Market Overview

MoviePass™ and MoviePass Films' Parent Company Raises $6 Million in New Round of Financing


MoviePass™ and MoviePass Films' parent company, Helios and Matheson
Analytics Inc. (OTC:HMNY) ("Helios"), today announced it has raised
a $6 million new round of financing. Helios plans to use the net
proceeds of the financing to accelerate MoviePass' product development,
fine tune its subscription technology, and increase MoviePass Films'
investment in new films.

This press release features multimedia. View the full release here:

MoviePass (TM) and MoviePass Films' parent company raises $6 million in new round of financing. (Pho ...

MoviePass (TM) and MoviePass Films' parent company raises $6 million in new round of financing. (Photo: Business Wire)

H.C. Wainwright & Co. acted as Helios' exclusive placement agent for the
offering. Palladium Capital Advisors, LLC served as Helios' financial
advisor for the offering.

The closing of the offering occurred on March 25, 2019.

"We are building the infrastructure, data and tools that we believe will
power the next generation of MoviePass," said Ted Farnsworth, Chairman
and CEO of Helios. "We believe this new funding will allow us to double
down on our development of transformative technology, while fueling our
continued expansion. Our long-term vision is for MoviePass to be the
nation's most popular movie-theater ticketing platform."

In connection with this new financing, Helios entered into definitive
agreements with certain institutional investors for the purchase of
60,000 shares ("Preferred Shares") of Helios' Series B Preferred Stock,
which are convertible into 1,000,020,000 shares of its common stock, and
accompanying Series F-1 Preferred Stock Purchase Warrants ("Series F-1
Warrants") to purchase 59,760 Preferred Shares, which are convertible
into 996,019,920 shares of its common stock, and Series F-2 Preferred
Stock Purchase Warrants ("Series F-2 Warrants") to purchase 60,240
Preferred Shares, which are convertible into 1,004,020,080 shares of its
common stock, in a registered direct offering. The aggregate gross
proceeds of the offering were $6.0 million. Each Preferred Share is
convertible into 16,667 shares of Helios' common stock. The Series F-1
Warrants will expire 5 years from the date of issuance. The Series F-2
Warrants will be exercisable for 5 years from the date Helios obtains
stockholder approval of a reverse stock split or an increase in its
authorized common stock to allow for the issuance of the shares of
common stock underlying the Preferred Shares issuable upon exercise of
the Series F-2 Warrants. The exercise price of the Series F-1 Warrants
and the Series F-2 Warrants is $100.00 per Preferred Share, subject to
downward adjustment in the event of certain subsequent financings and a
potential downward adjustment under certain circumstances following a
reverse stock split. Concurrently with the issuance of the Preferred
Shares, the Series F-1 Warrants and the Series F-2 Warrants, Helios
entered into amendments with the holders of its Series C Warrants and
Series D Warrants to purchase an aggregate of 666,666,668 shares of
common stock, whereby the exercise price of those warrants has been
reduced from $0.0163 to $0.01 per share of common stock.

Helios has set March 25, 2019 as the record date for a special meeting
of its stockholders to approve a reverse stock split or an increase in
its authorized share capital.

In addition to using the net proceeds from the offering for working
capital purposes of Helios, MoviePass and MoviePass Films, Helios will
use the net proceeds to redeem approximately $870,000 of Helios'
outstanding non-convertible senior notes that were issued on October 4,
2018 and December 18, 2018, and to pay certain fees due to the placement
agent and financial advisor and other transaction expenses. The
potential gross proceeds from the Series F-1 Warrants and the Series F-2
Warrants, if fully exercised on a cash basis, will be approximately
$12.0 million. No assurance can be given that any of the Series F-1
Warrants or the Series F-2 Warrants will be exercised.

The securities described above are being offered by Helios pursuant to a
"shelf" registration statement on Form S-3 that was declared effective
by the Securities and Exchange Commission ("SEC") on July 5, 2018 and
the base prospectus contained therein (File No. 333-226024). The
offering of the securities was made only by means of a prospectus
supplement and accompanying base prospectus that form a part of the
registration statement. The final prospectus supplement has been or will
be filed with the SEC. Copies of the final prospectus supplement, when
available, and accompanying base prospectus may be obtained on the SEC's
website at or
by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd
Floor, New York, New York 10022, by phone at 646-975-6996 or e-mail at

This press release shall not constitute an offer to sell, or the
solicitation of an offer to buy any of the securities described herein,
nor shall there be any sale of these securities in any state or
jurisdiction in which such an offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities
laws of any such state or jurisdiction.

About Helios and Matheson Analytics

Helios and Matheson Analytics Inc. ("Helios") currently owns
approximately 92% of the outstanding shares (excluding options and
warrants) of MoviePass Inc., a premier movie-theater subscription
service, 100% of the outstanding membership interests in MoviePass
Ventures LLC and 51% of the outstanding membership interests in
MoviePass Films LLC. Helios's holdings also include Zone Technologies,
Inc., creator of RedZone Map™, a safety and navigation app for iOS and
Android users, and a community-based ecosystem that features a socially
empowered safety map app that enhances mobile GPS navigation using
advanced proprietary technology. Helios is headquartered in New York,
NY. For more information, visit us at

Cautionary Statement on Forward-looking Information

Certain statements in this communication contain forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995 or under Section 27A of the Securities Act of 1933,
as amended, and Section 21E of the Securities Exchange Act of 1934, as
amended (collectively, "forward-looking statements") that may not be
based on historical fact, but instead relate to future events, including
without limitation statements containing the words "believe", "may",
"plan", "will", "estimate", "continue", "anticipate", "intend",
"expect", "project" and similar expressions. All statements other than
statements of historical fact included in this communication are
forward-looking statements.

Such forward-looking statements are based on numerous assumptions.
Although Helios' management believes that the assumptions made and
expectations represented by such statements are reasonable, there can be
no assurance that a forward-looking statement contained herein will
prove to be accurate. Actual results and developments (including,
without limitation, the ability of Helios to reduce its burn rate and
improve its business model) may differ significantly from those
expressed or implied by the forward-looking statements contained herein
and even if such actual results and developments are realized or
substantially realized, there can be no assurance that they will have
the expected consequences or effects. Risk factors include, among other
things, whether the Series F-1 Warrants or the Series F-2 Warrants will
be exercised, whether the use of net proceeds from the offering will
accelerate the growth of MoviePass and MoviePass Films and enable
MoviePass to further develop its technology, and the risk factors
described in Helios' Annual Report on Form 10-K for the fiscal year
ended December 31, 2017, its quarterly reports on Form 10-Q for the
quarters ended March 31, 2018, June 30, 2018 and September 30, 2018 (as
amended) and other filings, including subsequent current and periodic
reports, information statements and registration statements filed with
the SEC. You are cautioned to review such reports and other filings at

Given these risks, uncertainties and factors, you are cautioned not to
place undue reliance on such forward-looking statements and information,
which are qualified in their entirety by this cautionary statement. All
forward-looking statements and information made herein are based on
Helios' current expectations and Helios does not undertake an obligation
to revise or update such forward-looking statements and information to
reflect subsequent events or circumstances, except as required by law.

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