 years 2 months 12 days
Weighted average discount rate used to determine present value of operating lease liability:	10.26%

Debt (Details)

Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Total debt	$ 5,653	$ 5,653
Promissory note, unsecured
Debt Instrument [Line Items]
Total debt	$ 5,653	$ 5,653

Debt - Paycheck Protection Prog

Debt - Paycheck Protection Program (Details) - Paycheck Protection Program - USD ($)	May 02, 2020	Jun. 30, 2020	May 01, 2020
Debt Instrument [Line Items]
Debt instrument, face amount			$ 5,653,000
Interest rate (as a percent)			1.00%
Deferral period	6 months
Accrued interest payments		$ 66,000
Payments on PPP Loan	$ 0

Stockholders' Equity - Schedule

Stockholders' Equity - Schedule of Changes in Warrants Activity (Details) - Warrants	6 Months Ended
	Jun. 30, 2021$ / sharesshares
Warrants [Line Items]
Outstanding, Opening Balance | shares	48,044,381
Granted | shares	1,168,088
Exercised | shares	(11,223,529)
Expired | shares	(278)
Outstanding, Ending Balance | shares	37,988,662
Exercise price range, Expired	$ 300
Minimum
Warrants [Line Items]
Exercise price range, Beginning Balance	0.525
Exercise price range, Granted	1.70
Exercise price range, Exercised	1.70
Exercise price range, Ending Balance	0.525
Maximum
Warrants [Line Items]
Exercise price range, Beginning Balance	300
Exercise price range, Granted	2.125
Exercise price range, Exercised	2.125
Exercise price range, Ending Balance	$ 6.566

Stockholders' Equity - Warrants

Stockholders' Equity - Warrants Narratives (Details) $ / shares in Units, $ in Thousands	6 Months Ended
	Jun. 30, 2021USD ($)$ / sharesshares
Placement Agent Agreement
Warrants [Line Items]
Cash fees paid | $	$ 2,154
Palladium Warrants
Warrants [Line Items]
Warrants to purchase shares of common stock	325,500
Warrant exercise price | $ / shares	$ 1.70
Palladium Warrants | Placement Agent Agreement
Warrants [Line Items]
Warrants to purchase shares of common stock	325,500
Warrant exercise price | $ / shares	$ 1.70
H.C.W. Warrants
Warrants [Line Items]
Warrants to purchase shares of common stock	842,588
Cash fees paid | $	$ 2,154
Warrant exercise price | $ / shares	$ 2.125
H.C.W. Warrants | Placement Agent Agreement
Warrants [Line Items]
Warrants to purchase shares of common stock	842,588
Warrant exercise price | $ / shares	$ 2.125
December 2020 Warrants
Warrants [Line Items]
Total of warrants exercised	11,223,529
Gross proceeds | $	$ 19,161

Stockholders' Equity - Stock-Ba

Stockholders' Equity - Stock-Based Compensation Narratives (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		6 Months Ended
	May 31, 2021	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Sep. 30, 2020
Stockholders Equity [Line Items]
Stock-based compensation expense		$ 328	$ 424	$ 1,333	$ 496
Stock Compensation Plan
Stockholders Equity [Line Items]
Options, expiry period				10 years
Options, vesting period				1 year
RSUs
Stockholders Equity [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value				$ 852
XpresTest RSAs
Stockholders Equity [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value				496
XpresTest 2020 Plan [Member] | RSUs
Stockholders Equity [Line Items]
Unrecognized stock-based compensation related to the awards		$ 37		$ 37
Common stock repurchased	7
Maximum | 2020 Plan [Member]
Stockholders Equity [Line Items]
Number of shares authorized						5,000,000
Directors, Employees And Consultants | XpresTest 2020 Plan [Member]
Stockholders Equity [Line Items]
Number of shares authorized		200		200
Percentage of shares authorized for issuance				20.00%

Stockholders' Equity - Variable

Stockholders' Equity - Variables Used in Estimating Fair Value of Stock Options (Details) - Employee Stock Option [Member]	6 Months Ended
	Jun. 30, 2021$ / shares
Stockholders Equity [Line Items]
Expected volatility:	123.00%
Expected dividend yield:	0.00%
Annual average risk-free rate:	0.37%
Expected term:	5 years 4 months 17 days
Minimum
Stockholders Equity [Line Items]
Share price of the Company's Common Stock on the grant date:	$ 1.26
Exercise price:	1.26
Maximum
Stockholders Equity [Line Items]
Share price of the Company's Common Stock on the grant date:	5.01
Exercise price:	$ 5.01

