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8-K - FORM 8-K - MONEYGRAM INTERNATIONAL INC | d82438e8vk.htm |
Exhibit 99.1
MoneyGram
International Reports Shareholder Approval; Closes Recapitalization
and Related Transactions
and Related Transactions
Transactions include conversion of preferred shares and closing on new senior credit facility
DALLAS, May 18, 2011 MoneyGram International, Inc. (NYSE:MGI), a leading global payments company,
today announced that all proposals submitted for a vote during the Special Meeting of MoneyGram
International shareholders held earlier today received shareholder approvals. The proposals were
related to the previously announced Recapitalization Agreement entered into by MoneyGram
International, Inc., affiliates and co-investors of Thomas H. Lee Partners, L.P. and affiliates of
Goldman, Sachs & Co. and related amendments to the Companys charter documents reflecting proposed
changes agreed in the Recapitalization Agreement. Following the shareholder vote, the Company
today also completed the recapitalization transaction contemplated by the Recapitalization
Agreement. Pursuant to the transaction, affiliates and co-investors of Thomas H. Lee Partners,
L.P. and Goldman, Sachs & Co. converted the Companys Series B and Series B-1 preferred shares into
common stock or Series D preferred stock (a common stock equivalent) and received additional shares
of common stock or Series D preferred stock and a cash payment, all as described in the
Recapitalization Agreement and the Companys proxy statement.
We are extremely pleased with our shareholders strong support of the recapitalization, said
Pamela H. Patsley, MoneyGram chairman and chief executive officer. The recapitalization
transaction is a significant step in the turn-around of MoneyGram. The transaction simplifies our
capital structure, aligns the interests of our shareholders and brings clarity in our efforts to
create long-term shareholder value.
In addition to the closing of the recapitalization, the Company also today closed on its new senior
secured credit facility. The new $540 million senior secured credit facility consists of a $150
million, five-year revolving credit facility and a $390 million,
six and a half-year term loan. The new term loan
bears interest at LIBOR plus 3.25 percent (with a LIBOR floor of
1.25 percent) and materially extends the
companys senior debt maturities to 2017.
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 233,000 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. 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 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.
SOURCE: MoneyGram International, Inc.
MoneyGram International, Inc.
Media:
Patty Sullivan, 214-999-7503
psullivan2@moneygram.com
Investors:
Alex Holmes, 214-999-7505
aholmes@moneygram.com
Media:
Patty Sullivan, 214-999-7503
psullivan2@moneygram.com
Investors:
Alex Holmes, 214-999-7505
aholmes@moneygram.com