0000769993-20-000295.txt : 20200804 0000769993-20-000295.hdr.sgml : 20200804 20200804215951 ACCESSION NUMBER: 0000769993-20-000295 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20200731 FILED AS OF DATE: 20200804 DATE AS OF CHANGE: 20200804 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOLDMAN SACHS GROUP INC CENTRAL INDEX KEY: 0000886982 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31950 FILM NUMBER: 201075438 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 FORMER NAME: FORMER CONFORMED NAME: GOLDMAN SACHS GROUP INC/ DATE OF NAME CHANGE: 20010104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOLDMAN SACHS & CO. LLC CENTRAL INDEX KEY: 0000769993 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31950 FILM NUMBER: 201075439 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 2129021000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 FORMER NAME: FORMER CONFORMED NAME: GOLDMAN SACHS & CO DATE OF NAME CHANGE: 19931102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GSCP VI Advisors, L.L.C. CENTRAL INDEX KEY: 0001394286 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31950 FILM NUMBER: 201075440 BUSINESS ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GS Capital Partners VI Fund, L.P. CENTRAL INDEX KEY: 0001394287 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31950 FILM NUMBER: 201075441 BUSINESS ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GS Advisors VI, L.L.C. CENTRAL INDEX KEY: 0001394288 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31950 FILM NUMBER: 201075442 BUSINESS ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GSCP VI Offshore Advisors, L.L.C. CENTRAL INDEX KEY: 0001394278 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31950 FILM NUMBER: 201075443 BUSINESS ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GS Capital Partners VI Offshore Fund, L.P. CENTRAL INDEX KEY: 0001394285 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31950 FILM NUMBER: 201075444 BUSINESS ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOLDMAN, SACHS MANAGEMENT GP GMBH CENTRAL INDEX KEY: 0001232073 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31950 FILM NUMBER: 201075445 BUSINESS ADDRESS: STREET 1: MESSERTURM STREET 2: FRIEDRICH-EBERT-ANLAGE 49 CITY: FRANKFURT AM MAIN, 2M 60323 STATE: 2M ZIP: 00000 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: MESSERTURM STREET 2: FRIEDRICH-EBERT-ANLAGE 49 CITY: FRANKFURT AM MAIN, 2M 60323 STATE: 2M ZIP: 00000 FORMER NAME: FORMER CONFORMED NAME: GOLDMAN SACHS MANAGEMENT GP GMBH DATE OF NAME CHANGE: 20030509 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GS Capital Partners VI Parallel LP CENTRAL INDEX KEY: 0001386577 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31950 FILM NUMBER: 201075446 BUSINESS ADDRESS: STREET 1: 85 Broad St CITY: New York STATE: NY ZIP: 10004 MAIL ADDRESS: STREET 1: 85 Broad St CITY: New York STATE: NY ZIP: 10004 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GS Capital Partners VI GmbH & Co KG CENTRAL INDEX KEY: 0001386557 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31950 FILM NUMBER: 201075447 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: New York STATE: NY ZIP: 10282 BUSINESS PHONE: 2129021000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: New York STATE: NY ZIP: 10282 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MONEYGRAM INTERNATIONAL INC CENTRAL INDEX KEY: 0001273931 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 161690064 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2828 N. HARWOOD STREET, 15TH FLOOR CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 2149997640 MAIL ADDRESS: STREET 1: 2828 N. HARWOOD STREET, 15TH