Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2022 | Aug. 03, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2022 | |
Entity File Number | 001-31950 | |
Entity Registrant Name | MONEYGRAM INTERNATIONAL, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 16-1690064 | |
Entity Address, Address Line One | 2828 N. Harwood St., 15th Floor | |
Entity Address, City or Town | Dallas | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75201 | |
City Area Code | 214 | |
Local Phone Number | 999-7552 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Common stock, $0.01 par value | |
Trading Symbol | MGI | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 96,351,980 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0001273931 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
ASSETS | ||
Cash and cash equivalents | $ 117.4 | $ 155.2 |
Settlement assets | 3,654.1 | 3,591.4 |
Property and equipment, net | 131 | 133.9 |
Goodwill | 442.2 | 442.2 |
Right-of-use asset, operating lease | 47.1 | 52.6 |
Other assets | 112.9 | 101.2 |
Total assets | 4,504.7 | 4,476.5 |
LIABILITIES | ||
Payment service obligations | 3,654.1 | 3,591.4 |
Debt, net | 786 | 786.7 |
Pension and other postretirement benefits | 65.3 | 67.1 |
Lease liability - operating | 50.2 | 56.3 |
Accounts payable and other liabilities | 134 | 160 |
Total liabilities | 4,689.6 | 4,661.5 |
COMMITMENTS AND CONTINGENCIES (NOTE 11) | ||
STOCKHOLDERS' DEFICIT | ||
Common stock, $0.01 par value, 162,500,000 shares authorized, 98,568,391 and 92,305,011 shares issued, 96,368,394 and 90,725,982 shares outstanding at June 30, 2022 and December 31, 2021, respectively | 1 | 0.9 |
Additional paid-in capital | 1,408.3 | 1,400.3 |
Retained loss | (1,505.3) | (1,513.4) |
Accumulated other comprehensive loss | (72.3) | (62.8) |
Treasury stock: 2,199,997 and 1,579,029 shares at June 30, 2022 and December 31, 2021, respectively | 16.6 | 10 |
Total stockholders' deficit | (184.9) | (185) |
Total liabilities and stockholders' deficit | $ 4,504.7 | $ 4,476.5 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Authorized | 162,500,000 | 162,500,000 |
Issued | 98,568,391 | 92,305,011 |
Common Stock, Shares, Outstanding | 96,368,394 | 90,725,982 |
Treasury Stock | 2,199,997 | 1,579,029 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Income Statement [Abstract] | ||||
Fee and other revenue | $ 324.5 | $ 327.3 | $ 630 | $ 635.4 |
Investment revenue | 5.1 | 2 | 7.2 | 4 |
Total revenue | 329.6 | 329.3 | 637.2 | 639.4 |
COST OF REVENUE | ||||
Commissions and other fee expense | 156.5 | 161.3 | 305.2 | 311.2 |
Investment commissions expense | 2.4 | 0.2 | 2.8 | 0.4 |
Direct transaction expense | 13.8 | 16.2 | 26.1 | 31.4 |
Total cost of revenue | 172.7 | 177.7 | 334.1 | 343 |
GROSS PROFIT | ||||
Gross Profit, Total | 156.9 | 151.6 | 303.1 | 296.4 |
OPERATING EXPENSES | ||||
Compensation and benefits | 59.3 | 59 | 115.8 | 121.2 |
Transaction and operations support | 53.3 | 40.3 | 98.4 | 83.7 |
Occupancy, equipment and supplies | 15.1 | 16.3 | 29.6 | 31.8 |
Depreciation and amortization | 12.1 | 14.1 | 24.3 | 29.4 |
Total operating expenses | 139.8 | 129.7 | 268.1 | 266.1 |
OPERATING INCOME | 17.1 | 21.9 | 35 | 30.3 |
Other expenses | ||||
Interest expense | 12.1 | 22.5 | 23 | 44.8 |
Loss on early extinguishment of debt | 0 | 10.3 | 0 | 10.3 |
Other non-operating expense | 1.1 | 0.8 | 2 | 1.8 |
Total other expenses | 13.2 | 33.6 | 25 | 56.9 |
Income (loss) before income taxes | 3.9 | (11.7) | 10 | (26.6) |
Income tax expense (benefit) | 0.8 | (0.6) | 1.8 | (0.1) |
NET INCOME (LOSS) | $ 3.1 | $ (11.1) | $ 8.2 | $ (26.5) |
EARNINGS (LOSS) PER COMMON SHARE | ||||
Basic (usd per share) | $ 0.03 | $ (0.13) | $ 0.09 | $ (0.32) |
Diluted (usd per share) | $ 0.03 | $ (0.13) | $ 0.08 | $ (0.32) |
Basic | 96.6 | 87.2 | 96.2 | 83.4 |
Diluted (in shares) | 100.2 | 87.2 | 100 | 83.4 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
NET INCOME (LOSS) | $ 3.1 | $ (11.1) | $ 8.2 | $ (26.5) |
OTHER COMPREHENSIVE (LOSS) INCOME | ||||
Net change in unrealized holding gain on available-for-sale securities arising during the period, net of tax expense of $0.0 and $0.0 for the three months ended June 30, 2022 and 2021, respectively, and $0.0 and $0.1 for the six months ended June 30, 2022 and 2021, respectively | 0 | 0.1 | 0.1 | 0.4 |
Net change in pension liability due to amortization of prior service credit and net actuarial loss, net of tax benefit of $0.2 and $0.2 for the three months ended June 30, 2022 and 2021, respectively, and $0.3 and $0.3 for six months ended June 30, 2022 and 2021, respectively | 0.5 | 0.5 | 0.9 | 1 |
Unrealized non-U.S. dollar translation adjustments, net of tax expense of $0.0 and $0.0 for the three months ended June 30, 2022 and 2021, respectively, and $0.0 and $0.0 for the six months ended June 30, 2022 and 2021, respectively | (8.7) | 2.6 | (10.5) | (3.2) |
Other comprehensive (loss) income | (8.2) | 3.2 | (9.5) | (1.8) |
COMPREHENSIVE LOSS | $ (5.1) | $ (7.9) | $ (1.3) | $ (28.3) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive (Loss) Income (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
OCI, Debt Securities, Available-for-Sale, Unrealized Holding Gain (Loss), before Adjustment, Tax | $ 0 | $ 0 | $ 0 | $ (0.1) |
Net change in pension liability, tax | 0.2 | 0.2 | 0.3 | 0.3 |
Unrealized foreign currency translation gains (losses), tax | $ 0 | $ 0 | $ 0 | $ 0 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
NET INCOME (LOSS) | $ 8,200,000 | $ (26,500,000) |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Depreciation and amortization | 24,300,000 | 29,400,000 |
Signing bonus amortization | 27,400,000 | 29,000,000 |
Change in right-of-use assets | 5,600,000 | 2,700,000 |
Amortization of debt discount and debt issuance costs | 1,300,000 | 5,800,000 |
Loss on early extinguishment of debt | 0 | 10,300,000 |
Non-cash compensation and pension expense | 9,700,000 | 5,300,000 |
Signing bonus payments | (21,600,000) | (22,700,000) |
Change in other assets | (26,600,000) | 5,200,000 |
Change in lease liabilities | (5,700,000) | (3,700,000) |
Change in accounts payable and other liabilities | (25,400,000) | (79,700,000) |
Other non-cash items, net | (300,000) | 0 |
Net cash used in operating activities | (3,100,000) | (44,900,000) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Payments for capital expenditures | (22,400,000) | (21,200,000) |
Proceeds from available-for-sale investments | 300,000 | 500,000 |
Purchases of interest-bearing investments | (369,100,000) | (210,800,000) |
Proceeds from interest-bearing investments | 368,000,000 | 209,400,000 |
Purchase of equity investments | (4,000,000) | 0 |
Net cash used in investing activities | (27,200,000) | (22,100,000) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Prepayment call premium | 0 | (4,000,000) |
Principal payments on debt | (2,000,000) | (103,200,000) |
Increase (Decrease) in receivables, net | (350,400,000) | (31,800,000) |
Increase (Decrease) in payment service obligations | 62,700,000 | (95,700,000) |
Net proceeds from stock issuance | 0 | 97,600,000 |
Payments to tax authorities for stock-based compensation | (6,600,000) | (3,600,000) |
Net cash used in financing activities | (296,300,000) | (140,700,000) |
NET CHANGE IN CASH AND CASH EQUIVALENTS AND SETTLEMENT CASH AND CASH EQUIVALENTS | (326,600,000) | (207,700,000) |
CASH AND CASH EQUIVALENTS AND SETTLEMENT CASH AND CASH EQUIVALENTS—Beginning of year | 2,050,900,000 | 2,079,300,000 |
CASH AND CASH EQUIVALENTS AND SETTLEMENT CASH AND CASH EQUIVALENTS—End of period | 1,724,300,000 | 1,871,600,000 |
Supplemental Cash Flow Information [Abstract] | ||
Cash payments for interest | 22,500,000 | 39,000,000 |
Cash payments (refunds) for taxes, net | 6,300,000 | (1,200,000) |
Cash and cash equivalents | 117,400,000 | 117,000,000 |
Settlement Cash and Cash Equivalents | 1,606,900,000 | 1,754,600,000 |
Cash and Cash Equivalents and Settlement Cash and Cash Equivalents | $ 1,724,300,000 | $ 1,871,600,000 |
Consdensed Consolidated Stateme
Consdensed Consolidated Statements of Stockholders' Deficit - USD ($) $ in Millions | Total | Common Stock | Additional Paid-In Capital | Retained Loss | Accumulated Other Comprehensive Loss | Treasury Stock |
Beginning Balance at Dec. 31, 2020 | $ (237) | $ 0.7 | $ 1,296 | $ (1,475.3) | $ (58.4) | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net (loss) income | (15.4) | (15.4) | ||||
Stock-based compensation activity | (1.8) | 1.9 | (0.1) | (3.6) | ||
Exercise of lender warrants | 0 | 0.1 | (0.1) | 0 | ||
Other comprehensive loss | (5) | (5) | ||||
Ending Balance at Mar. 31, 2021 | (259.2) | 0.8 | 1,297.8 | (1,490.8) | (63.4) | 3.6 |
Beginning Balance at Dec. 31, 2020 | (237) | 0.7 | 1,296 | (1,475.3) | (58.4) | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net (loss) income | (26.5) | |||||
Ending Balance at Jun. 30, 2021 | (168.2) | 0.9 | 1,396.7 | (1,501.9) | (60.2) | (3.7) |
Beginning Balance at Mar. 31, 2021 | (259.2) | 0.8 | 1,297.8 | (1,490.8) | (63.4) | 3.6 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net (loss) income | (11.1) | (11.1) | ||||
Stock-based compensation activity | 1.3 | 1.4 | 0 | (0.1) | ||
Other comprehensive loss | 3.2 | 3.2 | ||||
Ending Balance at Jun. 30, 2021 | (168.2) | 0.9 | 1,396.7 | (1,501.9) | (60.2) | (3.7) |
Beginning Balance at Dec. 31, 2021 | (185) | 0.9 | 1,400.3 | (1,513.4) | (62.8) | (10) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net (loss) income | 5.1 | 5.1 | ||||
Stock-based compensation activity | (3.3) | 2.8 | 0 | (6.1) | ||
Exercise of lender warrants | 0.2 | 0.1 | 0 | 0.1 | ||
Other comprehensive loss | (1.3) | (1.3) | ||||
Ending Balance at Mar. 31, 2022 | (184.3) | 1 | 1,403.1 | (1,508.3) | (64.1) | 16 |
Beginning Balance at Dec. 31, 2021 | (185) | 0.9 | 1,400.3 | (1,513.4) | (62.8) | (10) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net (loss) income | 8.2 | |||||
Ending Balance at Jun. 30, 2022 | (184.9) | 1 | 1,408.3 | (1,505.3) | (72.3) | (16.6) |
Beginning Balance at Mar. 31, 2022 | (184.3) | 1 | 1,403.1 | (1,508.3) | (64.1) | 16 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net (loss) income | 3.1 | 3.1 | ||||
Stock-based compensation activity | 4.5 | 5.2 | (0.1) | (0.6) | ||
Other comprehensive loss | (8.2) | (8.2) | ||||
Ending Balance at Jun. 30, 2022 | $ (184.9) | $ 1 | $ 1,408.3 | $ (1,505.3) | $ (72.3) | $ (16.6) |
Description of the Business and
Description of the Business and Basis of Presentation | 6 Months Ended |
Jun. 30, 2022 | |
Description of the Business and Basis of Presentation [Abstract] | |
Description of the Business and Basis of Presentation | References to "MoneyGram," the "Company," "we," "us" and "our" are to MoneyGram International, Inc. and its subsidiaries. Nature of Operations — MoneyGram offers products and services under its two reporting segments: GFT and FPP. The GFT segment provides global money transfer services and bill payment services to consumers through two primary distribution channels: retail and digital. Through our Retail Channel, we offer services through third-party agents, including retail chains, independent retailers, post offices and other financial institutions. Additionally, we have limited Company-operated retail locations. We offer services through MGO, digital partnerships, direct transfers to bank accounts, mobile wallets and card solutions, such as Visa Direct, as part of our Digital Channel. The FPP segment provides official check outsourcing services and money orders through financial institutions and agent locations. Basis of Presentation — The accompanying unaudited Condensed Consolidated Financial Statements of MoneyGram are prepared in conformity with U.S. GAAP for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. The Condensed Consolidated Balance Sheets are unclassified due to the timing uncertainty surrounding the payment of settlement obligations. The Condensed Consolidated Financial Statements include all adjustments of a normal recurring nature that, in the opinion of management, are necessary in order to make the financial statements not misleading. Impact of COVID-19 Pandemic On Our Financial Statements — The global spread of COVID-19 and the unprecedented impact of the COVID-19 pandemic is complex and ever-evolving. In March 2020, the World Health Organization declared COVID-19 a global pandemic and recommended extensive containment and mitigation measures worldwide. The outbreak reached all regions in which we do business, and governmental authorities around the world implemented numerous measures attempting to contain and mitigate the effects of the virus, including travel bans and restrictions, border closings, quarantines, shelter-in-place orders, shutdowns, limitations or closures of non-essential businesses, school closures and social distancing requirements. The global spread of COVID-19 and its subsequent variants, in combination with the government actions taken in response to the virus have caused and may continue to cause, significant economic and business disruption, volatility, financial uncertainty and a continued significant global economic downturn. This has had and may continue to have, a negative impact on the mobility of the global workforce, our agents, customers, consumer spending and global financial markets. Even after the initial impact of the COVID-19 