Thank you for joining us for today’s call. Before I turn the call over to the Company, we need to advise you of the following. Comments made on today’s call may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current assumptions and opinions, and involve a variety of known and unknown risks and uncertainties. Actual results may differ materially from those contained in or suggested by such forward-looking statements. Important factors that might cause such differences include those set forth from time to time in the Company’s SEC filings including the Company’s report on Form 10-K for the year ended December 31, 2016, and other current and periodic reports the Company files with the SEC. At this time, I’d like to introduce Andrew Perlman, the Chief Executive Officer of FORM Holdings.

Good afternoon, and thank you all for taking the time to join us for an investor update and earnings call. I would like to update our shareholders on the Company’s progress to continue to grow our revenues and dramatically cut operating costs in the second quarter, and review our accelerated growth objectives that we introduced during our preliminary business update on July 25th. Our strategy is to focus on our wellness business, extend our brand, our reach and revenue while continuing to create efficiencies to position the Company for profitability as we complete the Company’s transition to a pure-play health and wellness company in the coming quarters. Joining me today on the call are members of the FORM Holdings, XpresSpa, and Group Mobile management teams. We have Anastasia Nyrkovskaya, FORM Holdings’ Chief Financial Officer; Ed Jankowski, FORM SVP and XpresSpa’s Chief Executive Officer; and Darin White, FORM VP and President of Group Mobile. To begin, I want to thank our existing and new shareholders for their support. Since closing on the XpresSpa acquisition in late December, our team has been completely immersed in refining its operations, identifying expense synergies and optimizing its growth strategy. Consistent with the plan we communicated previously, during the first quarter call, this work was largely completed during the second quarter. And as you can see from second quarter results, the company is already beginning to leverage its operations, demonstrated by a significant sequential reduction in consolidate general and administrative costs of $1.1 million at the end of the second quarter as well as a marked improvement of $1.3 million in adjusted EBITDA at our core XpresSpa asset from a loss of $200,000 in the first quarter to a gain of $1.1 million in the second quarter. The growth opportunities available to the company are remarkable.…

Thank you. Ladies and gentlemen, the floor is now open for questions. [Operator Instructions] And our first question comes from David Bain from ROTH Capital. Sir, please state your question.

Great. Thank you. First, Andrew, I’m sorry if I missed it. But, did you review same-store sale results for the quarter?

Yes. So, we touched on them. Of the 16% overall revenue growth, we grew on a same-store basis at 3.2% in the quarter.

And then, you discussed wellness costs subsiding further in 3Q from the moves taken in 2Q, which already had a very positive impact. Assuming the additional decline that’s going to come from the G&A costs like we saw in 2Q, can you give us an idea of how much further that line item can decrease quarter-over-quarter?

Yes, sure. So, obviously, there is a dramatic improvement from the first quarter to the second quarter. On a quarterly basis, we would estimate that as we move to the third quarter that that will be probably somewhere between $200,000 and $300,000 on a quarterly basis; and then as we grow the short footprint, we would not expect that to go up with the exception of some area management as we open up the next round of stores.

And then, it sounds like -- the airport spa RFP is there at an all-time high. But it really sounds like you have some visibility into potential out year acceleration. I mean, you mentioned the 100 stores within the next three years, I think that’s an average of 17 openings based on where you’re now. Can you speak to some of that visibility? Is that based on the RFP count that you’re seeing, now discussions with operators, just any kind of color on the opportunity that you are seeing for the out year, outside of what you have in place right now, would be great?

Yes, sure. So, the opportunities are coming from all those things that you mentioned. They coming from RFPs that we see coming down the pipe; they are coming from existing conversations with landlords, in some cases, which is the case of one of our 2017 opportunities; they are even coming from lease expirations of our competitors and the airports saying that they would prefer to have an XpresSpa versus one of our competitors. In terms of thinking about the sizing, as we discussed there are going to be at least nine new units this year, and we would expect it to be more than that with the nine additional locations that we are negotiating for, that we view as immediate opportunity. So, what I would say is over the course of the next 18 months, we know that there are 25 RFPs coming out. So, when we think about the out years, what I would think about is us winning probably 80% because that’s our historical win rate. Within the pipeline, we have these nine negotiations that are ongoing. So that probably leads to six or seven locations. And then, we know over the course of the next 18 months that there are 25 RFPs, most of which would fall at the tail end of 2018 into 2019. So that between end of 2018 and 2019 should lead to at least another 20 locations.

