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8-K - FORM 8-K - MONEYGRAM INTERNATIONAL INC | d81410e8vk.htm |
Exhibit 99.1
News Release
MoneyGram International Announces Completion of Syndication Process
for $540 million Senior Secured Credit Facility
for $540 million Senior Secured Credit Facility
DALLAS, April 15, 2011 MoneyGram International, Inc. (NYSE:MGI), a leading global payment
services company, today announced that the syndication process has been completed for its new $540
million senior secured credit facility consisting of a $150 million, five-year revolving credit
facility and a $390 million, six-year term loan. The net proceeds from the term loan under the new
credit facility will be used to consummate the Companys previously announced recapitalization and
to refinance the Companys existing credit facility. The proposed term loan is expected to bear
interest at LIBOR plus 3.25% (with a LIBOR floor of 1.25%).
Completion of the syndication process is an important step toward the consummation of our
recapitalization agreement. We are very pleased with the lender group and the terms of this new
credit facility and we are hopeful we will be closing on the recapitalization and the new facility
in mid-May, said Pamela H. Patsley, MoneyGrams Chairman and Chief Executive Officer.
The recapitalization agreement is subject to certain closing conditions, including the approval of
the recapitalization by the affirmative vote of a majority of the outstanding shares of the
Companys common stock (excluding any common shares held by affiliates of Thomas H. Lee Partners
and its co-investors or affiliates of Goldman Sachs) voting on the recapitalization at a special
meeting of the Companys stockholders currently scheduled for May 18 and the closing of the new
senior credit facility or other satisfactory financing.
Closing on the new credit facility is subject to finalization and execution of the new credit
agreement with the lenders and customary terms and conditions. Closing on the new credit facility
will take place in conjunction with the closing of the recapitalization.
Additional Information and Where to Find It
The recapitalization will be submitted to MoneyGrams stockholders for their consideration, and
MoneyGram filed with the SEC on April 12, 2011 a definitive proxy statement to be used to solicit
stockholder approval of the proposed transaction. MoneyGrams stockholders are urged to read the
proxy statement regarding the proposed transaction when it becomes available and any other relevant
documents filed with the SEC, as well as any amendments or supplements to those documents, because
they will contain important information. You will be able to obtain a free copy of the proxy
statement, as well as other filings containing information about MoneyGram, at the SECs Internet
site (http://www.sec.gov). Copies of the proxy statement and the SEC filings that are incorporated
by reference in the proxy statement will also be provided to MoneyGrams stockholders, without
charge, by directing a request to: MoneyGram International Inc., 2828 N. Harwood St., 15th Floor,
Dallas, Texas 75201, Attention: Investor Relations, or by telephone at (214) 999-7552 or by email
ir@moneygram.com.
Participants in the Solicitation
MoneyGram and its directors, executive officers and other members of its management and employees
may be deemed to be participants in the solicitation of proxies from MoneyGram stockholders in
favor of the transaction. Information concerning persons who may be deemed participants in the
solicitation of MoneyGrams stockholders under the rules of the SEC is set forth in the definitive
proxy statement filed with the SEC on April 12, 2011.
About MoneyGram International, Inc.
MoneyGram International, Inc. is a leading global payment services company. The Companys major
products and services include global money transfers, money orders and payment processing solutions
for financial institutions and retail customers. MoneyGram is a New York Stock Exchange listed
company with 227,000 global money transfer agent locations in 191 countries and territories. For
more information, visit the Companys website at www.moneygram.com.
Forward Looking Statements
The statements contained in this press release regarding MoneyGram International, Inc. that are not
historical and factual information contained herein, particularly those statements pertaining to
MoneyGrams expectations, guidance or future operating results, are forward-looking statements
within the meaning of Section 21E of the Securities Exchange Act of 1934 and are made under the
Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements
are only as of the date they are made, and unless legally required, MoneyGram undertakes no
obligation to update or revise publicly any forward-looking statement. Words such as estimates,
expects, projects, plans and other similar expressions or future or conditional verbs such as
will, should, could, and would are intended to identify such forward-looking statements.