FLOOR CITY: DALLAS STATE: TX ZIP: 75201 4 1 ownershipdoc07142020032618.xml X0306 4 2020-07-31-04:00 false 0001273931 MONEYGRAM INTERNATIONAL INC MGI 0000886982 GOLDMAN SACHS GROUP INC 200 WEST STREET NEW YORK NY 10282 false false true false 0000769993 GOLDMAN SACHS & CO. LLC 200 WEST STREET NEW YORK NY 10282 false false true false 0001394286 GSCP VI Advisors, L.L.C. 200 WEST STREET NEW YORK NY 10282 false false true false 0001394287 GS Capital Partners VI Fund, L.P. 200 WEST STREET NEW YORK NY 10282 false false true false 0001394288 GS Advisors VI, L.L.C. 200 WEST STREET NEW YORK NY 10282 false false true false 0001394278 GSCP VI Offshore Advisors, L.L.C. 200 WEST STREET NEW YORK NY 10282 false false true false 0001394285 GS Capital Partners VI Offshore Fund, L.P. 200 WEST STREET NEW YORK NY 10282 false false true false 0001232073 GOLDMAN, SACHS MANAGEMENT GP GMBH 200 WEST STREET NEW YORK NY 10282 false false true false 0001386577 GS Capital Partners VI Parallel LP 200 WEST STREET NEW YORK NY 10282 false false true false 0001386557 GS Capital Partners VI GmbH & Co KG 200 WEST STREET NEW YORK NY 10282 false false true false Common Stock, par value $0.01 38202 I See footnotes Series D Part. Conv. Pref. Stk., par value $0.01 2020-07-31-04:00 4 S false 2400 3.49 D Common Stock 300000 68881.9027 I See footnotes. Series D Part. Conv. Pref. Stk., par value $0.01 2020-08-03-04:00 4 S false 3520 3.54 D Common Stock 440000 65361.9012 I See footnotes. Series D Part. Conv. Pref. Stk., par value $0.01 2020-08-04-04:00 4 S false 3000 3.58 D Common Stock 375000 62361.8998 I See footnotes. See Exhibit 99 for text of footnote 1. See Exhibit 99 for text of footnote 2. See Exhibit 99 for text of footnote 3. See Exhibit 99 for text of footnote 4. See Exhibit 99 for text of footnote 5. See Exhibit 99 for text of footnote 6. See Exhibit 99 for text of footnote 7. /s/ Nathan R. Burby, Attorney-in-fact 2020-08-04-04:00 /s/ Nathan R. Burby, Attorney-in-fact 2020-08-04-04:00 /s/ Nathan R. Burby, Attorney-in-fact 2020-08-04-04:00 /s/ Nathan R. Burby, Attorney-in-fact 2020-08-04-04:00 /s/ Nathan R. Burby, Attorney-in-fact 2020-08-04-04:00 /s/ Nathan R. Burby, Attorney-in-fact 2020-08-04-04:00 /s/ Nathan R. Burby, Attorney-in-fact 2020-08-04-04:00 /s/ Nathan R. Burby, Attorney-in-fact 2020-08-04-04:00 /s/ Nathan R. Burby, Attorney-in-fact 2020-08-04-04:00 /s/ Nathan R. Burby, Attorney-in-fact 2020-08-04-04:00 EX-99 2 exhibit1.txt

FOOTNOTES
1. This statement is being filed by The Goldman Sachs Group, Inc.
("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), GSCP VI
Advisors, L.L.C. ("GSCP Advisors"), GS Capital Partners VI Fund,
L.P. ("GS Capital"), GS Advisors VI, L.L.C. ("GS Advisors"),
GSCP VI Offshore Advisors, L.L.C. ("GSCP Offshore Advisors"), GS
Capital Partners VI Offshore Fund, L.P. ("GS Offshore"),
Goldman, Sachs Management GP GmbH ("GS GmbH"), GS Capital
Partners VI Parallel, L.P. ("GS Parallel"), GS Capital Partners
VI GmbH & Co. KG ("GS Germany"), GSMP V Onshore US, Ltd. ("GSMP
Onshore"), GS Mezzanine Partners V Onshore Fund, L.P. ("GS
Mezzanine Onshore"), GS Mezzanine Partners V Onshore Fund,
L.L.C. ("GS Mezzanine Onshore GP"), GSMP V Institutional US,
Ltd. ("GSMP Institutional"), GS Mezzanine Partners V
Institutional Fund, L.P. ("GS Mezzanine Institutional"), GS
Mezzanine Partners V Institutional Fund, L.L.C. ("GS Mezzanine
Institutional GP"), GSMP V Offshore US, Ltd. ("GSMP Offshore"),
GS Mezzanine Partners V Offshore Fund, L.P. ("GS Mezzanine
Offshore"), GS Mezzanine Partners V Offshore Fund, L.L.C. ("GS
Mezzanine Offshore GP") , Broad Street Principal Investments
L.L.C ("BSPI" and, together with the foregoing entities,
the "Reporting Persons").