pandemic has subsided, we may continue to experience adverse impacts to our business as a result of inflation, economic weakness and lower disposable income. Therefore, the Company cannot reasonably estimate the future impact at this time. There were no other material impacts to our unaudited Condensed Consolidated Financial Statements as of and for the periods ended June 30, 2022, based on the Company's assessment of its estimates. As additional information becomes available to us, our future assessment of these estimates, including our expectations at the time regarding the duration, scope and severity of the pandemic, as well as other factors, could materially and adversely impact our Consolidated Financial Statements in the future. Use of Estimates — The preparation of these financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates and assumptions are based on historical experience, future expectations, impact of the COVID-19 pandemic and other factors and assumptions the Company believes to be reasonable under the circumstances. These estimates and assumptions are reviewed on an ongoing basis and are revised when necessary. Changes in estimates are recorded in the period of change. Actual amounts may differ from these estimates. Principles of Consolidation — The Condensed Consolidated Financial Statements include the accounts of MoneyGram International, Inc. and its subsidiaries. Intercompany profits, transactions and account balances have been eliminated in consolidation. Recently Adopted Accounting Standards — In May 2021, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2021-04, Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options (a consensus of the FASB Emerging Issues Task Force) . The ASU clarifies and reduces diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options, warrants for instance, that remain equity classified after modification or exchange. The ASU provides guidance that will clarify whether an issuer should account for a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange as (1) an adjustment to equity and, if so, the related earnings per share effects, if any, or (2) an expense and, if so, the manner and pattern of recognition. The new guidance is effective for annual and interim periods beginning after December 15, 2021, and early adoption is permitted, including adoption in an interim period. The adoption of ASU 2021-04 does not have a material impact on our Condensed Consolidated Financial Statements. Recently Issued Accounting Standards and Related Developments Not Yet Adopted — In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity's Own Equity . This ASU changes how entities account for convertible instruments and contracts in an entity's own equity and simplifies the accounting for convertible instruments by removing certain separation models for convertible instruments. This ASU also modifies the guidance on diluted earnings per share calculations. The amendments are effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. The adoption of ASU 2020-06 is not expected to have a material impact on our Condensed Consolidated Financial Statements. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . The amendments in this ASU provide, if certain criteria are met, optional expedients and exceptions for applying the U.S. GAAP requirements for contract modifications, hedging relationships and sales or transfers of debt securities that reference the London Interbank Offered Rate ("LIBOR") or another reference rate expected to be discontinued because of reference rate reform through December 31, 2022. The adoption of this ASU is optional and the election can be made anytime during the effective period. The amendments in this ASU are effective as of March 12, 2020 through December 31, 2022. MoneyGram is currently evaluating the impact of this standard and has not yet determined whether we will elect the optional expedients. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . The new credit impairment standard changes the impairment model for most financial assets and certain other instruments. For trade and other receivables, held-to-maturity debt securities, loans and other instruments, entities will be required to use a new forward-looking expected loss model that generally will result in the earlier recognition of allowances for credit losses. For available-for-sale debt securities with unrealized losses, entities will measure credit losses in a manner similar to what they do today, except that the losses will be recognized as allowances rather than as reductions in the amortized cost of the securities. To further assist with adoption and implementation of ASU 2016-13, the FASB issued the following ASUs: • ASU 2018-19 (Issued November 2018) — Codification Improvements to Topic 326, Financial Instruments - Credit Losses • ASU 2019-04 (Issued April 2019) — Codification Improvements to Topic 326, Financial Instruments - Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments • ASU 2019-05 (Issued May 2019) — Financial Instruments - Credit Losses (Topic 326): Targeted Transition Relief • ASU 2019-10 (Issued November 2019) — Financial Instruments - Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates • ASU 2019-11 (Issued November 2019) — Codification Improvements to Topic 326, Financial Instruments - Credit Losses • ASU 2020-02 (Issued February 2020) — Financial Instruments - Credit Losses (Topic 326) and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 119 and Update to SEC Section on Effective Date Related to Accounting Standards Update No. 2016-02, Leases (Topic 842) (SEC Update) • ASU 2020-03 (Issued March 2020) — Codification Improvements to Financial Instruments • ASU 2022-02 (Issued March 2022) — Financial Instruments - Credit Losses (Topic 326): Trouble Debt Restructurings and Vintage Disclosures ASU 2019-10 changed the effective date of ASU 2016-13 for public business entities that meet the definition of a U.S. Securities and Exchange Commission ("SEC") filer but that are eligible to be a smaller reporting company to fiscal years beginning after December 15, 2022. As of November 15, 2019, which is the determination date for ASU 2016-13, MoneyGram was a smaller reporting company and, as such, has elected to adopt the amendments in these standards in 2023. We are still evaluating these ASUs, but we do not believe the adoption will have a material impact on our Condensed Consolidated Financial Statements. The Company has determined that there have been no other recently adopted or issued accounting standards that had, or will have, a material impact on its Condensed Consolidated Financial Statements. On February 14, 2022, we entered into a Merger Agreement by and among the Company, Parent and an affiliate of Madison Dearborn, and Merger Sub. The Merger Agreement provides that, subject to the terms and conditions set forth in the Merger Agreement, Merger Sub will merge with and into the Company. Following the Merger the Company will become a subsidiary of Parent. At the effective time of the Merger, each outstanding share of common stock will be automatically canceled and converted into the right to receive $11.00 in cash. Consummation of the Merger is subject to the satisfaction or, if permitted by law, waiver by Parent, the Company or both of a number of conditions, including, among other things, (a) approval of the Merger Agreement by the affirmative vote of the holders of a majority of the Company's outstanding shares of common stock, (b) expiration or termination of applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, (c) the receipt of required approvals with respect to money transmitter licenses and applicable foreign investment and competition laws, (d) the absence of any material adverse effect on the Company's business and (e) other customary closing conditions. The Merger Agreement contains certain termination rights for the parties, including the right of the parties, subject to specified limitations, to terminate the Merger Agreement if the Merger is not consummated by February 13, 2023, although the End Date may be extended to May 14, 2023 in certain circumstances to obtain required money transfer approvals. On May 23, 2022, the Company held a virtual-only special meeting of stockholders related to the Merger Agreement and stockholders approved the transaction with affiliates of funds managed by MDP. The transaction is expected to close in the fourth quarter of 2022, subject to customary closing conditions, including receipt of certain regulatory approvals. To date, money transmitter regulators in 32 U.S. states and territories have provided their approval or non-objection of the transaction. All supplemental U.S. state filings have been submitted. All required pre-transaction notifications and applications to international money transmitter regulators have been made or are on track to be filed shortly, and the parties continue to engage with the regulators. The waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 has expired in connection with the previously filed premerger notification form submitted by MoneyGram and MDP and the parties have submitted all applicable foreign antitrust and Foreign Direct Investment filings. |
Settlement Assets and Payment S
Settlement Assets and Payment Service Obligations | 6 Months Ended |
Jun. 30, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Settlement Assets and Payment Service Obligations | The Company records payment service obligations relating to amounts payable under money transfers, money orders and consumer payment service arrangements. These obligations are recognized by the Company at the time the underlying transaction occurs. The Company records corresponding settlement assets, which represent funds received or to be received for unsettled money transfers, money orders and consumer payments. The following table summarizes the amount of settlement assets and payment service obligations: (Amounts in millions) June 30, 2022 December 31, 2021 Settlement assets: Settlement cash $ 1,606.9 $ 1,895.7 Receivables, net 1,050.8 700.4 Interest-bearing investments 993.6 992.3 Available-for-sale investments 2.8 3.0 Total settlement assets $ 3,654.1 $ 3,591.4 Payment service obligations $ (3,654.1) $ (3,591.4) |
Investment Portfolio
Investment Portfolio | 6 Months Ended |
Jun. 30, 2022 | |
Investments [Abstract] | |
Investment Portfolio | The following table shows the components of the investment portfolio: (Amounts in millions) June 30, 2022 December 31, 2021 Cash $ 1,724.3 $ 2,050.9 Interest-bearing investments 993.6 992.3 Available-for-sale investments 2.8 3.0 Total investment portfolio $ 2,720.7 $ 3,046.2 The following table is a summary of the amortized cost and fair value of available-for-sale investments: (Amounts in millions) Amortized Gross Fair June 30, 2022 Residential mortgage-backed securities $ 1.8 $ 0.1 $ 1.9 Asset-backed and other securities — 0.9 0.9 Total $ 1.8 $ 1.0 $ 2.8 December 31, 2021 Residential mortgage-backed securities $ 2.1 $ 0.2 $ 2.3 Asset-backed and other securities — 0.7 0.7 Total $ 2.1 $ 0.9 $ 3.0 As of June 30, 2022 and December 31, 2021, 68% and 77%, respectively, of the fair value of the available-for-sale portfolio were invested in residential mortgage-backed securities issued by U.S. government agencies. These securities have the implicit backing of the U.S. government, and the Company expects to receive full par value upon maturity or pay-down, as well as all interest payments. Gains and Losses — For the three and six months ended June 30, 2022 and 2021, the Company had no realized gains or losses. Contractual Maturities — Actual maturities may differ from contractual maturities as borrowers may have the right to call or prepay obligations, sometimes without call or prepayment penalties. Maturities of residential mortgage-backed and asset-backed and other securities depend on the repayment characteristics and experience of the underlying obligations. |
Fair Value Measurement
