Form 8-K MONEYGRAM INTERNATIONAL For: Oct 31

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event Reported): October 31, 2014

MoneyGram International, Inc.
(Exact Name of Registrant as Specified in Charter)

Registrant's telephone number, including area code: (214) 999-7552

Not applicable
(Former name or former address, if changed since last report)

Item 2.02. Results of Operations and Financial Condition.

On October 31, 2014, MoneyGram International, Inc. issued a press release reporting financial results for its third quarter ended September 30, 2014. A copy of the press release is furnished herewith as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

EXHIBIT 99.1

MoneyGram International Delivers Self-Service Growth in Third Quarter 2014 Results

Self-service money transfer transactions grew 47 percent

• Achieved strong U.S. outbound transaction and revenue growth of 15 percent
• Launched account deposit to leading banks in China with UnionPay International
• Reached securities settlement for gain of $15.8 million in October
• Announces new lower prices at all locations for U.S.-to-U.S. transfers

DALLAS, TX Oct. 31, 2014 (GLOBE NEWSWIRE) -- MoneyGram (NASDAQ: MGI), a leading money transfer company, today reported financial results for its third quarter ending September 30, 2014.

Money Transfer Highlights

• Money transfer revenue decreased to $314.4 million, representing a decline of 6 percent over the prior year on a reported and constant currency basis.
• Money transfer transactions decreased 3 percent over the prior year, derived from:
  • 37 percent decline in U.S.-to-U.S. transactions
  • 15 percent growth in U.S. outbound transactions
  • 8 percent growth in Non-U.S. send transactions, a slowdown from the second quarter due to the challenging economic, geopolitical and regulatory environment in certain markets.
• MoneyGram's transaction volume and revenue has been negatively impacted due to Walmart's white-label product. For the quarter, the Company reported a 57 percent decline in U.S.-to-U.S. transactions originated at Walmart and a 60 percent decline in revenue versus the prior year. MoneyGram announced today new low prices for U.S.-to-U.S. transfers; $11.50 or less for most transactions available at all U.S. locations.
• Excluding U.S.-to-U.S. transactions originated at Walmart:
  • Money transfer revenue increased 6 percent on a reported basis and 7 percent on a constant currency basis
  • Money transfer transactions increased 11 percent
  • U.S.-to-U.S. sends increased 7 percent.
• In the U.S.-to-Mexico market, MoneyGram now has 13 percent market share and delivered 17 percent transaction growth in the quarter.
• Ace Cash Express, a 25-year partner, signed a seven-year extension to provide money transfer, bill payment, and money orders at its 1,400 locations.
• MoneyGram solidified its core business in Europe as well, renewing relationships with:
  • Kaah Express, a regional money transfer partner in Germany
  • Unicredit Tiriac Bank, a leading financial institution in Romania
  • Novacambios, a significant exchange house in Portugal.
• Global agent locations increased to 347,000, a net addition of 2,000 locations from the end of the second quarter. MoneyGram has added 13,000 locations to its network over the past year.
• New agent contracts were signed with:
  • Government Savings Bank of Thailand, a 100 year old institution with over 1,000 branches
  • Pubali Bank, the largest public bank in Bangladesh with over 400 locations
  • Dialog, a mobile provider in Sri Lanka with over 8 million customers, bringing money transfer to their retail locations
  • Waldo's Mart, a small format retailer with over 300 discount stores in Mexico.
• During the quarter, the Company completed two acquisitions:
  • MTI Money Transfer Limited, which strengthens MoneyGram's direct retail network and sales force in seven European countries
  • Assets of Nexxo Financial Corporation, which enables MoneyGram to vertically integrate the technology driving its industry-leading money transfer kiosks. Additionally, the Company now offers an alternative financial services processing platform to banks and retailers. This multi-channel platform provides an integrated suite of alternative financial services, including check cashing, prepaid cards, money transfer, bill payments and money orders.

Self-Service Highlights

• Self-service money transfer transactions grew 47 percent, representing 10 percent of money transfer transactions. Revenue from self-service grew 36 percent over the prior year, representing 8 percent of money transfer revenue.
• MoneyGram Online transactions increased 34 percent and revenue was up 30 percent over the prior year. Growth was driven by increased activity from returning customers and 160,000 new active customers.
• MoneyGram continues to transform the industry by offering services through kiosks dedicated to alternative financial services. In Australia, a new agreement was signed to bring staging kiosks to select United Petroleum convenience stores.
• Account deposit services were launched to send funds into bank accounts in China and to M-PESA wallets in Kenya. The new account deposit service with UnionPay International in China will allow transfers into the country's largest banks. Through MoneyGram, consumers can now send money directly into bank accounts in three of the world's largest remittance receive markets - China, Mexico and the Philippines plus the largest mobile wallet providers in the world.