GS Capital, GS Offshore, GS Parallel, GS Germany, GSMP Onshore,
GSMP Institutional, and GSMP Offshore are referred to herein as
the "GS Investors". Goldman Sachs is a wholly-owned subsidiary
of GS Group. Goldman Sachs also serves as the manager and the
investment manager of certain of the Reporting Persons other
than GS Group. Neither the present filing nor anything contained
herein shall be construed as an admission that any Reporting
Person constitutes a "person" for any purpose other than for
compliance with Section 13(d) of the Securities Exchange Act of
1934, as amended (the "Exchange Act"). Due to the electronic
system's limitation of 10 Reporting Persons per joint filing,
this statement is being filed in duplicate.
2. In accordance with the Amended and Restated Certificate of
Designations, Preferences and Rights of the Series D
Participating Convertible Preferred Stock (the "Series D
Preferred Stock"), the Series D Preferred Stock is convertible
into shares of common stock ("Common Stock") of MoneyGram
International, Inc. (the "Company") by a holder (other than the
Reporting Persons and their affiliates) who receives such shares
by means of (i) a widespread public distribution, (ii) a
transfer to an underwriter for the purpose of conducting a
widespread public distribution, (iii) a transfer in which no
transferee (or group of associated transferees) would receive 2%
or more of any class of voting securities of the Company, or
(iv) a transfer to a transferee that would control more than 50%
of the voting securities of the Company without any transfer
from such transferor or its affiliates, as applicable (each of
(i) - (iv), a "Widely Dispersed Offering"). The number of
shares of Common Stock to be issued upon conversion shall be
determined by multiplying each share of Series D Preferred Stock
by 125. The Series D Preferred Stock is non-voting while held by
the GS Investors or their affiliates, and while held by any
holder who receives such shares by means other than a Widely
Dispersed Offering.
3.Sold pursuant to Rule 144 of the Securities Act of 1933, as
amended.

EX-99 3 exhibit2.txt

4. As of August 4, 2020, GS Group may be deemed to beneficially
own an aggregate of 7,833,436 shares of Common Stock, consisting
of (i) 62,361.8998 shares of Series D Preferred Stock acquired
by the GS Investors on the Recapitalization Closing Date and
currently held by the GS Investors and BSPI, which are
convertible by a holder other than the Reporting Persons or
their affiliates, that receives such shares in a Widely
Dispersed Offering into 7,795,234 shares of Common Stock and
(ii) 38,202 shares of Common Stock acquired by Goldman Sachs or
another wholly-owned broker or dealer subsidiary of GS Group in
ordinary course trading activities, representing in the
aggregate approximately 10.8% of the outstanding Common Stock.

As of August 4, 2020, Goldman Sachs may be deemed to beneficially
own an aggregate of 7,073,507 shares of Common Stock, consisting
of (i) 56,282.4336 shares of Series D Preferred Stock acquired
by the GS Investors on the Recapitalization Closing Date, which
are convertible by a holder other than the Reporting Persons or
their affiliates, that receives such shares in a Widely
Dispersed Offering into 7,035,304 shares of Common Stock and
(ii) 38,202 shares of Common Stock acquired by Goldman Sachs or
another wholly-owned broker or dealer subsidiary of GS Group in
ordinary course trading activities, representing in the
aggregate approximately 9.8% of the outstanding Common Stock.
As of August 4, 2020, GSCP Advisors and GS Capital may each be
deemed to beneficially own an aggregate of 2,830,875 shares of
Common Stock, consisting of 22,647.0034 shares of Series D
Preferred Stock acquired by the GS Investors on the
Recapitalization Closing Date, which are convertible by a
holder, other than the Reporting Persons or their affiliates,
that receives such shares in a Widely Dispersed Offering into
2,830,875 shares of Common Stock, representing in the aggregate
approximately 3.9% of the outstanding Common Stock.
As of August 4, 2020, GSCP Offshore Advisors and GS Offshore may
each be deemed to beneficially own an aggregate of 2,354,623
shares of Common Stock, consisting of 18,836.9842 shares of
Series D Preferred Stock acquired by the GS Investors on the
Recapitalization Closing Date, which are convertible by a
holder, other than the Reporting Persons or their affiliates,
that receives such shares in a Widely Dispersed Offering into
2,354,623 shares of Common Stock, representing in the aggregate
approximately 3.2% of the outstanding Common Stock.