Fair Value Measurement | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement and Measurement Inputs, Recurring and Nonrecurring | Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability, or the exit price, in an orderly transaction between market participants on the measurement date. Assets and liabilities that are measured at fair value on a recurring basis: • Available-for-sale investments — For residential mortgage-backed securities issued by U.S. government agencies, fair value measures are obtained from an independent pricing service. As market quotes are generally not readily available or accessible for these specific securities, the pricing service measures fair value through the use of pricing models utilizing reported market quotes adjusted for observable inputs, such as market prices for comparable securities, spreads, prepayment speeds, yield curves and delinquency rates. Accordingly, these securities are classified as Level 2 financial instruments. For asset-backed and other securities, which include investments in limited partnerships, market quotes are generally not available. The Company utilizes broker quotes to measure market value, if available. Because the inputs and assumptions that brokers use to develop prices are unobservable, valuations that are based on brokers' quotes are classified as Level 3. Also, the Company uses pricing services that utilize pricing models based on market observable and unobservable data. The observable inputs include quotes for comparable securities, yield curves, default indices, interest rates, historical prepayment speeds and delinquency rates. These pricing models also apply an inactive market adjustment as a significant unobservable input. Accordingly, asset-backed and other securities valued using third-party pricing models are classified as Level 3. • Derivative financial instruments — Derivatives consist of forward contracts to manage income statement exposure to non-U.S. dollar exchange risk arising from the Company's assets and liabilities denominated in non-U.S. dollar currencies. The Company's forward contracts are well-established products, allowing the use of standardized models with market-based inputs. These models do not contain a high level of subjectivity, and the inputs are readily observable. Accordingly, the Company has classified its forward contracts as Level 2 financial instruments. See Note 5 — Derivative Financial Instruments for additional disclosure on the Company's forward contracts. The following table summarizes the Company's financial assets and liabilities measured at fair value by hierarchy level on a recurring basis: (Amounts in millions) Level 2 Level 3 Total June 30, 2022 Financial assets: Available-for-sale investments: Residential mortgage-backed securities $ 1.9 $ — $ 1.9 Asset-backed and other securities — 0.9 0.9 Forward contracts (1) 5.9 — 5.9 Total financial assets $ 7.8 $ 0.9 $ 8.7 Financial liabilities: Forward contracts $ 0.3 $ — $ 0.3 December 31, 2021 Financial assets: Available-for-sale investments: Residential mortgage-backed securities $ 2.3 $ — $ 2.3 Asset-backed and other securities — 0.7 0.7 Forward contracts 0.1 — 0.1 Total financial assets $ 2.4 $ 0.7 $ 3.1 Financial liabilities: Forward contracts $ 0.2 $ — $ 0.2 (1) Includes associated cash posted as collateral Assets and liabilities that are disclosed at fair value — Debt and interest-bearing investments are carried at amortized cost; however, the Company estimates the fair value of debt for disclosure purposes. The fair values of the Term Loan and Senior Secured Notes are estimated using an observable market quotation (Level 2). The following table provides the carrying value and fair value for the Term Loan and the Senior Secured Notes: (Amounts in millions) June 30, 2022 December 31, 2021 Carrying value Fair value Carrying value Fair value Term Loan $ 382.0 $ 368.6 $ 384.0 $ 383.5 Senior Secured Notes $ 415.0 $ 394.3 $ 415.0 $ 421.2 The carrying amounts for the Company's cash and cash equivalents, settlement cash and cash equivalents, receivables, interest-bearing investments and payment service obligations approximate fair value as of June 30, 2022 and December 31, 2021. |
Derivative Financial Instrument
Derivative Financial Instruments | 6 Months Ended |
Jun. 30, 2022 | |
Derivative Instrument Detail [Abstract] | |
Derivative Financial Instruments | The Company uses forward contracts to manage its non-U.S. dollar needs and non-U.S. dollar exchange risk arising from its assets and liabilities denominated in non-U.S. dollars. While these contracts may mitigate certain non-U.S. dollar risk, they are not designated as hedges for accounting purposes and will result in gains and losses in the Condensed Consolidated Statements of Operations. The Company also reports gains and losses from the spread differential between the rate set for its transactions and the actual cost of currency at the time the Company buys or sells in the open market. The following net gains (losses) related to assets and liabilities denominated in non-U.S. dollar are included in "Transaction and operations support" in the Condensed Consolidated Statements of Operations and in the "Net cash used in operating activities" line in the Condensed Consolidated Statements of Cash Flows: Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 Net realized non-U.S. dollar (loss) gain $ (23.2) $ 1.9 $ (26.4) $ (6.3) Net gain (loss) from the related forward contracts 20.8 (1.2) 25.8 5.4 Net (loss) gain from non-U.S. dollar transactions and related forward contracts $ (2.4) $ 0.7 $ (0.6) $ (0.9) As of June 30, 2022 and December 31, 2021, the Company had $729.1 million an d $698.7 million, respectively, of outstanding notional amounts relating to its non-U.S. dollar forward contracts. As of June 30, 2022 and December 31, 2021, the Company reflects the following fair values of derivative forward contract instruments in its Condensed Consolidated Balance Sheets on a net basis, allowing for the right of offset by counterparty and cash collateral: (Amounts in millions) Gross Amount of Recognized Assets Gross Amount of Offset Cash Collateral Posted Net Amount of Assets Presented in the Condensed Consolidated Balance Sheets Balance Sheet Location June 30, 2022 December 31, 2021 June 30, 2022 December 31, 2021 June 30, 2022 December 31, 2021 June 30, 2022 December 31, 2021 "Other assets" $ 2.0 $ 0.4 $ (1.1) $ (0.3) $ 5.0 $ — $ 5.9 $ 0.1 (Amounts in millions) Gross Amount of Recognized Liabilities Gross Amount of Offset Cash Collateral Received Net Amount of Liabilities Presented in the Condensed Consolidated Balance Sheets Balance Sheet Location June 30, 2022 December 31, 2021 June 30, 2022 December 31, 2021 June 30, 2022 December 31, 2021 June 30, 2022 December 31, 2021 "Accounts payable and other liabilities" $ 1.4 $ 0.6 $ (1.1) $ (0.4) $ — $ — $ 0.3 $ 0.2 The Company's forward contracts are primarily executed with counterparties governed by International Swaps and Derivatives Association agreements that generally include standard netting arrangements. Asset and liability positions from forward contracts and all other non-U.S. dollar exchange transactions with the same counterparty are net settled upon maturity. In addition, the Company nets derivative liabilities against any receivables for cash collateral placed with the same counterparties. The Company is exposed to credit loss in the event of non-performance by counterparties to its derivative contracts. The Company actively monitors its exposure to credit risk through the use of credit approvals and credit limits and by selecting major international banks and financial institutions as counterparties. Collateral generally is not required of the counterparties, however, it is required of the Company in some contracts. In the unlikely event the counterparty fails to meet the contractual terms of the derivative contract, the Company's risk is limited to the fair value of the instrument. The Company has not had any historical instances of non-performance by any counterparties, nor does it anticipate any future instances of non-performance. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Debt | The following is a summary of the Company's outstanding debt: (Amounts in millions, except percentages) June 30, 2022 December 31, 2021 Term Loan due 2026 $ 382.0 $ 384.0 5.375% Senior Secured Notes due 2026 415.0 415.0 Total debt at face value 797.0 799.0 Unamortized debt issuance costs and debt discounts (11.0) (12.3) Total debt, net $ 786.0 $ 786.7 Indenture and New Credit Agreement — On July 21, 2021, the Company entered into a new credit agreement (the “New Credit Agreement”) with the lenders from time to time party thereto and Bank of America, N.A., as administrative agent and completed its previously announced private offering of $415.0 million aggregate principal amount of 5.375% senior secured notes due 2026 (the “Senior Secured Notes” or "Notes" and such offering, the "Notes Offering") and related guarantees. The New Credit Agreement provides for (i) a senior secured five-year term loan in an aggregate principal amount of $400.0 million (the “Term Loan”) and (ii) a senior secured four-year revolving credit facility that may be used for revolving credit loans, swingline loans and letters of credit (the "Revolving Credit Facility" and together with the Term Loan the "New Credit Facilities") up to an aggregate principal amount of $40.0 million. The interest rate spread applicable to loans under the Term Loan is 3.50% per annum for base rate loans and 4.50% for LIBOR rate loans. For purposes of the Term Loan, the LIBOR rate is subject to a 0.50% per annum floor and for purposes of the Revolving Credit Facility the LIBOR rate is subject to a 0.0% floor. As of June 30, 2022 and December 31, 2021, LIBOR rate was 1.50% and 0.50%, and interest rate was 6.00% and 5.00%, respectively, for the Term Loan. As of June 30, 2022, the Company had no borrowings and no outstanding letters of credit under its Revolving Credit Facility. The New Credit Facilities were secured by substantially all of the Company's assets and its material domestic subsidiaries that guarantee the payment and performance of the Company's obligations under the Credit Facilities. Debt Covenants and Other Restrictions — The New Credit Agreement requires the Company and its consolidated subsidiaries to maintain a minimum interest coverage ratio of 2.150:1.000 and to not exceed a total net leverage ratio of 4.750:1.000. The asset coverage covenant contained in the New Credit Agreement requires the aggregate amount of the Company's cash and cash |
Pension and Other Benefits
Pension and Other Benefits | 6 Months Ended |
Jun. 30, 2022 | |
Retirement Benefits [Abstract] | |
Pension and Other Benefits | The following table is a summary of net periodic benefit expense for the Company's defined benefit Pension Plan and supplemental executive retirement plans, collectively referred to as "Pension": Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 Interest cost $ 0.6 $ 0.5 $ 1.2 $ 1.0 Expected return on plan assets (0.3) (0.2) (0.6) (0.4) Amortization of net actuarial loss 0.6 0.7 1.1 1.3 Net periodic benefit expense $ 0.9 $ 1.0 $ 1.7 $ 1.9 |
Stockholders' Deficit
Stockholders' Deficit | 6 Months Ended |
Jun. 30, 2022 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Deficit | Common Stock — No dividends were paid during the three and six months ended June 30, 2022 or 2021. The following table is a summary of changes in the number of shares of the Company’s authorized, issued and outstanding stock as of June 30, 2022: Common Stock Treasury Authorized Issued Outstanding December 31, 2021 162,500,000 92,305,011 90,725,982 1,579,029 Exercise of lender warrants — 4,458,314 4,454,159 4,155 Release for restricted stock units — 1,805,066 1,188,253 616,813 June 30, 2022 162,500,000 98,568,391 96,368,394 2,199,997 The following table is a summary of the changes to Accumulated other comprehensive loss by component: (Amounts in millions) Net Unrealized Gains on Securities Classified as Available-for-sale, Net of Tax Cumulative non-U.S. dollar Translation Adjustments, Net of Tax Pension and Postretirement Benefits Adjustment, Net of Tax Total January 1, 2022 $ 1.5 $ (28.9) $ (35.4) $ (62.8) Other comprehensive loss before reclassification 0.1 (1.8) — (1.7) Amounts reclassified from accumulated other comprehensive loss — — 0.4 0.4 Net current period other comprehensive loss 0.1 (1.8) 0.4 (1.3) March 31, 2022 1.6 (30.7) (35.0) (64.1) Other comprehensive loss before reclassification — (8.7) — (8.7) Amounts reclassified from accumulated other comprehensive loss — — 0.5 0.5 Net current period other comprehensive loss — (8.7) 0.5 (8.2) June 30, 2022 $ 1.6 $ (39.4) $ (34.5) $ (72.3) (Amounts in millions) Net Unrealized Gains on Securities Classified as Available-for-sale, Net of Tax Cumulative non-U.S. dollar Translation Adjustments, Net of Tax Pension and Postretirement Benefits Adjustment, Net of Tax Total January 1, 2021 $ 1.2 $ (20.9) $ (38.7) $ (58.4) Other comprehensive loss before reclassification 0.3 (5.8) — (5.5) Amounts reclassified from accumulated other comprehensive loss — — 0.5 0.5 Net current period other comprehensive loss 0.3 (5.8) 0.5 (5.0) March 31, 2021 1.5 (26.7) (38.2) (63.4) Other comprehensive income before reclassification 0.1 2.6 — 2.7 Amounts reclassified from accumulated other comprehensive loss — — 0.5 0.5 Net current period other comprehensive income 0.1 2.6 0.5 3.2 June 30, 2021 $ 1.6 $ (24.1) $ (37.7) $ (60.2) |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Shareholders' Equity and Share-based Payments | The following table is a summary of the Company's stock-based compensation expense: Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 Stock-based compensation expense $ 5.2 $ 1.5 $ 8.0 $ 3.3 Stock Options — The following table is a summary of the Company's stock option activity: Shares Weighted- Weighted- Aggregate Options outstanding at December 31, 2021 131,153 $ 17.54 1.4 years $ — Forfeited/Expired (19,202) $ 17.79 Options outstanding, vested or expected to vest, 111,951 $ 17.50 1.1 years $ — As of June 30, 2022, the Company had no unrecognized stock option expense related to outstanding options. Restricted Stock Units — On February 16, 2022, the Company granted time-based and performance-based restricted stock units. The time-based restricted stock units vest in three equal installments on each anniversary of the grant date. The performance-based restricted stock units are subject to performance conditions and a one-year performance period. When and if the conditions are satisfied at the end of the one-year performance period, vesting of the performance-based restricted stock units are subject only to the passage of time and vest in three equal installments on each anniversary of the grant date. The following table is a summary of the Company's restricted stock unit activity: Total Weighted-Average Grant-Date Fair Value Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value (in millions) Restricted stock units outstanding at December 31, 2021 4,104,547 $ 3.82 0.86 years $ 32.4 Granted 1,646,820 10.69 Vested (1,849,530) 3.98 Forfeited (7,081) 7.07 Restricted stock units outstanding at June 30, 2022 3,894,756 $ 7.41 1.23 years $ 38.9 Restricted stock units vested and deferred at June 30, 2022 347,615 $ 6.40 $ 3.5 The following table is a summary of the Company's restricted stock unit compensation information: Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 Weighted-average grant-date fair value of restricted stock units vested during the period $ 1.4 $ 0.7 $ 7.4 $ 6.6 Total intrinsic value of vested and converted shares $ 2.1 $ 2.9 $ 19.7 $ 15.3 As of June 30, 2022, the Company's outstanding restricted stock units had unrecognized compensation expense of $21.3 million with a remaining weighted-average vesting period of 1.6 years. