More MoviePass Drama: Stock See-Saws As Parent Company Pitches Ways To Avoid Nasdaq Delisting

Drew Osumi

The bizarre ride of MoviePass parent Helios and Matheson Analytics continued today after the company issued a preliminary proxy report unveiling proposals to overhaul its financial structure.

With 15 minutes to go in today’s trading session, not long after the filing was posted, company shares abruptly spiked by more than 25% before plummeting back after hours to 30 cents a share, a new 52-week low. Trading volume was twice the normal level.

Shareholders who own stock as of June 25 will get the chance to vote on the company’s proposals in July at a special meeting at the company’s headquarters in New York’s Empire State Building. The exact date has not yet been confirmed. The four measures up for shareholder approval are principally aimed at stabilizing the company and shoring up its stock to the point it can trade at more than $1 a share.


Nasdaq rules allow for stocks for be delisted if they trade below $1 a share for 30 consecutive days. A delisting would still allow the company’s stock to be traded over the counter but it would be a damaging blow. Helios has already been battered of late as its shares have plunged by 98% since last fall on reports of a cash crunch.

Among the proposals are plans to quadruple the number of outstanding common shares to 2 billion; to set a reverse stock split at a ratio of anywhere from 1-to-2 to 1-to-250; and an “adjournment” scenario whereby the company could stall for an additional 30 days to get backing for its stock maneuvers.

MoviePass recently surpassed 3 million subscribers to its flat-rate ticketing plan, which bulls describe as a refreshingly Uber-like disruption of the staid movie business, while bears regard it as a dangerous, poorly considered bet that could stain the entire sector. A host of exhibitors and studio execs have expressed doubts about the company’s viability moving forward, given that its $9.99 monthly subscription price doesn’t cover the cost of the company furnishing the tickets. MoviePass says its ultimate strategy is harvesting data, meaning it can sustain losses near term and then monetize the data over time. An auditor this year issued a circumspect report about the company’s financial condition and game plan.

Even with all of the uncertainty swirling, the company has continued to make a series of announcements, acquiring Emmett Furla Films and launching a production division. Film financing arm MoviePass Ventures suffered a setback last weekend when Gotti, a biopic it backed starring John Travolta, had a weak $1.67M opening and a rare 0% Rotten Tomatoes score.

According to today’s filing, “The board believes it is in the company’s and the company’s stockholders’ best interest to increase the number of authorized shares of common stock to 2 billion in order to ensure that additional shares of common stock are available for general corporate purposes.” Those purposes, it said, may include selling equity, establishing strategic relationships with other companies, offering equity incentives to employees or directors, acquiring other businesses or assets, or declaring dividends or splits.

Helios chairman Ted Farnsworth has about 5.4 million shares of common stock, according to the preliminary proxy. MoviePass CEO Mitch Lowe is not listed as owning any common stock.

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