As of August 4, 2020, GS Advisors may be deemed to beneficially
own an aggregate of 879,051 shares of Common Stock, consisting
of 7,032.4130 shares of Series D Preferred Stock acquired by the
GS Investors on the Recapitalization Closing Date, which are
convertible by a holder, other than the Reporting Persons or
their affiliates, that receives such shares in a Widely
Dispersed Offering into 879,051 shares of Common Stock,
representing in the aggregate approximately 1.2% of the
outstanding Common Stock.
As of August 4, 2020, GS Parallel may be deemed to beneficially
own an aggregate of 778,442 shares of Common Stock, consisting
of 6,227.5391shares of Series D Preferred Stock acquired by the
GS Investors on the Recapitalization Closing Date, which are
convertible by a holder, other than the Reporting Persons or
their affiliates, that receives such shares in a Widely
Dispersed Offering into 778,442 shares of Common Stock,
representing in the aggregate approximately 1.1% of the
outstanding Common Stock.
As of August 4, 2020, GS GmbH and GS Germany may each be deemed
to beneficially own an aggregate of 100,609 shares of Common
Stock, consisting of 804.8739 shares of Series D Preferred Stock
acquired by the GS Investors on the Recapitalization Closing
Date, which are convertible by a holder, other than the
Reporting Persons or their affiliates, that receives such shares
in a Widely Dispersed Offering into 100,609 shares of Common
Stock, representing in the aggregate approximately 0.1% of the
outstanding Common Stock.
As of August 4, 2020, GS Mezzanine Onshore GP, GS Mezzanine
Onshore and GSMP Onshore may each be deemed to beneficially own
an aggregate of 370,714 shares of Common Stock, consisting of
2,965.7150 shares of Series D Preferred Stock acquired by the GS
Investors on the Recapitalization Closing Date, which are
convertible by a holder other than the Reporting Persons or
their affiliates, that receives such shares in a Widely
Dispersed Offering into 370,714 shares of Common Stock,
representing in the aggregate approximately 0.5% of the
outstanding Common Stock.
As of August 4, 2020, GS Mezzanine Institutional GP, GS Mezzanine
Institutional and GSMP Institutional may each be deemed to
beneficially own an aggregate of 39,115 shares of Common Stock,
consisting of 312.9226 shares of Series D Preferred Stock
acquired by the GS Investors on the Recapitalization Closing
Date, which are convertible by a holder, other than the
Reporting Persons or their affiliates, that receives such shares
in a Widely Dispersed Offering into 39,115 shares of Common
Stock, representing in the aggregate approximately 0.1% of the
outstanding Common Stock.
As of August 4, 2020, GS Mezzanine Offshore GP, GS Mezzanine
Offshore and GSMP Offshore may each be deemed to beneficially
own an aggregate of 560,924 shares of Common Stock, consisting
of 4,487.3953 shares of Series D Preferred Stock acquired by the
GS Investors on the Recapitalization Closing Date, which are
convertible by a holder, other than the Reporting Persons or
their affiliates, that receives such shares in a Widely
Dispersed Offering into 560,924 shares of Common Stock,
representing in the aggregate approximately 0.8% of the
outstanding Common Stock.
As of August 4, 2020, Broad Street Principal Investments, L.L.C.
may be deemed to beneficially own an aggregate of 545,385 shares
of Common Stock, consisting of 4,363.0855 shares of Series D
Preferred Stock acquired by the GS Investors on the
Recapitalization Closing Date and currently held by BSPI, which
are convertible by a holder, other than the Reporting Persons or
their affiliates, that receives such shares in a Widely
Dispersed Offering into 545,385 shares of Common Stock,
representing in the aggregate approximately 0.8% of the
outstanding Common Stock.
The Reporting Persons disclaim beneficial ownership of the
securities reported herein except to the extent of their
pecuniary interest therein.

EX-99 4 exhibit3.txt

5. Reflects a weighted average sale price of $3.49 per share, at
prices ranging from $3.28 to $3.87 per share.
6. Reflects a weighted average sale price of $3.54 per share, at
prices ranging from $3.37 to $3.66 per share.
7. Reflects a weighted average sale price of $3.58 per share, at
prices ranging from $3.50 to $3.66 per share.