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | For the three months ended June 30, 2022, the Company recognized an income tax expense of $0.8 million on pre-tax income of $3.9 million primarily due to a decrease in valuation allowance, U.S. general business credits and recognition of excess tax benefits on share-based compensation, all of which were partially offset by non-deductible expenses, foreign taxes net of federal income tax benefits, an increase in unrecognized tax benefits and state taxes. For the six months ended June 30, 2022, the Company recognized an income tax expense of $1.8 million on pre-tax income of $10.0 million primarily due to a decrease in valuation allowance, recognition of excess tax benefits on share-based compensation, U.S. general business credits and a recovery of state taxes, all of which were partially offset by foreign taxes net of federal income tax benefits, non-deductible expenses and an increase in unrecognized tax benefits. The decrease in valuation allowance against our U.S. federal and state deferred tax assets is due to the estimated use of $1.1 million of U.S. general business credits and state net operating losses. As of June 30, 2022, the Company remains in a three-year cumulative pre-tax loss position. However, it is possible that the Company could be out of its current three-year cumulative loss position within the next 12 months. The Company will maintain a valuation allowance on applicable deferred tax assets until there is sufficient evidence to support the reversal of any or all of these valuation allowances. The Company continues to analyze the positive and negative evidence in determining the need for a valuation allowance with respect to its deferred tax assets. It is reasonably possible that, within the next 12 months, the valuation allowance could be reduced if there is sufficient evidence indicating it is more likely than not that all or a portion of the Company’s deferred tax assets will be realized. Release of the valuation allowance would result in the recognition of certain deferred tax assets and a decrease to income tax expense for the period in which the release is recorded. However, the exact timing and amount of the valuation allowance release are subject to change based on the level of profitability achieved. For the three months ended June 30, 2021, the Company recognized an income tax benefit of $0.6 million on a pre-tax loss of $11.7 million primarily due to non-deductible expenses, foreign taxes net of federal income tax benefits, U.S. taxation of foreign earnings, state taxes, and an increase in valuation allowance, all of which were partially offset by U.S. general business credits and recognition of excess tax benefits on share-based compensation. For the six months ended June 30, 2021, the Company recognized an income tax benefit of $0.1 million on a pre-tax loss of $26.6 million primarily due to non-deductible expenses, foreign taxes net of federal income tax benefits, U.S. taxation of foreign earnings, an increase in valuation allowance and state taxes, all of which were partially offset by U.S. general business credits and recognition of excess tax benefits on share-based compensation. Unrecognized tax benefits are recorded in "Accounts payable and other liabilities" in the Condensed Consolidated Balance Sheets. As of June 30, 2022 and December 31, 2021, the liability for unrecognized tax benefits was $13.6 million and $14.7 million, respectively, exclusive of interest and penalties. For the six months ended June 30, 2022 and 2021, the net amount of unrecognized tax benefits that if recognized could impact the effective tax rate was $13.6 million and $19.7 million, respectively. The Company accrues interest and penalties for unrecognized tax benefits through "Income tax (benefit) expense" in the Condensed Consolidated Statements of Operations. For the six months ended June 30, 2022 , the Company's accrual for interest and penalties decreased by $0.7 million which was comprised of a $0.2 million increase in the accrual offset by cash payments of $0.9 million. For the six months ended June 30, 2021, the company’s accrual for interest and penalties increased by $0.5 million. As of June 30, 2022 and December 31, 2021, the Company had a liability of $6.7 million and $7.4 million, respectively, for accrued interest and penalties within "Accounts payable and other liabilities." As a result of the Company's completion of its litigation related to its securities losses, the Company is anticipating a $4.6 million decrease to the total amount of state related unrecognized tax benefits, exclusive of interest and penalties, by way of cash or attribute settlements over the next 12 months. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Legal Proceedings — The matters set forth below are subject to uncertainties and outcomes that are not predictable. The Company accrues for these matters as any resulting losses become probable and can be reasonably estimated. Further, the Company maintains insurance coverage for many claims and litigation matters. In relation to various legal matters, including those described below, the Compan y ha d $7.5 million and $15.8 million of li ability recorded in "Accounts payable and other liabilities" in the Condensed Consolidated Balance Sheets as of June 30, 2022 and December 31, 2021, respectively. Legal proceedings are recorded in "Transaction and operations support" in the Condensed Consolidated Statements of Operations. No charges were recorded for the three and six months ended June 30, 2022 and 2021. Litigation Commenced Against the Company: Class Action Securities Litigation — On November 14, 2018, a putative securities class action lawsuit was filed in the United States District Court for the Northern District of Illinois against MoneyGram and certain of its executive officers. The lawsuit asserts claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and alleges that MoneyGram made material misrepresentations regarding its compliance with the stipulated order for permanent injunction and final judgment that MoneyGram entered into with the FTC in October 2009 and with the DPA that Money Gram entered into with the U.S. Attorney’s Office for the Middle District of Pennsylvania and the U.S. Department of Justice in November 2012. The lawsuit seeks unspecified damages, equitable relief, interest and costs and attorneys' fees. The Company believes the case is without merit and is vigorously defending this matter. On May 16, 2019, MoneyGram filed a motion to dismiss which the court has yet to rule upon. We are unable to predict the outcome, or the possible loss or range of loss, if any, related to this matter. Books and Records Requests — The Company has received multiple requests from various putative shareholders for inspection of books and records pursuant to Section 220 of the Delaware General Corporation Law relating to the subject matter of the putative class lawsuit described in the preceding paragraphs. On February 26, 2019, two of these shareholders filed a petition in the Delaware Court of Chancery to compel MoneyGram to produce books and records in accordance with their request but have since dismissed their action. We are unable to predict the outcome, or the possible loss or range of loss, if any, related to these matters. MDP Transaction Shareholder Litigation — On March 13, 2022, a purported MoneyGram stockholder filed a lawsuit, entitled Shiva Stein v. MoneyGram International, Inc., et al., in the United States District Court for the Southern District of New York. On March 31, 2022, a purported MoneyGram stockholder filed a lawsuit, entitled Chandler Tulin v. MoneyGram International, Inc., et al., in the United States District Court for the Southern District of New York. On April 1, 2022, a purported MoneyGram stockholder filed a lawsuit, entitled Ryan O’Dell v. MoneyGram International, Inc., et al., in the United States District Court for the Southern District of New York. On April 6, 2022, a purported MoneyGram stockholder filed a lawsuit, entitled Lewis D. Baker v. MoneyGram International, Inc., et al., in the United States District Court for the Eastern District of New York. On April 8, 2022, a purported MoneyGram stockholder filed a lawsuit, entitled Marc Waterman v. MoneyGram International, Inc., et al., in the United States District Court for the Eastern District of Pennsylvania. On April 10, 2022, a purported MoneyGram stockholder filed a lawsuit, entitled Khristina Keller v. MoneyGram International, Inc., et al., in the United States District Court for the Eastern District of New York. The plaintiffs in each lawsuit alleged that the preliminary proxy statement filed by MoneyGram with the SEC on March 29, 2022, in connection with the proposed Merger contains materially incomplete and misleading information and omits material information with respect to the Merger, rendering the preliminary proxy statement materially incomplete and misleading in violation of Sections 14(a) and 20(a) of the Exchange Act, 15 U.S.C. §§ 78n(a), 78t(a), Rule 14a-9 of the SEC rules and/or 17 C.F.R. § 244.100. The plaintiff in the Tulin action also asserted that the members of the MoneyGram board breached their fiduciary duties by, among other things, entering into the Merger Agreement through an unfair process and for inadequate compensation, and that MoneyGram aided and abetted the purported breaches of fiduciary duties. Each plaintiff sought, among other things, injunctive relief until the defendants to the applicable lawsuit disclosed the alleged omitted material information. All the federal lawsuits described above that were filed against MoneyGram regarding the MDP transaction and the Company's related public disclosure have now been voluntarily dismissed. In addition, on or about April 25, 2022, a purported MoneyGram stockholder filed a putative class action lawsuit, entitled Hatch v. Holmes, et al., in the Delaware Court of Chancery. The plaintiff in the Hatch action asserts that the members of the MoneyGram board breached their fiduciary duties by obtaining inadequate consideration for MoneyGram’s stockholders and making materially incomplete or misleading proxy disclosures in connection with the proposed Merger. On May 6, 2022, the Delaware Court of Chancery denied plaintiff's motion for expedited proceedings and for injunctive relief regarding the proxy disclosures in the MDP transaction. On July 29, 2022, plaintiff filed a stipulation of dismissal without prejudice, which the court granted on August 1, 2022. Accordingly, every shareholder lawsuit filed over the MDP transaction and the Company’s related public disclosures have now been dismissed and are no longer pending. It is possible that additional shareholder lawsuits could be filed relating to the subject matter of the above putative class action, the Section 220 books and records requests and the shareholder suits pertaining to the MDP transaction. Other Matters — The Company is involved in various other claims and litigation that arise from time to time in the ordinary course of the Company's business. Management does not believe that after final disposition any of these matters is likely to have a material adverse impact on the Company's financial condition, results of operations or cash flows. Government Investigations: On June 9, 2021, the Government filed an Amended Unopposed Motion to Dismiss that provided additional details about the Company’s satisfaction of its obligations under the DPA and enhancements to the Company’s compliance program. On June 10, 2021, the United States Judge for the Middle District of Pennsylvania signed an Order dismissing the criminal information with prejudice, which effectively discharged the Government’s criminal case against the Company and officially ended the matter. NYDFS — As previously reported, on June 22, 2018, the Company received a request for production of documents from the NYDFS related to the Company’s failure to maintain an effective anti-money laundering program and to adequately supervise certain of the Company’s New York-based agents that conducted suspicious