![]() The Notes are not secured by any assets of HMNY other than the Investor Notes. ![]() The investors may require HMNY to redeem the Notes at any time after seven months from the issue date of the Notes, including the portion of outstanding principal amount of the Investor Notes for which the investors have prepaid to HMNY a corresponding amount of cash under the Investor Notes, plus accrued unpaid interest on those amounts and a make-whole amount of interest on those amounts calculated through the two-year maturity date of the Notes. Palladium Capital Advisors LLC acted as a financial advisor. Each investor may prepay its Investor Note, with the resulting cash being paid to HMNY, in its discretion.Ĭanaccord Genuity LLC acted as sole placement agent for the financing. Pursuant to the terms of the securities purchase agreement, at the closing of the financing, the investors will pay for the Preferred Stock and the Notes with $20.5 million in cash up front and investor notes in the aggregate principal amount of $139.4 million payable to HMNY (the “Investor Notes”). Each share of Preferred Stock is entitled to 3,205 votes per share on all matters on which holders of common stock are entitled to vote. The Preferred Stock is not convertible into common stock. The Notes will be convertible, at the option of the holder, at a conversion price of $1.00, subject to adjustment. Absent registration, the investors may resell the shares underlying the Notes only pursuant to Rule 144 or another available exemption from registration. HMNY is not obligated to register the resale of any shares underlying the Notes with the Securities and Exchange Commission. The net proceeds from the issuance of the Notes and the Preferred Stock will be used for general corporate purposes. (“MoviePass”), the nation’s premier movie-theater subscription service, today announced that it has entered into a securities purchase agreement with institutional investors for HMNY to issue convertible notes in the aggregate principal amount of $164 million (the “Notes”) and 20,500 shares of preferred stock (the “Preferred Stock”). (Nasdaq: HMNY) (“HMNY”), a provider of information technology services and solutions and the 92% owner of MoviePass Inc. Therefore, please do not send confidential or sensitive information to Levi & Korsinsky, LLP until our firm has notified you that a formal attorney-client relationship has been established.Helios and Matheson Analytics Inc. Please note: Submission of an inquiry via the Levi & Korsinsky, LLP website or by e-mail does not establish an attorney-client relationship with Levi & Korsinsky, LLP. Prior results described on this site cannot and do not guarantee or predict a similar outcome with respect to any future matter that we or any lawyer may be retained to handle. ![]() Portions of this website may contain Attorney Advertising in accordance with the mandates of some states. Visitors on Levi & Korsinsky, LLP website are advised not to take, or refrain from taking, any action based on materials viewed on the Levi & Korsinsky, LLP website without seeking the professional advice of an attorney. ![]() The information posted on the Levi & Korsinsky, LLP website is provided for general information purposes only, and should not be construed as legal advice. By using the Levi & Korsinsky, LLP website, you agree to all disclaimers and terms of use governing this site.
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