DALLAS, June 7, 2021 / PRNewswire / – MoneyGram International, Inc. (NASDAQ: MGI) (“MoneyGram” or the “Company”) today announced that it has implemented a program to offer shares “to the market” (the “Program ATM “) in connection that it may offer and sell, from time to time, shares of its ordinary shares (the” Shares “) having an aggregate sale price of up to $ 100 million, and concluded an ATM share offerSM Sales Agreement (the “Sales Agreement”) with BofA Securities, Inc. (“BofA”), as agent of sale.
Upon delivery of an issue notice and subject to the terms and conditions of the sales contract, BofA will use commercially reasonable efforts, in accordance with its normal trading and selling practices and applicable laws and regulations, to sell the shares. from time to time based on sales instructions, including price, time and size limits specified by the Company. Pursuant to the Sale Agreement, sales of Shares may be effected by any method permitted by law and deemed to be a “market” offer as defined in Rule 415 of the Securities Act of 1933, as amended, including block trades, ordinary trades broker trades on the Nasdaq or otherwise at market prices prevailing at the time of sale, at prices linked to prevailing market prices or at negotiated prices, or by any other permitted method by the law. Under the Sale Agreement, MoneyGram may also sell Shares to BofA as principal on its own behalf, at a price to be agreed upon at the time of sale.
MoneyGram is not obligated to sell Shares under the Sale Agreement and may at any time suspend solicitations and offers under the Sale Agreement. The sales contract may be terminated by MoneyGram at any time by giving written notice to BofA for any reason or by BofA at any time by giving written notice to MoneyGram for any reason, or immediately in certain circumstances. in accordance with the terms of the sales contract. The ATM program in accordance with the sales contract will automatically terminate upon the issue and sale of shares with a total sale price of $ 100 million.
MoneyGram intends to use the net proceeds from the sale of the shares to partially repay outstanding debt under the Company’s senior credit agreement dated June 26, 2019, with Bank of America, NA acting as administrative agent, and the lending parties thereto, as amended (the “Senior Credit Agreement”), and / or under the Second Credit Agreement rank of the Company, as of June 26, 2019, with Bank of America, NA, as administrative agent, party financial institutions as lenders and other agents party thereto (the “Senior Credit Agreement”), and to pay certain Costs Associated with the Refinancing of the Senior Credit Agreement and Senior Credit Agreement that the Company is currently considering for the third quarter of 2021.
The Shares will be offered under the Company’s existing store registration statement on Form S-3 (registration number 333-255122) filed with the Securities and Exchange Commission (the “SEC”). The offer is made by means of a prospectus supplement to the prospectus contained in the registration statement. Before investing in the Shares, potential investors should read the prospectus and the prospectus supplement for more complete information about MoneyGram and the offering. Prospective investors can obtain these documents free of charge by visiting EDGAR on the SEC’s website at www.sec.gov. Alternatively, the Company or BofA will organize, on request, the dispatch of the prospectus. Please direct inquiries to: BofA Securities, Inc. by mail at NC1-004-03-43, 200 North College Street, 3rd Floor, Charlotte, NC 28255-0001, Attention: Prospectus Department, by email at [email protected] or by phone at 1-800-294-1322.
This press release does not constitute an offer to sell or the solicitation of an offer to buy, and there will be no sale of such securities, in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.
About MoneyGram International, Inc.
MoneyGram is at the forefront of the evolution of P2P digital payments. With a focused strategy to mobilize the money movement, a strong culture of fintech innovation, and cutting-edge customer-centric capabilities, MoneyGram has grown to serve nearly 150 million people around the world over the past years. last five years.
The company leverages its modern, mobile, API-based platform and works with the world’s leading brands to serve consumers through MoneyGram Online (MGO), its direct-to-consumer digital business, global retail network and its emerging integrated financing business for corporate clients, MoneyGram as a Service.
For more information, please visit ir.moneygram.com and follow @MoneyGram.