transactions on behalf of customers. This request followed previous inquiries by the NYDFS regarding certain of the Company’s New York-based agents. On March 16, 2022, the Company and the NYDFS entered into a consent order (the “Consent Order”) to resolve this matter. In entering into the Consent Order, the NYDFS acknowledged that there were several mitigating factors in respect to the Consent Order, including that the Company fully cooperated with the NYDFS’s investigation, including by reporting on the results of its internal investigation on the matter, had voluntarily undertaken significant enhancements to its compliance program and had undertaken remediation to prevent similar violations from occurring. Such measures and enhancements include termination of certain agents, the creation of new compliance procedures to increase the authority of compliance personnel within the Company, the implementation of new limits on and supervision of high-risk agents and a substantial increase in the resources allocated to compliance. Pursuant to the Consent Order, the Company agreed to, among other things, pay a civil monetary penalty in the amount of $8.3 million and undertake various reporting obligations. These include the obligation to (i) submit to the NYDFS a written description of the Company’s current compliance program with respect to the supervision of its New York-based agents and update such description with the NYDFS at 12 and 24 months after the date of the Consent Order, (ii) deliver to the NYDFS detailed data of all transactions in the State of New York for the one-year period prior to the date of the Consent Order, and (iii) fully cooperate with the NYDFS regarding all terms of the Consent Order. Pursuant to the Consent Order, the NYDFS agreed that it will take no further action against the Company for the conduct subject to the previous request for production of documents, provided that the Company fully complies with the terms of the Consent Order. The $8.3 million payment, which was made in the first quarter, is consistent with the estimated amount that the Company previously accrued in the fourth quarter of 2021. CFPB — As previously reported, on February 12, 2020, the Company received a Report of Examination (“ROE”) from the Consumer Financial Protection Bureau (“CFPB”) stating that previous findings from a 2019 exam were not remediated, and the matter would be referred to its Enforcement Unit. On March 18, 2020, the Company received a Civil Investigative Demand (“CID”) from the CFPB’s Enforcement Unit. On June 11, 2020, the Company provided a timely response to the ROE describing the remedial actions taken and that the findings have been substantially remediated. On August 21, 2020, the Company completed its production in response to the CID. On February 25, 2021, the CFPB provided the Company with a Notice and Opportunity to Respond and Advise (“NORA”) letter, documenting the CFPB’s intent to take legal action against the Company based on four alleged violations under the Remittance Rule, the Electronic Fund Transfer Act (the “EFTA”) and the Consumer Financial Protection Act (the “CFPA”). The Company provided the CFPB with its written response to the NORA letter on March 17, 2021. Over the past several months, the Company and the CFPB engaged in negotiations regarding a potential settlement agreement but were ultimately unable to reach an agreed resolution on this matter. On April 21, 2022, the CFPB and the New York State Office of the Attorney General filed a complaint (the “Complaint”) in the United States District Court for the Southern District of New York against the Company and MoneyGram Payment Systems, Inc., a wholly owned subsidiary of the Company. The Complaint alleges seven counts of violations under the Remittance Rule, the CFPA, the EFTA and New York Executive Law § 63(12) and seeks injunctive relief, restitution, unspecified damages, civil money penalties and costs. On July 5, 2022, the CFPB and the New York Office of the Attorney General filed a First Amended Complaint. The Company filed its response to the First Amended Complaint on August 4, 2022 and continues to believe the case is without merit and intends to vigorously defend this matter. Based on the prior settlement negotiations which have since terminated, the Company had accrued $7.5 million as of December 31, 2021, as our best estimate to settle this matter. Notwithstanding the termination of the settlement discussion and the filing of the lawsuit by the CFPB, we continue to maintain the $7.5 million accrual in accordance with U.S. GAAP as our best loss estimate related to this matter. Other Matters — The Company is involved in various other government inquiries and other matters that arise from time to time. Management does not believe that after final disposition any of these other matters is likely to have a material adverse impact on the Company’s financial condition, results of operations or cash flows. |
Earnings per Common Share
Earnings per Common Share | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Earnings per Common Share | The following table summarizes the weighted-average share amounts used in calculating earnings (loss) per common share: Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 Basic common shares outstanding 96.6 87.2 96.2 83.4 Shares related to restricted stock units 3.6 — 3.8 — Diluted common shares outstanding 100.2 87.2 100.0 83.4 Potential common shares issuable to employees upon exercise or conversion of shares under the Company's stock-based compensation plans and upon exercise of the Ripple Warrants (as defined below, which are no longer outstanding) are excluded from the computation of diluted earnings per common share in periods when the effect would be anti-dilutive. All potential common shares are anti-dilutive in periods of net loss available to common stockholders. Stock options are anti-dilutive when the exercise price of these instruments is greater than the average market price of the Company's common stock for the period, regardless of whether the Company is in a period of net loss available to common shareholders. The following table summarizes the weighted-average potential common shares excluded from diluted earnings (loss) per common share as their effect would be anti-dilutive: Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 Shares related to stock options 0.1 0.3 0.1 0.3 Shares related to restricted stock units — 4.1 — 4.4 Shares related to Ripple Warrants — — — 2.2 Shares excluded from the computation 0.1 4.4 0.1 6.9 |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | 10% 11 % >10% 11 % Revenue from Walmart as a percentage of FPP revenue 35 % 34 % 36 % 34 % Revenue from Walmart as a percentage of total revenue >10% 11 % >10% 12 % The following table is a summary of the total revenue by segment: Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 GFT revenue Money transfer revenue $ 302.5 $ 304.9 $ 586.8 $ 590.3 Bill payment revenue 9.6 10.4 18.9 21.2 Total GFT revenue 312.1 315.3 605.7 611.5 FPP revenue Money order revenue 10.6 10.6 21.1 21.0 Official check revenue 6.9 3.4 10.4 6.9 Total FPP revenue 17.5 14.0 31.5 27.9 Total revenue $ 329.6 $ 329.3 $ 637.2 $ 639.4 The following table is a summary of the gross profit by segment: Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 GFT gross profit $ 141.9 $ 137.8 $ 274.5 $ 268.9 FPP gross profit (1) 15.0 13.8 28.6 27.5 Total gross profit 156.9 151.6 303.1 296.4 Total operating expenses 139.8 129.7 268.1 266.1 Total operating income 17.1 21.9 35.0 30.3 Interest expense 12.1 22.5 23.0 44.8 Loss on early extinguishment of debt — 10.3 — 10.3 Other non-operating expense 1.1 0.8 2.0 1.8 Income (loss) before income taxes $ 3.9 $ (11.7) $ 10.0 $ (26.6) (1) In periods of extremely low interest rates, it is possible for commissions to be close to zero, resulting in abnormally high gross margin. The following table sets forth assets by segment: (Amounts in millions) June 30, 2022 December 31, 2021 GFT $ 1,265.9 $ 1,269.5 FPP 3,199.2 3,169.8 Other 39.6 37.2 Total assets $ 4,504.7 $ 4,476.5 " id="sjs-B4" xml:space="preserve">The Company's reporting segments are primarily organized based on the nature of products and services offered and the type of consumer served. The Company has two reporting segments: GFT and FPP. See Note 1 — Description of the Business and Basis of Presentation for further discussion on our segments. Walmart Inc. ("Walmart") is our only agent that is considered major. The following table is a summary of revenue from Walmart as a percentage of each segment and total revenue: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Revenue from Walmart as a percentage of GFT revenue >10% 11 % >10% 11 % Revenue from Walmart as a percentage of FPP revenue 35 % 34 % 36 % 34 % Revenue from Walmart as a percentage of total revenue >10% 11 % >10% 12 % The following table is a summary of the total revenue by segment: Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 GFT revenue Money transfer revenue $ 302.5 $ 304.9 $ 586.8 $ 590.3 Bill payment revenue 9.6 10.4 18.9 21.2 Total GFT revenue 312.1 315.3 605.7 611.5 FPP revenue Money order revenue 10.6 10.6 21.1 21.0 Official check revenue 6.9 3.4 10.4 6.9 Total FPP revenue 17.5 14.0 31.5 27.9 Total revenue $ 329.6 $ 329.3 $ 637.2 $ 639.4 The following table is a summary of the gross profit by segment: Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 GFT gross profit $ 141.9 $ 137.8 $ 274.5 $ 268.9 FPP gross profit (1) 15.0 13.8 28.6 27.5 Total gross profit 156.9 151.6 303.1 296.4 Total operating expenses 139.8 129.7 268.1 266.1 Total operating income 17.1 21.9 35.0 30.3 Interest expense 12.1 22.5 23.0 44.8 Loss on early extinguishment of debt — 10.3 — 10.3 Other non-operating expense 1.1 0.8 2.0 1.8 Income (loss) before income taxes $ 3.9 $ (11.7) $ 10.0 $ (26.6) (1) In periods of extremely low interest rates, it is possible for commissions to be close to zero, resulting in abnormally high gross margin. The following table sets forth assets by segment: (Amounts in millions) June 30, 2022 December 31, 2021 GFT $ 1,265.9 $ 1,269.5 FPP 3,199.2 3,169.8 Other 39.6 37.2 Total assets $ 4,504.7 $ 4,476.5 |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | The following table is a summary of the Company's revenue streams disaggregated by services and products for each segment and timing of revenue recognition for such services and products excluding other revenue: Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 GFT revenue Money transfer fee revenue $ 294.6 $ 298.8 $ 570.4 $ 578.0 Bill payment services fee revenue 9.6 10.4 18.9 21.2 Other revenue 7.9 6.1 16.4 12.3 Total GFT fee and other revenue 312.1 315.3 605.7 611.5 FPP revenue Money order fee revenue 1.4 1.6 2.8 3.3 Official check outsourcing services fee revenue 1.7 1.8 3.4 3.6 Other revenue 9.3 8.6 18.1 17.0 Total FPP fee and other revenue 12.4 12.0 24.3 23.9 Total fee and other revenue 324.5 327.3 630.0 635.4 Investment revenue 5.1 2.0 7.2 4.0 Total revenue $ 329.6 $ 329.3 $ 637.2 $ 639.4 Timing of revenue recognition: Services and products transferred at a point in time $ 305.6 $ 310.9 $ 592.1 $ 602.6 Products transferred over time 1.7 1.8 3.4 3.6 Total revenue from services and products 307.3 312.7 595.5 606.2 Investment revenue 5.1 2.0 7.2 4.0 Other revenue 17.2 14.6 34.5 29.2 Total revenue $ 329.6 $ 329.3 $ 637.2 $ 639.4 Due to the short-term nature of the Company's services and products, the amount of contract assets and liabilities on the Condensed Consolidated Balance Sheets as of June 30, 2022 and December 31, 2021, is negligible. Assets for unsettled money transfers, money orders and consumer payments are included in "Settlement assets" with a corresponding liability recorded in "Payment service obligations" on the Condensed Consolidated Balance Sheets. For more information on these assets and liabilities see Note 2 — Settlement Assets and Payment Service Obligations |
Description of the Business a_2
Description of the Business and Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Description of the Business and Basis of Presentation [Abstract] | |
Basis of Presentation | Basis of Presentation — The accompanying unaudited Condensed Consolidated Financial Statements of MoneyGram are prepared in conformity with U.S. GAAP for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. The Condensed Consolidated Balance Sheets are unclassified due to the timing uncertainty surrounding the payment of settlement obligations. The Condensed Consolidated Financial Statements include all adjustments of a normal recurring nature that, in the opinion of management, are necessary in order to make the financial statements not misleading. |
Use of Estimates | Use of Estimates — The preparation of these financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates and assumptions are based on historical experience, future expectations, impact of the COVID-19 pandemic and other factors and assumptions the Company believes to be reasonable under the circumstances. These estimates and assumptions are reviewed on an ongoing basis and are revised when necessary. Changes in estimates are recorded in the period of change. Actual amounts may differ from these estimates. |