Stockholders' Equity - Stock Op

Stockholders' Equity - Stock Options and RSU Activity (Details)	6 Months Ended
	Jun. 30, 2021$ / sharesshares
Stockholders Equity [Line Items]
No. of options, Outstanding as of December 31, 2020 | shares	1,353,888
No. of options, Granted | shares	1,668,297
No. of options, Forfeited | shares	(183,230)
No. of options, Outstanding as of June 30, 2021 | shares	2,838,955
No. of options, Exercisable as of June 30, 2021 | shares	785,577
Weighted average grant date fair value, Balance at December 31, 2020	$ 3.82
Weighted average grant date fair value, Granted	1.56
Weighted average grant date fair value, Forfeited	1.61
Weighted average grant date fair value, Balance at June 30, 2021	2.63
Weighted average grant date fair value, exercisable at June 30, 2021	$ 4.78
RSUs
Stockholders Equity [Line Items]
No. of options, Granted | shares	140,167
No. of options, Exercised/Vested | shares	(70,085)
No. of options, Outstanding as of June 30, 2021 | shares	70,082
Weighted average grant date fair value, Granted	$ 1.19
Weighted average grant date fair value, Exercised/Vested	1.19
Weighted average grant date fair value, Balance at June 30, 2021	$ 1.19
XpresTest RSAs
Stockholders Equity [Line Items]
No. of options, Outstanding as of December 31, 2020 | shares	28.75
No. of options, Granted | shares	120
No. of options, Exercised/Vested | shares	(133.75)
No. of options, Outstanding as of June 30, 2021 | shares	15
Weighted average grant date fair value, Balance at December 31, 2020	$ 11,390.35
Weighted average grant date fair value, Granted	5,227.20
Weighted average grant date fair value, Exercised/Vested	6,019.10
Weighted average grant date fair value, Balance at June 30, 2021	9,978.78
Minimum
Stockholders Equity [Line Items]
Exercise price range, Outstanding as of December 31, 2020	1.53
Exercise price range, Granted	1.19
Exercise price range, Outstanding as of March 31, 2021	1.19
Exercise price range, Exercisable as of March 31, 2021	1.19
Maximum
Stockholders Equity [Line Items]
Exercise price range, Outstanding as of December 31, 2020	2,460
Exercise price range, Granted	1.61
Exercise price range, Outstanding as of March 31, 2021	2,460
Exercise price range, Exercisable as of March 31, 2021	$ 2,460

Fair Value Measurements (Detail

Fair Value Measurements (Details) - Fair Value, Recurring - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Equity securities	$ 1,354	$ 1,768
Assets, fair value	1,354	1,768
Route1 Inc
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Equity securities	1,354	1,768
Fair Value, Inputs, Level 2
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Equity securities	1,354	1,768
Assets, fair value	1,354	1,768
Fair Value, Inputs, Level 2 | Route1 Inc
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Equity securities	$ 1,354	$ 1,768

Fair Value Measurements - Narra

Fair Value Measurements - Narratives (Details) - USD ($) $ in Thousands	Mar. 22, 2021	Jun. 30, 2021	Jun. 30, 2021
Other nonoperating income expense
Unrealized gain on remeasurement of common stock and warrants		$ 513	$ 414
Route1 Inc
Warrants issued	3,000,000
Exercise of warrants	1,355,443
Number of shares owned		3,855,443	3,855,443

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Income Taxes.
Income tax expense	$ (9)	$ 19	$ (8)	$ 19
Effective tax rate, global			(0.14%)
Effective tax rate, discontinued operations			0.00%

Commitments and Contingencies (

Commitments and Contingencies (Details)

May 28, 2021USD ($)

Dec. 11, 2020USD ($)

May 26, 2020USD ($)employee

Mar. 07, 2018USD ($)

Mar. 31, 2015employee

Jun. 30, 2021USD ($)individual

Mar. 31, 2021USD ($)

Dec. 31, 2020USD ($)

Mar. 07, 2020

Jan. 03, 2020USD ($)

Nov. 22, 2019

Mar. 31, 2019USD ($)

Loss Contingencies [Line Items]

Lease term

5 years

Number of individuals joined the case | individual

415

Route1 Security Corporation | Group Mobile Intl, LLC

Loss Contingencies [Line Items]

Noncontrolling interest, ownership percentage by parent

100.00%

Accrued Liabilities

Loss Contingencies [Line Items]

Estimated litigation liability, current

$ 2,053,000

$ 2,221,000

In re Chen et al

Loss Contingencies [Line Items]

Number of former employees | employee

4

Notice of FLSA misclassification claim term

3 years

Rodger Jenkins and Gregory Jones Lawsuit

Loss Contingencies [Line Items]

Estimate of possible loss

$ 1,500,000

$ 750,000

Alleged Breaches of a Membership Purchase Agreement

Loss Contingencies [Line Items]

Loss contingency damages sought

$ 567,000

Rodger Jenkins and Gregory Jones

Loss Contingencies [Line Items]

Loss contingency damages sought

$ 750,000

$ 750,000

Loss contingency damages awarded

$ 948,000

600,000

Loss contingency, interest rate

0.04%

Litigation amount denied by court

$ 150,000

Loss contingency litigation

$ 750,000

Kyle Collins

Loss Contingencies [Line Items]

Penalties per employee per pay period

$ 0.1

Number of current and former employees | employee

240

Segment Information (Geographic

Segment Information (Geographical Revenue, Segment Operating Loss and Total Asset Information) (Details) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021USD ($)	Jun. 30, 2020USD ($)	Jun. 30, 2021USD ($)segment	Jun. 30, 2020USD ($)	Dec. 31, 2020USD ($)
Segment Reporting Information [Line Items]
Number of operating segments | segment			3
Revenue
Total revenue, net	$ 9,092	$ 143	$ 17,604	$ 7,861
Operating (loss) income
Total operating loss	(4,201)	(9,484)	(5,122)	(13,432)
Assets
Total assets	120,117	58,162	120,117	58,162	$ 103,133
XpresSpa
Revenue
Total revenue, net	423	1	757	7,589
Operating (loss) income
Total operating loss	(1,666)	(7,688)	(3,233)	(10,404)
Assets
Total assets	9,435	14,235	9,435	14,235
XpresTest
Revenue
Total revenue, net	8,669		16,847
Operating (loss) income
Total operating loss	121		2,582
Assets
Total assets	11,866		11,866
Treat
Operating (loss) income
Total operating loss	(1,526)		(1,810)
Assets
Total assets	1,611		1,611
Corporate and Other
Revenue
Total revenue, net		142		272
Operating (loss) income
Total operating loss	(1,130)	(1,796)	(2,661)	(3,028)
Assets
Total assets	$ 97,205	$ 43,927	$ 97,205	$ 43,927