The Board of Helios and Matheson Analytics Inc. (NasdaqCM:HMNY) announced the spin-off of a minority stake in MoviePass Entertainment Holdings Inc. on October 23, 2018. Under the transaction, Helios and Matheson Analytics Inc. will distribute a minority of the outstanding shares of common stock of MoviePass Entertainment Holdings Inc. as a dividend to its stockholders as of a record date that is yet to be determined, with Helios and Matheson Analytics Inc. retaining control of MoviePass Entertainment Holdings Inc. upon any such distribution. Upon completion, MoviePass Entertainment Holdings Inc. will become a separate public company listed on Nasdaq or an alternate trading market. The transaction is subject to numerous conditions, including, without limitation, completion of reorganization, completion of audited financial statements of MoviePass Entertainment Holdings Inc., the filing and effectiveness of a Registration Statement on Form S-1 to be filed by MoviePass Entertainment Holdings Inc. with the Securities and Exchange Commission (SEC), the approval of listing of shares of MoviePass Entertainment Holdings Inc. on Nasdaq or an alternate trading market, and Helios and Matheson Analytics Inc. being permitted to distribute shares of MoviePass Entertainment Holdings Inc. under Delaware law. The deal is approved by Board of Helios and Matheson Analytics.