Principles of Consolidation | Principles of Consolidation — The Condensed Consolidated Financial Statements include the accounts of MoneyGram International, Inc. and its subsidiaries. Intercompany profits, transactions and account balances have been eliminated in consolidation. |
Recent Accounting Pronouncements and Related Developments | In May 2021, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2021-04, Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options (a consensus of the FASB Emerging Issues Task Force) . The ASU clarifies and reduces diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options, warrants for instance, that remain equity classified after modification or exchange. The ASU provides guidance that will clarify whether an issuer should account for a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange as (1) an adjustment to equity and, if so, the related earnings per share effects, if any, or (2) an expense and, if so, the manner and pattern of recognition. The new guidance is effective for annual and interim periods beginning after December 15, 2021, and early adoption is permitted, including adoption in an interim period. The adoption of ASU 2021-04 does not have a material impact on our Condensed Consolidated Financial Statements. Recently Issued Accounting Standards and Related Developments Not Yet Adopted — In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity's Own Equity . This ASU changes how entities account for convertible instruments and contracts in an entity's own equity and simplifies the accounting for convertible instruments by removing certain separation models for convertible instruments. This ASU also modifies the guidance on diluted earnings per share calculations. The amendments are effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. The adoption of ASU 2020-06 is not expected to have a material impact on our Condensed Consolidated Financial Statements. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . The amendments in this ASU provide, if certain criteria are met, optional expedients and exceptions for applying the U.S. GAAP requirements for contract modifications, hedging relationships and sales or transfers of debt securities that reference the London Interbank Offered Rate ("LIBOR") or another reference rate expected to be discontinued because of reference rate reform through December 31, 2022. The adoption of this ASU is optional and the election can be made anytime during the effective period. The amendments in this ASU are effective as of March 12, 2020 through December 31, 2022. MoneyGram is currently evaluating the impact of this standard and has not yet determined whether we will elect the optional expedients. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . The new credit impairment standard changes the impairment model for most financial assets and certain other instruments. For trade and other receivables, held-to-maturity debt securities, loans and other instruments, entities will be required to use a new forward-looking expected loss model that generally will result in the earlier recognition of allowances for credit losses. For available-for-sale debt securities with unrealized losses, entities will measure credit losses in a manner similar to what they do today, except that the losses will be recognized as allowances rather than as reductions in the amortized cost of the securities. To further assist with adoption and implementation of ASU 2016-13, the FASB issued the following ASUs: • ASU 2018-19 (Issued November 2018) — Codification Improvements to Topic 326, Financial Instruments - Credit Losses • ASU 2019-04 (Issued April 2019) — Codification Improvements to Topic 326, Financial Instruments - Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments • ASU 2019-05 (Issued May 2019) — Financial Instruments - Credit Losses (Topic 326): Targeted Transition Relief • ASU 2019-10 (Issued November 2019) — Financial Instruments - Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates • ASU 2019-11 (Issued November 2019) — Codification Improvements to Topic 326, Financial Instruments - Credit Losses • ASU 2020-02 (Issued February 2020) — Financial Instruments - Credit Losses (Topic 326) and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 119 and Update to SEC Section on Effective Date Related to Accounting Standards Update No. 2016-02, Leases (Topic 842) (SEC Update) • ASU 2020-03 (Issued March 2020) — Codification Improvements to Financial Instruments • ASU 2022-02 (Issued March 2022) — Financial Instruments - Credit Losses (Topic 326): Trouble Debt Restructurings and Vintage Disclosures ASU 2019-10 changed the effective date of ASU 2016-13 for public business entities that meet the definition of a U.S. Securities and Exchange Commission ("SEC") filer but that are eligible to be a smaller reporting company to fiscal years beginning after December 15, 2022. As of November 15, 2019, which is the determination date for ASU 2016-13, MoneyGram was a smaller reporting company and, as such, has elected to adopt the amendments in these standards in 2023. We are still evaluating these ASUs, but we do not believe the adoption will have a material impact on our Condensed Consolidated Financial Statements. The Company has determined that there have been no other recently adopted or issued accounting standards that had, or will have, a material impact on its Condensed Consolidated Financial Statements. On February 14, 2022, we entered into a Merger Agreement by and among the Company, Parent and an affiliate of Madison Dearborn, and Merger Sub. The Merger Agreement provides that, subject to the terms and conditions set forth in the Merger Agreement, Merger Sub will merge with and into the Company. Following the Merger the Company will become a subsidiary of Parent. At the effective time of the Merger, each outstanding share of common stock will be automatically canceled and converted into the right to receive $11.00 in cash. Consummation of the Merger is subject to the satisfaction or, if permitted by law, waiver by Parent, the Company or both of a number of conditions, including, among other things, (a) approval of the Merger Agreement by the affirmative vote of the holders of a majority of the Company's outstanding shares of common stock, (b) expiration or termination of applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, (c) the receipt of required approvals with respect to money transmitter licenses and applicable foreign investment and competition laws, (d) the absence of any material adverse effect on the Company's business and (e) other customary closing conditions. The Merger Agreement contains certain termination rights for the parties, including the right of the parties, subject to specified limitations, to terminate the Merger Agreement if the Merger is not consummated by February 13, 2023, although the End Date may be extended to May 14, 2023 in certain circumstances to obtain required money transfer approvals. On May 23, 2022, the Company held a virtual-only special meeting of stockholders related to the Merger Agreement and stockholders approved the transaction with affiliates of funds managed by MDP. The transaction is expected to close in the fourth quarter of 2022, subject to customary closing conditions, including receipt of certain regulatory approvals. To date, money transmitter regulators in 32 U.S. states and territories have provided their approval or non-objection of the transaction. All supplemental U.S. state filings have been submitted. All required pre-transaction notifications and applications to international money transmitter regulators have been made or are on track to be filed shortly, and the parties continue to engage with the regulators. The waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 has expired in connection with the previously filed premerger notification form submitted by MoneyGram and MDP and the parties have submitted all applicable foreign antitrust and Foreign Direct Investment filings. |
Settlement Assets and Payment_2
Settlement Assets and Payment Service Obligations (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Summary of settlement assets and payment service obligations | The following table summarizes the amount of settlement assets and payment service obligations: (Amounts in millions) June 30, 2022 December 31, 2021 Settlement assets: Settlement cash $ 1,606.9 $ 1,895.7 Receivables, net 1,050.8 700.4 Interest-bearing investments 993.6 992.3 Available-for-sale investments 2.8 3.0 Total settlement assets $ 3,654.1 $ 3,591.4 Payment service obligations $ (3,654.1) $ (3,591.4) |
Investment Portfolio (Tables)
Investment Portfolio (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Investments [Abstract] | |
Components of investment portfolio | The following table shows the components of the investment portfolio: (Amounts in millions) June 30, 2022 December 31, 2021 Cash $ 1,724.3 $ 2,050.9 Interest-bearing investments 993.6 992.3 Available-for-sale investments 2.8 3.0 Total investment portfolio $ 2,720.7 $ 3,046.2 |
Debt securities, available-for-sale | The following table is a summary of the amortized cost and fair value of available-for-sale investments: (Amounts in millions) Amortized Gross Fair June 30, 2022 Residential mortgage-backed securities $ 1.8 $ 0.1 $ 1.9 Asset-backed and other securities — 0.9 0.9 Total $ 1.8 $ 1.0 $ 2.8 December 31, 2021 Residential mortgage-backed securities $ 2.1 $ 0.2 $ 2.3 Asset-backed and other securities — 0.7 0.7 Total $ 2.1 $ 0.9 $ 3.0 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Financial assets measured at fair value by hierarchy level | The following table summarizes the Company's financial assets and liabilities measured at fair value by hierarchy level on a recurring basis: (Amounts in millions) Level 2 Level 3 Total June 30, 2022 Financial assets: Available-for-sale investments: Residential mortgage-backed securities $ 1.9 $ — $ 1.9 Asset-backed and other securities — 0.9 0.9 Forward contracts (1) 5.9 — 5.9 Total financial assets $ 7.8 $ 0.9 $ 8.7 Financial liabilities: Forward contracts $ 0.3 $ — $ 0.3 December 31, 2021 Financial assets: Available-for-sale investments: Residential mortgage-backed securities $ 2.3 $ — $ 2.3 Asset-backed and other securities — 0.7 0.7 Forward contracts 0.1 — 0.1 Total financial assets $ 2.4 $ 0.7 $ 3.1 Financial liabilities: Forward contracts $ 0.2 $ — $ 0.2 (1) Includes associated cash posted as collateral |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | The following table provides the carrying value and fair value for the Term Loan and the Senior Secured Notes: (Amounts in millions) June 30, 2022 December 31, 2021 Carrying value Fair value Carrying value Fair value Term Loan $ 382.0 $ 368.6 $ 384.0 $ 383.5 Senior Secured Notes $ 415.0 $ 394.3 $ 415.0 $ 421.2 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Derivative Instrument Detail [Abstract] | |
Summary of gains (losses) related to assets and liabilities denominated in foreign currencies | The following net gains (losses) related to assets and liabilities denominated in non-U.S. dollar are included in "Transaction and operations support" in the Condensed Consolidated Statements of Operations and in the "Net cash used in operating activities" line in the Condensed Consolidated Statements of Cash Flows: Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 Net realized non-U.S. dollar (loss) gain $ (23.2) $ 1.9 $ (26.4) $ (6.3) Net gain (loss) from the related forward contracts 20.8 (1.2) 25.8 5.4 Net (loss) gain from non-U.S. dollar transactions and related forward contracts $ (2.4) $ 0.7 $ (0.6) $ (0.9) |
Fair values of derivative forward contract instruments | As of June 30, 2022 and December 31, 2021, the Company reflects the following fair values of derivative forward contract instruments in its Condensed Consolidated Balance Sheets on a net basis, allowing for the right of offset by counterparty and cash collateral: (Amounts in millions) Gross Amount of Recognized Assets Gross Amount of Offset Cash Collateral Posted Net Amount of Assets Presented in the Condensed Consolidated Balance Sheets Balance Sheet Location June 30, 2022 December 31, 2021 June 30, 2022 December 31, 2021 June 30, 2022 December 31, 2021 June 30, 2022 December 31, 2021 "Other assets" $ 2.0 $ 0.4 $ (1.1) $ (0.3) $ 5.0 $ — $ 5.9 $ 0.1 (Amounts in millions) Gross Amount of Recognized Liabilities Gross Amount of Offset Cash Collateral Received Net Amount of Liabilities Presented in the Condensed Consolidated Balance Sheets Balance Sheet Location June 30, 2022 December 31, 2021 June 30, 2022 December 31, 2021 June 30, 2022 December 31, 2021 June 30, 2022 December 31, 2021 "Accounts payable and other liabilities" $ 1.4 $ 0.6 $ (1.1) $ (0.4) $ — $ — $ 0.3 $ 0.2 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Summary of outstanding debt | The following is a summary of the Company's outstanding debt: (Amounts in millions, except percentages) June 30, 2022 December 31, 2021 Term Loan due 2026 $ 382.0 $ 384.0 5.375% Senior Secured Notes due 2026 415.0 415.0 Total debt at face value 797.0 799.0 Unamortized debt issuance costs and debt discounts (11.0) (12.3) Total debt, net $ 786.0 $ 786.7 |
Pension and Other Benefits (Tab
Pension and Other Benefits (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Retirement Benefits [Abstract] | |
