Helios and Matheson Analytics Inc (HMNY)

[StockItOut]

You are not considering the current reserves shortfall, and Helios has stated it will need more funding, as it states it will be from dilutive selling.

Dilution is certain!

As below, read and re-read, and in particulate the bolded, colored, and underlined text.

From pre14a proxy statement from Sept. 17th, and the def14a filing from Sept. 26th, 2018.

“Under the Notes, we are currently required to reserve approximately 5.3 billion shares of the Company’s common stock for issuance. As a result, unless we reach an agreement with the holders of the Notes to reduce our reserve requirements under the Notes, we do not have enough authorized, unissued and unreserved shares to fulfill the current reserve requirements under the Notes or to meet the Company’s needs for future equity financing or acquisitions. Moreover, the number of shares issuable upon conversion of the Notes may increase significantly if there are further conversion price reductions resulting from the full ratchet conversion price adjustment provisions of the Notes, which provide that if we issue securities in certain transactions, such as our at-the-market offering, at a price lower than the applicable conversion price of the Notes, then the applicable conversion price of the Notes will be reduced to equal such lower price, resulting in additional shares issuable upon conversion of the Notes.”

—and—

“The Board has weighed the potential harm to the Company and its stockholders resulting from a Nasdaq delisting against the potential harm to the Company and its stockholders from another significant reverse stock split, including the risks described below under “Certain Risks Associated with a Reverse Split”. Although MoviePass recently has implemented significant cost cutting measures which have had an immediate and materially positive effect in reducing the Company’s monthly cash deficit, the Company believes it will continue to need to raise capital to fund MoviePass until MoviePass becomes cash flow positive or profitable (of which there is no assurance). If the Company is unable to maintain its Nasdaq listing, its access to capital will become further limited and it may not have sufficient capital to enable MoviePass to continue its operations or become cash flow positive or profitable. Therefore, the Board has concluded that the potential harm to the Company and its stockholders resulting from a Nasdaq delisting outweighs the potential harm to the Company and its stockholders from another significant reverse stock split.” (emphasis bolded)

—and—

“Further, following any reverse stock split, we will have additional shares available to issue upon conversion or exercise of outstanding securities of the Company that are convertible into or exercisable for common stock, including the conversion of unrestricted principal and make-whole interest under our outstanding Notes following payments by investors under investor notes payable to us. Stockholders should be aware of the extremely dilutive nature of the Notes and that additional conversions of the Notes could cause downward pressure on the price for the common stock. In addition, we will continue to require significant proceeds from sales of our debt or equity securities to fund our operations for the near future, which will cause further dilution to stockholders. The issuance of a substantial amount of shares of common stock or securities convertible into or exercisable for common stock in the future could cause downward pressure on the price of our common stock and there is no assurance that the market price for the common stock will remain at a level sufficient to satisfy the Minimum Bid Price Requirement.” (emphasis bolded, and underlined)

https://investorshub.advfn.com/boards/read_msg.aspx?message_id=143773181

https://investorshub.advfn.com/boards/read_msg.aspx?message_id=143829399

https://investorshub.advfn.com/boards/read_msg.aspx?message_id=143840919
https://www.businessinsider.com/helios-and-matheson-moviepass-dilution-reverse-split-2018-9


And, thanks to 420man for first generally noting specifics from the pre14a filing.