This communication contains forward-looking statements which are protected as forward-looking statements under the Private Securities Litigation Reform Act of 1995, which are not limited to historical facts, but reflect MoneyGram’s current beliefs, expectations or intentions regarding events. future and only speak from the date of their manufacture. Words such as “may”, “could”, “will”, “could”, “should”, “should”, “expect”, “” estimate “,” predict “,” potential “,” in application ”,“ objective ”,“ forecast ”,“ outlook ”,“ continue ”,“ present ”and similar expressions are intended to identify these forward-looking statements. Statements in this communication that are not historical statements are forward-looking statements within the meaning of federal securities laws. Specific forward-looking statements include, among others, statements regarding the Company’s intended use of the products of the ATM program. Forward-looking statements are subject to many risks and uncertainties that are difficult to predict and many of which are beyond MoneyGram’s control, which could cause actual results to differ materially from the results expressed or implied by the statements.
These risks and uncertainties include, but are not limited to:
- the impact of the COVID-19 pandemic or future pandemics on our business, including the potential for work stoppages, blockages, shelter-in-place guidelines or movement restrictions, service delays and decline in business activity and consumers;
- our ability to compete effectively;
- our ability to maintain key agent or biller relationships, or a reduction in the volume of business or transactions of such relationships, including with our largest agent, Walmart, through the introduction of money transfer products white label competitors or otherwise;
- our ability to continue to develop our digital channel, including through our direct-to-consumer digital business, MoneyGram Online;
- a breach of the security or confidentiality of the systems, networks or databases on which we rely;
- current and proposed regulations regarding consumer privacy and data use and security;
- our ability to manage the risk of consumer or agent fraud;
- our ability to refinance or meet the terms and conditions of our credit facilities on or on favorable terms or within anticipated time frames;
- the ability of ourselves and our agents to comply with US and international laws and regulations;
- litigation and regulatory proceedings involving us or our agents and other business relationships, which could result in material settlements, fines or penalties, revocation of required licenses or registrations, termination of contracts, other administrative actions or prosecutions and negative publicity;
- disruptions to our computer systems and data centers and our ability to effectively operate and adapt our technology;
- the ability of us and our agents to maintain adequate banking relationships;
- our ability to successfully develop and introduce new and improved products and services in a timely manner and our investments in new products, services or infrastructure changes;
- our high level of indebtedness and our material debt service obligations, the material requirements of covenants and our ability to comply with these requirements;
- our lower investment grade credit rating;
- our ability to maintain sufficient capital;
- weak economic conditions, both in the United States and in world markets;
- the financial health of certain European countries or the secession of a country from the European Union;
- a significant change, significant slowdown or complete disruption of international migration patterns;
- our ability to manage the risks associated with our international sales and operations, including exchange rates between currencies;
- our offering of money transfer services through agents in politically volatile regions or, in a limited number of cases, which may be subject to certain restrictions by the Office of Foreign Assets Control of the US Department of the Treasury;
- major bank failure or persistent illiquidity of financial markets, or illiquidity of our financial clearing, treasury management and custodial institutions;
- changes in tax laws or adverse results from tax positions we take, or a failure on our part to establish adequate reserves for tax events;
- our ability to manage the credit risks of our agents and clients of official check financial institutions;
- our ability to adequately protect our brand and intellectual property rights and to avoid infringing the rights of others;
- our ability to manage risks associated with operating retail locations and acquiring or starting a business;
- any restructuring actions and cost reduction initiatives that we undertake may not produce the expected results and these actions may adversely affect our business;
- our capital structure; and
- the risks and uncertainties described in the Risk factors and Management report and analysis of the financial position and operating results sections of our annual report on Form 10-K for the year ended December 31, 2020 and our quarterly report on Form 10-Q for the quarter ended March 31, 2021, as well as any additional risk factors that may be described in our other documents filed with the SEC from time to time.
Additional information regarding factors that could cause actual results to differ materially from those of forward-looking statements is contained from time to time in the documents filed by MoneyGram with the SEC. MoneyGram SEC documents can be obtained by contacting MoneyGram, through MoneyGram’s website at ir.moneygram.com, or through the SEC’s electronic data collection and analysis system at www.sec.gov. MoneyGram assumes no obligation to publicly update or revise any forward-looking statement.