These forward-looking statements are based on managements current expectations and are subject to
uncertainty and changes in circumstances. For instance, although MoneyGram, THL and Goldman Sachs
have entered into the Recapitalization Agreement, there is no assurance that they will complete the
proposed recapitalization. The Recapitalization Agreement will terminate if the companies do not
receive the necessary approval of MoneyGrams stockholders or if MoneyGram, THL or Goldman Sachs
fail to satisfy conditions to closing. These forward-looking statements are also subject to changes
in circumstances due to a number of factors, including, but not limited to the following: (a) our
substantial dividend and debt service obligations and our covenant requirements which could impact
our ability to obtain additional financing and to operate and grow our business; (b) sustained
illiquidity of global financial markets which may adversely affect our liquidity and our agents
liquidity, our access to credit and capital and our agents access to credit and capital and our
earnings on our investment portfolio; (c) weak economic conditions generally and in geographic
areas or industries that are important to our business which may cause a decline in our money
transfer growth rate and transaction volume and/or revenue; (d) a material slow down or complete
disruption of international migration patterns which could adversely affect our money transfer
volume and growth rate; (e) a loss of material retail agent relationships or a reduction in
transaction volume from them; (f) our ability to develop and implement successful pricing
strategies for our services; (g) stockholder lawsuits and other litigation or government
investigations of the Company or its agents which could result in material costs, settlements,
fines or penalties; (h) our ability to maintain sufficient banking relationships; (i) our ability
to attract and retain key employees; (j) our ability to maintain capital sufficient to pursue our
growth strategy, fund key strategic initiatives and meet evolving regulatory requirements; (k) our
ability to successfully and timely implement new or enhanced technology and infrastructure,
delivery methods and product and service offerings and to invest in products, services and
infrastructure; (l) our ability to adequately protect our brand and our other intellectual property
rights and to avoid infringing on third-party intellectual property rights; (m) competition from
large competitors, niche competitors or new competitors that may enter the markets in which we
operate; (n) the impact of laws and regulatory requirements including the recently enacted
Dodd-Frank Wall Street Reform and Consumer Protection Act and the regulations required to be
developed thereunder, and other industry practices in the U.S. and abroad, including changes in
laws, regulations or other industry practices and standards that may increase our costs of doing
business, reduce the market for or value of our services or change our relationships with our
customers, investors and other stakeholders; (o) our offering of money transfer services through
agents in regions that are politically volatile or, in a limited number of cases, are subject to
certain Office of Foreign Assets Control restrictions which could result in contravention of U.S.
law or regulations by us or our agents which could subject us to fines and penalties and cause us
reputational harm; (p) a breakdown, catastrophic event, security breach, privacy breach, improper
operation or other event impacting our systems or processes or our vendors, agents or financial
institution customers systems or processes, which could result in financial loss, loss of
customers, regulatory sanctions and damage to our brand and reputation; (q) our ability to scale
our technology to match our business and transactional growth; (r) our ability to manage our credit
exposure to retail agents and financial institution customers; (s) our ability to mitigate fraud
risks from consumers, agents and other third parties; (t) our ability to successfully manage risks
associated with running Company-owned retail locations and acquiring new businesses; (u) our
ability to successfully manage risks associated with our international sales and operations
including the potential for political, economic or other instability in countries that are
important to our business; (v) our compliance with the internal control provisions of Section 404
of the Sarbanes-Oxley Act of 2002; (w) the outcome of positions we take with respect to federal,
state, local and international taxation; (x) additional risk factors described in our other filings
with the Securities and Exchange Commission from time to time.
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Contacts
Media:
Lynda Michielutti
952-591-3846
lmichielutti@moneygram.com
Media:
Lynda Michielutti
952-591-3846
lmichielutti@moneygram.com
Investors:
Alex Holmes
214-999-7505
aholmes@moneygram.com
Alex Holmes
214-999-7505
aholmes@moneygram.com