-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Eteoy/zIwyqr+8GfnAWFFVU4ixq1FagSCTVW515Qv33oYboXWj5SxFGoINgHiBcv 9G1xMWyY/XyK8eoCrq+4oQ== 0001181431-05-005226.txt : 20050127 0001181431-05-005226.hdr.sgml : 20050127 20050127191717 ACCESSION NUMBER: 0001181431-05-005226 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050127 FILED AS OF DATE: 20050127 DATE AS OF CHANGE: 20050127 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LEONARD GREEN PARTNERS LP CENTRAL INDEX KEY: 0001175523 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50866 FILM NUMBER: 05555314 MAIL ADDRESS: STREET 1: 11111 SANTA MONICA BLVD STREET 2: STE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GRAND AVENUE CAPITAL CORP CENTRAL INDEX KEY: 0001243604 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50866 FILM NUMBER: 05555315 MAIL ADDRESS: STREET 1: 11111SANTA MONICA BLVD STREET 2: STE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LGP MANAGEMENT INC CENTRAL INDEX KEY: 0001175525 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50866 FILM NUMBER: 05555313 MAIL ADDRESS: STREET 1: 11111 SANTA MONICA BLVD STREET 2: STE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DOLLAR FINANCIAL CORP CENTRAL INDEX KEY: 0001271625 STANDARD INDUSTRIAL CLASSIFICATION: FUNCTIONS RELATED TO DEPOSITORY BANKING, NEC [6099] IRS NUMBER: 232636866 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: DOLLAR FINANCIAL CORP. STREET 2: 1436 LANCASTER AVENUE CITY: BERWYN STATE: PA ZIP: 19312-1288 BUSINESS PHONE: 6102963400 MAIL ADDRESS: STREET 1: 1436 LANCASTER AVE CITY: BERWYN STATE: PA ZIP: 19312 FORMER COMPANY: FORMER CONFORMED NAME: DFG HOLDINGS INC DATE OF NAME CHANGE: 20031128 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Grand Avenue Capital Partners, L.P. CENTRAL INDEX KEY: 0001315606 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50866 FILM NUMBER: 05555312 BUSINESS ADDRESS: STREET 1: 11111 SANTA MONICA BOULEVARD STREET 2: SUITE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 310-954-0444 MAIL ADDRESS: STREET 1: 11111 SANTA MONICA BOULEVARD STREET 2: SUITE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GREEN EQUITY INVESTORS II LP CENTRAL INDEX KEY: 0000926968 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50866 FILM NUMBER: 05555316 BUSINESS ADDRESS: STREET 1: 11111 SANTA MONIC BLVD STREET 2: SUITE CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 949 451 3870 MAIL ADDRESS: STREET 1: 11111 SANTA MONICA BLVD STREET 2: SUITE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 3 1 rrd48945.xml GEI II - DOLLAR IPO X0202 3 2005-01-27 0 0001271625 DOLLAR FINANCIAL CORP DLLR 0000926968 GREEN EQUITY INVESTORS II LP 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES CA 90025 0 0 1 0 0001243604 GRAND AVENUE CAPITAL CORP 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES CA 90025 0 0 1 0 0001175523 LEONARD GREEN PARTNERS LP 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES CA 90025 0 0 1 0 0001175525 LGP MANAGEMENT INC 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES CA 90025 0 0 1 0 0001315606 Grand Avenue Capital Partners, L.P. 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES CA 90025 0 0 1 0 Common Stock, par value $0.001 per share 7223290 D Prior to consummation of the Issuer's initial public offering of its common stock, par value $0.001 per share (the "Common Stock"), the Common Stock will undergo a 555-for-1 split. The amount of securities beneficially owned by the reporting persons reported on this Form 3 reflects the number of shares of Common Stock that the reporting persons will beneficially own upon consummation of the stock split. Green Equity Investors II, L.P. ("GEI") is the direct owner of 7,223,290 shares of Common Stock of the Issuer (the "Shares"). Grand Avenue Capital Partners, L.P. ("GACP") is the general partner of GEI. Grand Avenue Capital Corporation ("GACC") is the general partner of GACP. Leonard Green & Partners, L.P. ("LGP") is the management company of GEI. LGP Management, Inc. ("LGPM") is the general partner of LGP. Each of GACP, GACC, LGP and LGPM, directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owners of the Shares owned by GEI and, therefore, a "ten percent holder" hereunder. Each of GACP, GACC, LGP and LGPM disclaims beneficial ownership of the Shares reported herein, except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes. Exhibit List: Exhibit 24 -- Power of Attorney /s/ Jonathan D. Sokoloff, as Vice President of Grand Avenue Capital Partners, L.P., General Partner of Green Equity Investors II, L.P. 2005-01-27 /s/ Jonathan D. Sokoloff, as Vice President of Grand Avenue Capital Corporation, General Partner of Grand Avenue Capital Partners, L.P. 2005-01-27 /s/ Jonathan D. Sokoloff, as Vice President of Grand Avenue Capital Corporation 2005-01-27 /s/ Jonathan D. Sokoloff, as Vice President of LGP Management, Inc., General Partner of Leonard Green & Partners, L.P. 2005-01-27 /s/ Jonathan D. Sokoloff, as Vice President of LGP Management, Inc. 2005-01-27 EX-24. 2 rrd40249_63092.htm POWER OF ATTORNEY rrd40249_63092.html
EXHIBIT 24


POWER OF ATTORNEY


Know all by these presents, that each of the undersigned hereby constitutes and
appoints each of Julia Chang and Lily Chang, signing singly and not jointly, the
undersigned's true and lawful attorney-in-fact to:


(1)  execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer, director or ten percent stockholder of Dollar Financial Corp.
(the "Issuer"), Forms 3, 4, and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934, as amended, and the rules thereunder;


(2)  do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4, or 5
and timely file such form with the United States Securities and Exchange
Commission and any stock exchange or similar authority; and


(3)  take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.


The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Issuer assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934, as amended.


This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Issuer,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.



IN WITNESS WHEREOF, each of the undersigned has caused this Power of Attorney to
be executed as of this 27th day of January, 2005.


Green Equity Investors II, L.P.
By: Grand Avenue Capital Partners, L.P., its General Partner
By:	/s/ Jonathan Sokoloff
Name:	Jonathan Sokoloff
Title:	Vice President


Grand Avenue Capital Partners, L.P.
By: Grand Avenue Capital Corporation, its General Partner
By:	/s/ Jonathan Sokoloff
Name:	Jonathan Sokoloff
Title:	Vice President


Grand Avenue Capital Corporation
By:	/s/ Jonathan Sokoloff
Name:	Jonathan Sokoloff
Title:	Vice President


Leonard Green & Partners, L.P.
By: LGP Management, Inc., its General Partner
By:	/s/ Jonathan Sokoloff
Name:	Jonathan Sokoloff
Title:	Vice President


LGP Management, Inc.
By:	/s/ Jonathan Sokoloff
Name:	Jonathan Sokoloff
Title:	Vice President


/s/ Jonathan Sokoloff
Jonathan Sokoloff


/s/ Jonathan Seiffer
Jonathan Seiffer


/s/ Michael Solomon
Michael Solomon


-----END PRIVACY-ENHANCED MESSAGE-----