And then, I guess last one I promise. The most near-term gross margin opportunities, I mean, you spoke to retail changes in addition, new services, franchising. Can you speak to where we will see the impact first and maybe even what quarter we could begin to see some uplift in gross margins in wellness again?

Sure. So, there are a couple of different components that I think will positively impact the store level margins, even as we go throughout the rest of the year. One thing is something that we touched on in the call, which is we would expect to enhance the component of our business that’s retail that is a higher margin component of the business, and we expect to launch a skin care partnership and announce in the third quarter, launch in the fourth quarter. Another thing that the company has already been working on and is already actually visible in some locations but not all yet is our partnership with Essie, [ph] which is our exclusive nail care brand. So, the answer is you definitely will see some large improvement as we go through even the next few quarters. And then as we go into next year, we will start to see the benefits of having improved technology in the store which we think will also be a real boost.

Thank you. And our next question comes from Alex Silverman from Special Situations Fund. Sir, please state your question.

Hi, guys. Good quarter. Thanks for taking my question. So, Dave Bain asked a number of my questions. But, can you -- how many stores were closed this quarter in the second quarter for renovation?

During the second quarter, we did not -- we actually sorry, just prior to the end of the quarter, we closed our JFK location but that was only at the last two weeks. The bulk of renovations -- and again, they’re on a rolling basis and just to quantify it, that’s probably about $0.5 million shift. But again, because historically the third quarter has been 27% and the fourth quarter has been about 26% of revenue, we would expect those to be inverted with store -- some store openings or maybe even more dramatically shifted towards a bigger number in the fourth quarter. Our JFK location will reopen before the end of September. And again that’s just one of our JFK locations, and it’s our biggest one at T4. And we just reopened a location after a 45-day renovation in Orlando.

And what are renovations costing you, roughly?

There is a little bit of a range. In some cases, they’re as nominal as $20,000; in some cases, they are $100,000 to $150,000.

Given what the guidance would suggest on tech in the back half that should get you into positive EBITDA for that segment. No?

That’s correct.

Okay. So, you’re just really covering the -- covering corporate?

You mean in terms of what we need to generate at the different units?

Correct. So, wellness is positive, tech is positive; you just have the drag of corporate for the consolidated EBITDA.

Yes. That’s correct.

And I think you said a couple of hundred thousand decline in corporate which would take you down to about one two, is that about right?

Over time, yes, we would be there; we were not there in the second quarter.

Right. I’m just looking forward. And I think that’s it. Great. Thank you, guys. I appreciate it.

Sure, yes.

[Operator Instructions] And our next question comes from Josh [indiscernible] from Defend [ph] Investor. Please state your question.

Hey Andrew. Following up on a question that David and Alex both asked. I’m not sure I heard you answer to David’s question correctly. The G&A line in the Wellness segment, which was 1.599 for the quarter. Could you say that’s going to go down by 200,000 to 300,000 or that’s going to normalize at 200,000 to 300,000?

No, that would go down by that amount over the coming quarters, not that it would reach that level.

So, we’re expecting something like 1.2 to 1.4 ongoing in other G&A for the Wellness segment?

That would be a fair range, yes.

And similar reduction for the corporate segment, other G&A?

Yes. That’s over the coming quarters.

Okay. More quick question, there is a note in here about the adjustment to the pref based on legal and professional costs from the acquisition related of XpresSpa. I just want to make sure those are costs and not potential -- there is no -- I think you said you’ve resolved the outside and legal issues, right? So, no increased potential legal liability that came out with that, right?