Financial Highlights

• Total revenue for the third quarter was $358.0 million, a decrease of 7 percent on both a reported and constant currency basis compared to the prior year. Total year-to-date revenue grew 1 percent on a constant currency basis.
• The Company reported EBITDA of $44.5 million, and pre-tax income of $4.7 million. Results were impacted by:
  • $7.8 million of expenses related to reorganization and restructuring costs
  • $7.1 million of expenses related to the compliance enhancement program
  • $4.5 million of stock-based and contingent performance compensation expense
  • $3.7 million of expenses related to direct monitor costs
  • $3.5 million of loss related to an agent closure
  • $0.9 million of legal expenses related to certain matters.
• Adjusted EBITDA for the third quarter was $72.0 million, down 6 percent on a reported basis and 7 percent on a constant currency basis. Year-to-date Adjusted EBITDA declined 3 percent on a constant currency basis.
• Adjusted EBITDA margin was 20.1 percent, up slightly from 20.0 percent in the prior year.
• Diluted loss per common share was $0.05. Adjusted diluted earnings per share was $0.22 down from $0.34 in the prior year.
• Adjusted free cash flow for the quarter was $8.2 million.
• During the quarter, the Company utilized $9.1 million of excess cash to repurchase 643 thousand shares, approximately 1 percent of shares outstanding.

"MoneyGram's revenue growth was impacted by U.S.-to-U.S. white label competition, and we are taking action to position MoneyGram for the future with new lower prices in the U.S. By launching a nationwide multi-channel marketing campaign, we are confident we will regain our momentum in this market. The challenging economic, geopolitical and regulatory environment has dampened our growth in certain parts of the world. However, the strength of our network is evident as reflected in our U.S. Outbound growth of 15 percent, the twelfth consecutive quarter of double-digit transaction growth," said Pamela H. Patsley, MoneyGram's chairman and CEO. "We remain focused on our global transformation program designed to reduce our cost base, enhance our leading compliance systems, and accelerate growth in our self-service products. We are executing well and are pleased with the progress we have made on these initiatives."

Balance Sheet and Adjusted Free Cash Flow Highlights

MoneyGram ended the quarter with assets in excess of payment service obligations of $320.7 million and outstanding debt principal of $966.6 million. Interest expense was $11.6 million in the quarter, up $1.6 million from the prior year. Adjusted free cash flow was $8.2 million for the quarter, down from last year as a result of investments in the global transformation program and increased signing bonus payments. Cash used for capital expenditures was $25.2 million, primarily related to the global transformation program. Signing bonus payments were $23.4 million, cash interest expense was $10.7 million and cash taxes were $4.5 million in the quarter.

Global Transformation Program Highlights

In the third quarter, the Company incurred total outlays of $14.6 million as part of our compliance enhancement program, comprised of $7.1 million in operating expense and capital expenditures of $7.5 million. Total cash outlay projections for the compliance enhancement program remain unchanged at $80 to $90 million over the next three years.

As previously announced the Company anticipates incurring $30 to $40 million in cash outlays through 2015 for reorganization and restructuring costs. These activities are estimated to generate annualized pre-tax cost savings of approximately $15 to $20 million on a run-rate basis exiting 2015. In the third quarter, total restructuring and reorganization expenses were $7.8 million.

Outlook

Because of the introduction of lower prices, the Company is removing its previous guidance.�For the fourth quarter, the�Company estimates Adjusted EBITDA to be between $60 and $65 million due to the anticipated impact from lower prices, the associated marketing expense and softness in certain geographies.

Non-GAAP Measures

In addition to results presented in accordance with GAAP, this press release and related tables include certain non-GAAP financial measures, including a presentation of EBITDA (earnings before interest, taxes, depreciation and amortization, including agent signing bonus amortization), adjusted EBITDA (EBITDA adjusted for significant items), adjusted EBITDA margin and adjusted free cash flow (adjusted EBITDA less cash interest expense, cash tax expense, cash payments for capital expenditures and agent signing bonuses), constant currency measures, adjusted diluted earnings per share and adjusted net income. In addition, we also present adjusted operating income and adjusted operating margin for our two reporting segments. The following tables include a full reconciliation of non-GAAP financial measures to the related GAAP financial measures. The equivalent GAAP financial measures for projected results are not provided as we are not able to predict results inclusive of currency changes.

We believe that these non-GAAP financial measures provide useful information to investors because they are an indicator of the strength and performance of ongoing business operations, including our ability to service debt and fund capital expenditures, acquisitions and operations. These calculations are commonly used as a basis for investors, analysts and credit rating agencies to evaluate and compare the operating performance and value of companies within our industry. Finally, EBITDA, adjusted EBITDA, adjusted EBITDA margin, adjusted free cash flow, constant currency, adjusted diluted earnings per share and adjusted net income figures are financial measures used by management in reviewing results of operations, forecasting, assessing cash flow and capital, allocating resources or establishing employee incentive programs. Although MoneyGram believes the above non-GAAP financial measures enhance investors' understanding of its business and performance, these non-GAAP financial measures should not be considered an exclusive alternative to accompanying GAAP financial measures.