Schedule of net periodic benefit expense (income) | The following table is a summary of net periodic benefit expense for the Company's defined benefit Pension Plan and supplemental executive retirement plans, collectively referred to as "Pension": Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 Interest cost $ 0.6 $ 0.5 $ 1.2 $ 1.0 Expected return on plan assets (0.3) (0.2) (0.6) (0.4) Amortization of net actuarial loss 0.6 0.7 1.1 1.3 Net periodic benefit expense $ 0.9 $ 1.0 $ 1.7 $ 1.9 |
Stockholders' Deficit (Tables)
Stockholders' Deficit (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Stockholders' Equity Note [Abstract] | |
Schedule Of Activity Of Company's Authorized Issued And Outstanding | The following table is a summary of changes in the number of shares of the Company’s authorized, issued and outstanding stock as of June 30, 2022: Common Stock Treasury Authorized Issued Outstanding December 31, 2021 162,500,000 92,305,011 90,725,982 1,579,029 Exercise of lender warrants — 4,458,314 4,454,159 4,155 Release for restricted stock units — 1,805,066 1,188,253 616,813 June 30, 2022 162,500,000 98,568,391 96,368,394 2,199,997 |
Summary of changes to accumulated other comprehensive loss by compenent | The following table is a summary of the changes to Accumulated other comprehensive loss by component: (Amounts in millions) Net Unrealized Gains on Securities Classified as Available-for-sale, Net of Tax Cumulative non-U.S. dollar Translation Adjustments, Net of Tax Pension and Postretirement Benefits Adjustment, Net of Tax Total January 1, 2022 $ 1.5 $ (28.9) $ (35.4) $ (62.8) Other comprehensive loss before reclassification 0.1 (1.8) — (1.7) Amounts reclassified from accumulated other comprehensive loss — — 0.4 0.4 Net current period other comprehensive loss 0.1 (1.8) 0.4 (1.3) March 31, 2022 1.6 (30.7) (35.0) (64.1) Other comprehensive loss before reclassification — (8.7) — (8.7) Amounts reclassified from accumulated other comprehensive loss — — 0.5 0.5 Net current period other comprehensive loss — (8.7) 0.5 (8.2) June 30, 2022 $ 1.6 $ (39.4) $ (34.5) $ (72.3) (Amounts in millions) Net Unrealized Gains on Securities Classified as Available-for-sale, Net of Tax Cumulative non-U.S. dollar Translation Adjustments, Net of Tax Pension and Postretirement Benefits Adjustment, Net of Tax Total January 1, 2021 $ 1.2 $ (20.9) $ (38.7) $ (58.4) Other comprehensive loss before reclassification 0.3 (5.8) — (5.5) Amounts reclassified from accumulated other comprehensive loss — — 0.5 0.5 Net current period other comprehensive loss 0.3 (5.8) 0.5 (5.0) March 31, 2021 1.5 (26.7) (38.2) (63.4) Other comprehensive income before reclassification 0.1 2.6 — 2.7 Amounts reclassified from accumulated other comprehensive loss — — 0.5 0.5 Net current period other comprehensive income 0.1 2.6 0.5 3.2 June 30, 2021 $ 1.6 $ (24.1) $ (37.7) $ (60.2) |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Summary of stock-based compensation expense | The following table is a summary of the Company's stock-based compensation expense: Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 Stock-based compensation expense $ 5.2 $ 1.5 $ 8.0 $ 3.3 |
Summary of stock option activity | The following table is a summary of the Company's stock option activity: Shares Weighted- Weighted- Aggregate Options outstanding at December 31, 2021 131,153 $ 17.54 1.4 years $ — Forfeited/Expired (19,202) $ 17.79 Options outstanding, vested or expected to vest, 111,951 $ 17.50 1.1 years $ — |
Summary of restricted stock unit activity | The following table is a summary of the Company's restricted stock unit activity: Total Weighted-Average Grant-Date Fair Value Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value (in millions) Restricted stock units outstanding at December 31, 2021 4,104,547 $ 3.82 0.86 years $ 32.4 Granted 1,646,820 10.69 Vested (1,849,530) 3.98 Forfeited (7,081) 7.07 Restricted stock units outstanding at June 30, 2022 3,894,756 $ 7.41 1.23 years $ 38.9 Restricted stock units vested and deferred at June 30, 2022 347,615 $ 6.40 $ 3.5 |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | The following table is a summary of the Company's restricted stock unit compensation information: Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 Weighted-average grant-date fair value of restricted stock units vested during the period $ 1.4 $ 0.7 $ 7.4 $ 6.6 Total intrinsic value of vested and converted shares $ 2.1 $ 2.9 $ 19.7 $ 15.3 |
Earnings per Common Share (Tabl
Earnings per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table summarizes the weighted-average share amounts used in calculating earnings (loss) per common share: Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 Basic common shares outstanding 96.6 87.2 96.2 83.4 Shares related to restricted stock units 3.6 — 3.8 — Diluted common shares outstanding 100.2 87.2 100.0 83.4 The following table summarizes the weighted-average potential common shares excluded from diluted earnings (loss) per common share as their effect would be anti-dilutive: Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 Shares related to stock options 0.1 0.3 0.1 0.3 Shares related to restricted stock units — 4.1 — 4.4 Shares related to Ripple Warrants — — — 2.2 Shares excluded from the computation 0.1 4.4 0.1 6.9 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Schedules of concentration of risk, by risk factor | The following table is a summary of revenue from Walmart as a percentage of each segment and total revenue: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Revenue from Walmart as a percentage of GFT revenue >10% 11 % >10% 11 % Revenue from Walmart as a percentage of FPP revenue 35 % 34 % 36 % 34 % Revenue from Walmart as a percentage of total revenue >10% 11 % >10% 12 % |
Revenue by segment | The following table is a summary of the total revenue by segment: Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 GFT revenue Money transfer revenue $ 302.5 $ 304.9 $ 586.8 $ 590.3 Bill payment revenue 9.6 10.4 18.9 21.2 Total GFT revenue 312.1 315.3 605.7 611.5 FPP revenue Money order revenue 10.6 10.6 21.1 21.0 Official check revenue 6.9 3.4 10.4 6.9 Total FPP revenue 17.5 14.0 31.5 27.9 Total revenue $ 329.6 $ 329.3 $ 637.2 $ 639.4 |
Assets by Segment | The following table sets forth assets by segment: (Amounts in millions) June 30, 2022 December 31, 2021 GFT $ 1,265.9 $ 1,269.5 FPP 3,199.2 3,169.8 Other 39.6 37.2 Total assets $ 4,504.7 $ 4,476.5 |
Gross profit by Segment | The following table is a summary of the gross profit by segment: Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 GFT gross profit $ 141.9 $ 137.8 $ 274.5 $ 268.9 FPP gross profit (1) 15.0 13.8 28.6 27.5 Total gross profit 156.9 151.6 303.1 296.4 Total operating expenses 139.8 129.7 268.1 266.1 Total operating income 17.1 21.9 35.0 30.3 Interest expense 12.1 22.5 23.0 44.8 Loss on early extinguishment of debt — 10.3 — 10.3 Other non-operating expense 1.1 0.8 2.0 1.8 Income (loss) before income taxes $ 3.9 $ (11.7) $ 10.0 $ (26.6) |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Revenue Streams | The following table is a summary of the Company's revenue streams disaggregated by services and products for each segment and timing of revenue recognition for such services and products excluding other revenue: Three Months Ended June 30, Six Months Ended June 30, (Amounts in millions) 2022 2021 2022 2021 GFT revenue Money transfer fee revenue $ 294.6 $ 298.8 $ 570.4 $ 578.0 Bill payment services fee revenue 9.6 10.4 18.9 21.2 Other revenue 7.9 6.1 16.4 12.3 Total GFT fee and other revenue 312.1 315.3 605.7 611.5 FPP revenue Money order fee revenue 1.4 1.6 2.8 3.3 Official check outsourcing services fee revenue 1.7 1.8 3.4 3.6 Other revenue 9.3 8.6 18.1 17.0 Total FPP fee and other revenue 12.4 12.0 24.3 23.9 Total fee and other revenue 324.5 327.3 630.0 635.4 Investment revenue 5.1 2.0 7.2 4.0 Total revenue $ 329.6 $ 329.3 $ 637.2 $ 639.4 Timing of revenue recognition: Services and products transferred at a point in time $ 305.6 $ 310.9 $ 592.1 $ 602.6 Products transferred over time 1.7 1.8 3.4 3.6 Total revenue from services and products 307.3 312.7 595.5 606.2 Investment revenue 5.1 2.0 7.2 4.0 Other revenue 17.2 14.6 34.5 29.2 Total revenue $ 329.6 $ 329.3 $ 637.2 $ 639.4 |
Description of the Business a_3
Description of the Business and Basis of Presentation (Details) | 6 Months Ended | |
Jun. 30, 2022 segment | Feb. 14, 2022 $ / shares | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Number of reportable segments | segment | 2 | |
Sale of stock, price per share (in usd per share) | $ / shares | $ 11 |
Settlement Assets and Payment_3
Settlement Assets and Payment Service Obligations - Summary of Settlement Assets and Payment Service Obligations (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Settlement cash | $ 1,606.9 | $ 1,895.7 |
Receivables, net | 1,050.8 | 700.4 |
Interest-bearing investments | 993.6 | 992.3 |
Available-for-sale investments: | 2.8 | 3 |
Settlement assets | 3,654.1 | 3,591.4 |
Payment service obligations | $ (3,654.1) | $ (3,591.4) |
Investment Portfolio - Componen
Investment Portfolio - Components of Investment Portfolio (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Investments [Abstract] | ||
Cash | $ 1,724.3 | $ 2,050.9 |
Interest-bearing investments | 993.6 | 992.3 |
Available-for-sale investments | 2.8 | 3 |
Total investment portfolio | $ 2,720.7 | $ 3,046.2 |
Investment Portfolio - Availabl
Investment Portfolio - Available for Sale Investments (Substantially Restricted) (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 1.8 | $ 2.1 |
Gross Unrealized Gains | 1 | 0.9 |
Fair Value | 2.8 | 3 |
Asset-backed and other securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 0 | 0 |
Gross Unrealized Gains | 0.9 | 0.7 |
Fair Value | 0.9 | 0.7 |
Residential Mortgage Backed Securities [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 1.8 | 2.1 |
Gross Unrealized Gains | 0.1 | 0.2 |
Fair Value | $ 1.9 | $ 2.3 |
Investment Portfolio - Addition
Investment Portfolio - Additional Information (Details) | Jun. 30, 2022 | Dec. 31, 2021 |
Investments [Abstract] | ||
Percentage of available-for-sale investments collateralized by US government agency debentures | 68% | 77% |
Fair Value Measurement - Financ
Fair Value Measurement - Financial Assets and Liabilities Measured at Fair Value by Hierarchy Level (Detail) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Financial assets: | ||
Available-for-sale investments: | $ 2.8 | $ 3 |
Fair Value, Measurements, Recurring | ||
Financial assets: | ||
Total financial assets | 8.7 | 3.1 |
Residential mortgage-backed securities — agencies | Fair Value, Measurements, Recurring | ||
Financial assets: | ||
Available-for-sale investments: | 1.9 | 2.3 |
Asset-backed and other securities | ||
Financial assets: | ||
Available-for-sale investments: | 0.9 | 0.7 |
Asset-backed and other securities | Fair Value, Measurements, Recurring | ||
Financial assets: | ||
Available-for-sale investments: | 0.9 | 0.7 |
Forward contracts (1) | Fair Value, Measurements, Recurring | ||
Financial assets: | ||
Forward contracts (1) | 5.9 | 0.1 |
Financial liabilities: | ||
Forward contracts | 0.3 | 0.2 |
Level 2 | Fair Value, Measurements, Recurring | ||
Financial assets: | ||
Total financial assets | 7.8 | 2.4 |
Level 2 | Residential mortgage-backed securities — agencies | Fair Value, Measurements, Recurring | ||
Financial assets: | ||
Available-for-sale investments: | 1.9 | 2.3 |
Level 2 | Asset-backed and other securities | Fair Value, Measurements, Recurring | ||
Financial assets: | ||
Available-for-sale investments: | 0 | 0 |
Level 2 | Forward contracts (1) | Fair Value, Measurements, Recurring | ||
Financial assets: | ||
Forward contracts (1) | 5.9 | 0.1 |
Financial liabilities: | ||
Forward contracts | 0.3 | 0.2 |
Level 3 | Fair Value, Measurements, Recurring | ||
Financial assets: | ||
Total financial assets | 0.9 | 0.7 |
Level 3 | Residential mortgage-backed securities — agencies | Fair Value, Measurements, Recurring | ||
Financial assets: | ||
Available-for-sale investments: | 0 | 0 |
Level 3 | Asset-backed and other securities | Fair Value, Measurements, Recurring | ||
Financial assets: | ||
Available-for-sale investments: | 0.9 | 0.7 |
Level 3 | Forward contracts (1) | Fair Value, Measurements, Recurring | ||
Financial assets: | ||
Forward contracts (1) | 0 | 0 |
Financial liabilities: | ||
Forward contracts | $ 0 | $ 0 |
Fair Value Measurement - Fair V
Fair Value Measurement - Fair Value and Carrying Value of Debt (Detail) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total debt at face value | $ 797 | $ 799 |
Level 2 | Term Loan | Fair Value, Measurements, Nonrecurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total debt at face value | 382 | 384 |
Fair value of credit facility | 368.6 | 383.5 |
Level 2 | Senior Notes | Fair Value, Measurements, Nonrecurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total debt at face value | 415 | 415 |
Fair value of credit facility | $ 394.3 | $ 421.2 |
Derivative Financial Instrume_3
Derivative Financial Instruments - Summary of (Gains) Losses Related to Assets and Liabilities Denominated in Foreign Currencies (Detail) - Transaction and operations support - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Net realized non-U.S. dollar (loss) gain | $ (23.2) | $ 1.9 | $ (26.4) | $ (6.3) |
