Helios and Matheson Analytics Enters Into Agreement to Issue $60 Million in Convertible Notes

1/11/18

NEW YORK--(BUSINESS WIRE)--Helios and Matheson Analytics Inc. (Nasdaq: HMNY, a provider of information technology services and solutions and a majority owner of MoviePass Inc., the nation’s premier movie-theater subscription service, today announced that it has entered into a securities purchase agreement with an institutional investor for HMNY to issue convertible notes in the aggregate principal amount of $60 million. The net proceeds from the issuance of the Notes will be used for general corporate purposes. HMNY is not obligated to register the resale of any shares underlying the Notes with the Securities and Exchange Commission. Absent registration, the investor may resell the shares underlying the Notes only pursuant to Rule 144 or another available exemption from registration.

The Notes will be convertible, at the option of the holder, at a fixed conversion price of $11.44, subject to adjustment.

Pursuant to the terms of the securities purchase agreement, at the closing of the financing, the investor will pay for the Notes with $25 million in cash up front and an investor note in the principal amount of $35 million payable to HMNY (the “Investor Note”). The investor may prepay the remaining balance of the Investor Note, with the resulting cash being paid to HMNY, in its discretion.

Canaccord Genuity Inc. acted as sole placement agent for the financing. Palladium Capital Advisors LLC acted as a financial advisor to HMNY in connection with the financing.

About Helios and Matheson

Helios and Matheson Analytics Inc. (Nasdaq: HMNY) is a provider of information technology services and solutions, offering a range of technology platforms focusing on big data, artificial intelligence, business intelligence, social listening, and consumer-centric technology. HMNY owns a majority interest in MoviePass Inc., the nation's premier movie-theater subscription service. HMNY’s holdings include 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. HMNY is headquartered in New York, NY, and listed on the Nasdaq Capital Market under the symbol HMNY. For more information, visit us at www.hmny.com.

About MoviePass™

MoviePass™ is a technology company dedicated to enhancing the exploration of cinema. As the nation's premier movie-theater subscription service, MoviePass™ provides film enthusiasts with a variety of subscription options to enhance their movie-going experience. The service, now accepted at more than 91% of theaters across the United States, is the nation's largest theater network. Visit: www.moviepass.com.

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