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Helios And Matheson To Spin Off MoviePass

Helios and Matheson Plans to Spin Off MoviePass

Helios and Matheson Analytics, the parent company of MoviePass, announced Tuesday (Oct. 23) that the board has signed off on a preliminarily plan to spin off MoviePass.

In a press release, Helios and Matheson said it is creating a new subsidiary called MoviePass Entertainment Holdings Inc. that would take ownership of the shares of MoviePass and other film-related assets held by Helios and Matheson.

“For many years, HMNY has been focused on data analytics, and in that capacity, we own assets like Zone Technologies, which provides a safety and navigation app for iOS and Android users and a global security concierge service,” said Ted Farnsworth, chairman and chief executive officer of HMNY, in the press release announcing the plans. “Since we acquired control of MoviePass in December 2017, HMNY largely has become synonymous with MoviePass in the public’s eye, leading us to believe that our shareholders and the market perception of HMNY might benefit from separating our movie-related assets from the rest of our company.”

The new company would hold the shares of MoviePass common stock, the movie theater subscription service, membership interests of MoviePass Films and HMNY’s movie production company. The company said it plans to distribute a minority of the outstanding shares of MoviePass Entertainment common stock as a dividend to stockholders of HMNY, with it holding a control of MoviePass Entertainment after any such distribution. Holders of any outstanding convertible notes issued by HMNY in November 2017 and January 2018, and certain warrants of HMNY, would be entitled to participate in any distribution of MoviePass Entertainment shares. If HMNY can’t pull off the dividend portion of the MoviePass Entertainment shares, it said it will still seek to spin it off.

“We believe this new vertically integrated entertainment ecosystem, if achieved, would provide a sharper market focus, and that the combination of these four business lines under the MoviePass Entertainment umbrella would produce substantial synergies that we believe will generate value for our shareholders, subscribers and business partners,” added Farnsworth in the press release.


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