Description of Tables

Table One  Consolidated Statements of Operations
Table Two  Segment Results
Table Three  Segment Reconciliations
Table Four  EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin and Adjusted Free Cash Flow
Table Five  Consolidated Balance Sheets
Table Six  Assets in Excess of Payment Service Obligations
Table Seven  Constant Currency Measures
Table Eight  Adjusted Net Income and Adjusted Diluted EPS

Conference Call

MoneyGram International will host a conference call today at 9 a.m. ET, 8 a.m. CT, to discuss its third quarter results. Pamela H. Patsley, chairman and chief executive officer, will host the call.

Participant Dial-In Numbers:

About MoneyGram International, Inc.

MoneyGram, a leading money transfer company, provides essential financial services to consumers who are not fully served by traditional financial institutions. MoneyGram offers money transfer services worldwide through a global network of 347,000 agent locations - including retailers, international post offices and financial institutions - in more than 200 countries and territories. MoneyGram�also offers bill payment services, issues money orders and processes official checks.

Forward Looking Statements

This release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements with respect to, among other things, the financial condition, results of operations, plans, objectives, future performance and business of MoneyGram and its subsidiaries. Forward-looking statements can be identified by words such as "believes," "estimates," "expects," "projects," "plans," "will," "should," "could," "would," "goals," "anticipates" and other similar expressions. These forward-looking statements speak only as of the date they are made, and MoneyGram undertakes no obligation to publicly update or revise any forward-looking statement, except as required by federal securities law. These forward-looking statements are based on management's current expectations and are subject to certain risks, uncertainties and changes in circumstances due to a number of factors. These factors include, but are not limited to: our ability to compete effectively; our ability to maintain key agent or biller relationships, or a reduction in business or transaction volume from these relationships, including our largest agent, Walmart, whether through the recent introduction by Walmart of a competing "white label" branded money transfer product or otherwise; the success of our new U.S.-to-U.S. pricing strategy; our ability to manage fraud risks from consumers or agents; the ability of us and our agents to comply with U.S. and international laws and regulations; litigation or investigations involving us or our agents, including the outcome of ongoing investigations by several state governments, which could result in material settlements, fines or penalties; uncertainties relating to compliance with and the impact of the deferred prosecution agreement entered into with the U.S. federal government and the effect of the deferred prosecution agreement on our reputation and business; 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 restrictions by the Office of Foreign Assets Control; changes in tax laws or an unfavorable outcome with respect to the audit of our tax returns or tax positions, or a failure by us to establish adequate reserves for tax events; our substantial debt service obligations, significant debt covenant requirements and credit ratings; sustained financial market illiquidity, or illiquidity at our clearing, cash management and custodial financial institutions; our significant exposure to loss in the event of a major bank failure or a loss of liquidity in the bank deposit market; the ability of us and our agents to maintain adequate banking relationships; concerns regarding the financial health of certain European countries; a security or privacy breach in our facilities, networks or databases; disruptions to our computer network systems and data centers; continued weakness in economic conditions, in both the U.S. and global markets; weakened consumer confidence in our business or money transfers generally; a significant change, material slow down or complete disruption of international migration patterns; our ability to manage credit risks from our retail agents and official check financial institution customers; our ability to retain partners to operate our official check and money order businesses; our ability to successfully develop and timely introduce new and enhanced products and services or investments in unsuccessful new products, services or infrastructure changes; our ability to manage risks associated with our international sales and operations; our ability to adequately protect our brand and intellectual property rights and to avoid infringing on the rights of others; our ability to attract and retain key employees; our ability to manage risks related to the operation of retail locations and the acquisition or start-up of businesses; our ability to maintain effective internal controls; our capital structure and the special voting rights provided to designees of Thomas H. Lee Partners, L.P. on our Board of Directors; whether we will be able to implement the global reorganization and restructuring initiative as planned; whether the expected amount of costs associated with such initiative will exceed our forecasts; whether we will be able to realize the full amount of estimated savings from such initiative; and the risks and uncertainties described in the "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" sections of MoneyGram's public reports filed with the SEC, including MoneyGram's annual report on Form 10-K for the year ended December 31, 2013 and its Form 10-Q for the quarters ended March 31, 2014 and June 30, 2014.

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CONTACT: MoneyGram International, Inc.
         Investor Relations:
         Eric Dutcher, 214-999-7508
         [email protected]
         
         Media Relations:
         214-303-9923
         [email protected]

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