No, there, absolutely, isn’t. And when it comes to the reduction in the preferred shares, those are shares that were cancelled as a result of expenses that are raised from the merger. So, these are all things that are behind us.

And our next question comes from Keith Goodman from Maxim Group. Sir, please state your question.

Most of my questions are answered. But I had a quick question or reference to the FLI Charge division, obviously an outside investor. What does it look like? I am not sure I heard what it looks like going forward and what the potential is on that. Are you prepared to sort of give where that company is at and what the potential is there going forward?

Sure. So, as we discussed, we made a decision that the investment profile for something like FLI Charge is very different than our core assets. We have not quantified what the potential upside may be, but nor do we disclose terms because again this is all in the financials and also in the press release. We received the financing offer. It’s not completed as of yet. Although we believe it is close to complete. And our goal is to retain as much upside from that asset while not being responsible for continuing to finance operations.

[Operator Instructions] And we do have some other questions that came in. And our first question is, when do you think that FH will become profitable, what is the expected EPS of the next year?

So, we’re not giving EPS guidance, but what I would say is our expectation is on an adjusted EBITDA basis that we will, as a consolidated unit, be EBITDA positive in the fourth quarter of this year. And stay tuned for additional guidance.

Thank you. Our next question is, can you please recap your statement regarding the 300,000 buildout expense for new XpresSpa units? Is this a reduction from previously stated CapEx per unit of 500,000?

I can take that, Andrew. We developed a kiosk system last November and installed into Charlotte, and it was tremendously well received by the airport community for three reasons. Number one, we can react very, very quickly to any vacant space that they have and set up this kiosk; number two, it’s very -- it reduces the cost of build out from an in line by half; and we can be very, very agile in getting this up and running. The one in Charlotte has been tremendously successful and will do $1 million in the first 12 months. So, the kiosk is very important part of our go forward build out strategy.

[Operator Instructions] And our next question comes from Jamie Mendola from Pacific Grove Capital. Please state your question.

Hi, Andrew. I was wondering if you could give us your outlook on capital spending for the 2017 and 2018 new store openings and just give us a sense of what your liquidity will look like, especially post the equity raise?

Yes, sure. So, for -- if we think for a second that out of the nine signed leases and nine additional locations that we are scouting that we end up opening a collective 15 out of those, between that and the renovations that we’ve been doing, the CapEx for that will be approximately $5 million, and that’s our expectation. In terms of 2018 between the RFPs that are coming down the pipe and the locations that we’re in dialogue with landlords on, we do not have a forecast that I would give publicly, at this point. In terms of liquidity, our expectation, as we’ve discussed is that we’re in a position where we become a pure-play by the end of the first quarter last year and as we go through that process, we would expect to create some additional liquidity through our other assets.

And do you think that most likely takes a form of sale of the technology business or how would you get to that point?

Right now, I believe all of the options are on the table and all I would say is that we’re having a lot of conversations as to the thing that we believe creates the most value.

And then, lastly, you briefly mentioned the franchise opportunity. How does that fit in, in terms of total addressable market size, both domestically and international? And at what point is that going to start being relevant for your business?

So, it’s something we expect to launch before the end of the year. And we already have a handful of franchisees that are interested in the concept. It’s actually something that Ed was approached about by a number of smaller airports, where the dialogue became more an airport that really wants and XpresSpa that we know that were too small for you, will you please franchise and we’ll find you the franchisee. In terms of the addressable market, the way I would think about the addressable market is for company-owned, the U.S. addressable market we believe is approximately 170 units and we usually just within airport could get to a 100 franchisees at the secondary markets. But, this is something that we’re obviously starting from scratch in the fourth quarter. In terms of the international market, we think that there is an opportunity for 150 locations either through company’s owned or through franchising or joint ventures. Right now, we only have four international locations, and we’re examining all of our options in different markets very carefully. And we’re constantly having dialogue, much of which is inbound potential interest for the international markets.

And there appear to be no further questions at this time. Andrew, do you have any closing remarks?

I’d just like to thank our shareholders for their ongoing support. And thank you for taking the time to join the call.