Net gain (loss) from the related forward contracts | 20.8 | (1.2) | 25.8 | 5.4 |
Net (loss) gain from non-U.S. dollar transactions and related forward contracts | $ (2.4) | $ 0.7 | $ (0.6) | $ (0.9) |
Derivative Financial Instrume_4
Derivative Financial Instruments - Fair Values of Derivative Forward Contract Instruments (Detail) - Foreign Exchange Forward - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
"Other assets" | ||
Derivatives, Fair Value [Line Items] | ||
Gross Amount of Recognized Assets | $ 2 | $ 0.4 |
Gross Amount of Offset | (1.1) | (0.3) |
Net Amount of Assets Presented in the Condensed Consolidated Balance Sheets | 5.9 | 0.1 |
Cash Collateral Posted | 5 | 0 |
"Accounts payable and other liabilities" | ||
Derivatives, Fair Value [Line Items] | ||
Cash Collateral Posted | 0 | 0 |
Gross Amount of Recognized Liabilities | 1.4 | 0.6 |
Gross Amount of Offset | (1.1) | (0.4) |
Net Amount of Liabilities Presented in the Condensed Consolidated Balance Sheets | $ 0.3 | $ 0.2 |
Derivative Financial Instrume_5
Derivative Financial Instruments - Additional Information (Detail) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Not Designated as Hedging Instrument | Foreign Exchange Forward | ||
Derivatives, Fair Value [Line Items] | ||
Forward contracts outstanding notional amount | $ 729.1 | $ 698.7 |
Debt - Outstanding Debt (Detail
Debt - Outstanding Debt (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 | Jul. 21, 2021 |
Debt Instrument [Line Items] | |||
Total debt at face value | $ 797 | $ 799 | |
Unamortized debt issuance costs and debt discounts | (11) | (12.3) | |
Total debt, net | 786 | 786.7 | |
Term Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $ 0 | ||
First Lien Credit Facility due 2023 | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $ 400 | ||
Second Lien Credit Facility due 2024 | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $ 415 | ||
Effective interest rate | 5.375% | ||
Term Loan | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $ 382 | 384 | |
Senior Notes | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $ 415 | $ 415 | |
Effective interest rate | 5.375% |
Debt - Additional Information (
Debt - Additional Information (Detail) | 6 Months Ended | ||
Jun. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) | Jul. 21, 2021 USD ($) | |
Debt Instrument [Line Items] | |||
Interest Coverage Ratio | 4.848 | 2.150 | |
Total leverage ratio not to exceed | 3.225 | 4.750 | |
Assets In excess of payment service obligations | $ 117,400,000 | ||
Second Lien Credit Facility due 2024 | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $ 415,000,000 | ||
Effective interest rate | 5.375% | ||
First Lien Credit Facility due 2023 | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $ 400,000,000 | ||
Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Long-term line of credit | $ 40,000,000 | ||
Term Loan | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $ 382,000,000 | $ 384,000,000 | |
Term Loan | Base Rate | |||
Debt Instrument [Line Items] | |||
Effective interest rate | 6% | 5% | |
Term Loan | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Effective interest rate | 1.50% | 0.50% | |
Term Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $ 0 | ||
Term Credit Facility [Member] | Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 0% |
Debt - Revolver Financial Coven
Debt - Revolver Financial Covenants (Details) | Jun. 30, 2022 | Jul. 21, 2021 |
Debt Disclosure [Abstract] | ||
Interest Coverage Ratio | 4.848 | 2.150 |
Total leverage ratio not to exceed | 3.225 | 4.750 |
Pension and Other Benefits - Ne
Pension and Other Benefits - Net Periodic Benefit Expense Amortized from Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Retirement Benefits [Abstract] | ||||
Interest cost | $ 0.6 | $ 0.5 | $ 1.2 | $ 1 |
Expected return on plan assets | (0.3) | (0.2) | (0.6) | (0.4) |
Amortization of net actuarial loss | 0.6 | 0.7 | 1.1 | 1.3 |
Net periodic benefit expense | 0.9 | 1 | 1.7 | 1.9 |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) | $ 0.9 | $ 1 | $ 1.7 | $ 1.9 |
Stockholders' Deficit - Schedul
Stockholders' Deficit - Schedule of Activity of Company's Common Stock (Details) - Shares - shares | 3 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Authorized | 162,500,000 | 162,500,000 |
Issued | 98,568,391 | 92,305,011 |
Outstanding | 96,368,394 | 90,725,982 |
Treasury Stock | 2,199,997 | 1,579,029 |
Common Stock | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Exercise of lender warrants | 4,454,159 | |
Exercise of lender warrants | 4,458,314 | |
Release for restricted stock units | 1,805,066 | |
Release for restricted stock units | 1,188,253 | |
Treasury Stock | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Exercise of lender warrants | 4,155 | |
Release for restricted stock units | 616,813 |
Stockholders' Deficit - Summary
Stockholders' Deficit - Summary of Changes To Accumulated Other Comprehensive Loss By Compenent (Details) - USD ($) $ in Millions | 3 Months Ended | |||
Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2021 | Mar. 31, 2021 | |
Schedule of Amounts Recognized in Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | $ (62.8) | |||
Net current period other comprehensive income (loss) | $ (8.2) | (1.3) | $ 3.2 | $ (5) |
Ending balance | (72.3) | |||
Net Unrealized Gains on Securities Classified as Available-for-sale, Net of Tax | ||||
Schedule of Amounts Recognized in Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | 1.6 | 1.5 | 1.5 | 1.2 |
Other comprehensive income (loss) before reclassification | 0 | 0.1 | 0.1 | 0.3 |
Amounts reclassified from accumulated other comprehensive loss | 0 | 0 | 0 | 0 |
Net current period other comprehensive income (loss) | 0 | 0.1 | 0.1 | 0.3 |
Ending balance | 1.6 | 1.6 | 1.6 | 1.5 |
Cumulative non-U.S. dollar Translation Adjustments, Net of Tax | ||||
Schedule of Amounts Recognized in Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | (30.7) | (28.9) | (26.7) | (20.9) |
Other comprehensive income (loss) before reclassification | (8.7) | (1.8) | 2.6 | (5.8) |
Amounts reclassified from accumulated other comprehensive loss | 0 | 0 | 0 | 0 |
Net current period other comprehensive income (loss) | (8.7) | (1.8) | 2.6 | (5.8) |
Ending balance | (39.4) | (30.7) | (24.1) | (26.7) |
Pension and Postretirement Benefits Adjustment, Net of Tax | ||||
Schedule of Amounts Recognized in Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | (35) | (35.4) | (38.2) | (38.7) |
Other comprehensive income (loss) before reclassification | 0 | 0 | 0 | 0 |
Amounts reclassified from accumulated other comprehensive loss | 0.5 | 0.4 | 0.5 | 0.5 |
Net current period other comprehensive income (loss) | 0.5 | 0.4 | 0.5 | 0.5 |
Ending balance | (34.5) | (35) | (37.7) | (38.2) |
Accumulated Other Comprehensive Loss | ||||
Schedule of Amounts Recognized in Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | 64.1 | 62.8 | 63.4 | 58.4 |
Other comprehensive income (loss) before reclassification | (8.7) | (1.7) | 2.7 | (5.5) |
Amounts reclassified from accumulated other comprehensive loss | 0.5 | 0.4 | 0.5 | 0.5 |
Net current period other comprehensive income (loss) | (8.2) | (1.3) | 3.2 | (5) |
Ending balance | $ (72.3) | $ 64.1 | $ (60.2) | $ 63.4 |
Stockholders' Deficit - Additio
Stockholders' Deficit - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2022 | Jun. 30, 2022 | |
Stockholders' Equity Note [Abstract] | ||
Dividends paid | $ 0 | $ 0 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | ||||
Stock-based compensation expense | $ 5.2 | $ 1.5 | $ 8 | $ 3.3 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Stock Option Activity (Detail) - Stock Options - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Stock Option Activity | ||
Shares, options outstanding, beginning balance | 131,153 | |
Shares, forfeited/expired | (19,202) | |
Shares, options outstanding, ending balance | 111,951 | 131,153 |
Weighted Average Exercise Price | ||
Weighted average exercise price, options outstanding (usd per share), beginning balance | $ 17.54 | |
Weighted-average exercise price, forfeited/expired (usd per share) | 17.79 | |
Weighted average exercise price, options outstanding (usd per share), ending balance | $ 17.50 | $ 17.54 |
Additional Disclosures | ||
Weighted average remaining contractual term options outstanding (years) | 1 year 1 month 6 days | 1 year 4 months 24 days |
Aggregate intrinsic value, options outstanding | $ 0 | $ 0 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Restricted Stock Unit Activity (Detail) - Restricted Stock Units (RSUs) - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Equity Instruments Other than Options, Nonvested, Number of Shares | ||
Restricted stock units outstanding (shares), beginning balance | 4,104,547 | |
Granted (shares) | 1,646,820 | |
Vested and converted to shares (shares) | (1,849,530) | |
Forfeited (shares) | (7,081) | |
Restricted stock units outstanding (shares), ending balance | 3,894,756 | 4,104,547 |
Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | ||
Restricted stock units outstanding (usd per share), beginning balance | $ 3.82 | |
Granted (usd per share) | 10.69 | |
Vested and converted to shares (usd per share) | 3.98 | |
Forfeited (usd per share) | 7.07 | |
Restricted stock units outstanding (usd per share), ending balance | $ 7.41 | $ 3.82 |
Weighted average remaining contractual term options outstanding (years) | 1 year 2 months 23 days | 10 months 9 days |
Restricted stock units outstanding, aggregate intrinsic value | $ 38.9 | $ 32.4 |
Restricted stock units vested and outstanding (shares) | 347,615 | |
Restricted stock units vested and outstanding (usd per share) | $ 6.40 | |
Restricted stock units vested and outstanding, aggregate intrinsic value | $ 3.5 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock and Restricted Stock Unit Compensation Information (Detail) - Restricted Stock Units (RSUs) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted-average grant-date fair value of restricted stock units vested during the period | $ 1.4 | $ 0.7 | $ 7.4 | $ 6.6 |
Total intrinsic value of vested and converted shares | $ 2.1 | $ 2.9 | $ 19.7 | $ 15.3 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized stock option expense | $ 0 |
Unrecognized restricted stock unit expense | $ 21,300,000 |
Remaining weighted-average vesting period (years) | 1 year 7 months 6 days |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Operating Loss Carryforwards [Line Items] | |||||
Income tax expense (benefit) | $ 0.8 | $ (0.6) | $ 1.8 | $ (0.1) | |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | 3.9 | (11.7) | 10 | (26.6) | |
Unrecognized tax benefits that if recognized could impact the effective tax rate | 13.6 | $ 19.7 | 13.6 | 19.7 | $ 14.7 |
Interest and penalties | (0.7) | $ 0.5 | |||
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | 0.2 | ||||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | (0.9) | ||||
Income tax penalties and interest accrued | $ 6.7 | 6.7 | $ 7.4 | ||
State and Local Jurisdiction | |||||
Operating Loss Carryforwards [Line Items] | |||||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | (1.1) | ||||
Domestic Tax Authority | |||||
Operating Loss Carryforwards [Line Items] | |||||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | (1.1) | ||||
Internal Revenue Service (IRS) [Member] | |||||
Operating Loss Carryforwards [Line Items] | |||||
Unrecognized Tax Benefits, Interest on Income Taxes Expense | $ 4.6 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | |
Commitments and Contingencies [Line Items] | ||
Loss contingency accrual | $ (7.5) | $ (15.8) |
Estimated Litigation Liability | $ 7.5 | |
NYDFS | ||
Commitments and Contingencies [Line Items] | ||
Loss Contingency Accrual, Period Increase (Decrease) | 8.3 | |
Term Credit Facility [Member] | ||
Commitments and Contingencies [Line Items] | ||
Debt Instrument, Face Amount | $ 0 |
Earnings per Common Share - Wei
Earnings per Common Share - Weighted-Average Common Shares Basic and Diluted (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Basic | 96,600 | 87,200 | 96,200 | 83,400 |
Weighted Average Number of Shares, Restricted Stock | 3,600 | 0 | 3,800 | 0 |
Diluted | 100,200 | 87,200 | 100,000 | 83,400 |
Earnings per Common Share - Sch
Earnings per Common Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Shares excluded from the computation | 0.1 | 4.4 | 0.1 | 6.9 |
Shares related to stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Shares excluded from the computation | 0.1 | 0.3 | 0.1 | 0.3 |
Shares related to restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Shares excluded from the computation | 0 | 4.1 | 0 | 4.4 |
Exercise of lender warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Shares excluded from the computation | 0 | 0 | 0 | 2.2 |
Segment Information - Narrative
Segment Information - Narrative (Details) - segment | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Segment Reporting Information [Line Items] | ||||
Number of reportable segments | 2 | |||
Revenue Benchmark | Customer Concentration Risk | Walmart | ||||
Segment Reporting Information [Line Items] | ||||
Percentage of total revenue | 10% | 11% | 10% | 12% |
Revenue Benchmark | Customer Concentration Risk | Walmart | GFT | ||||
Segment Reporting Information [Line Items] | ||||
Percentage of total revenue | 10% | 11% | 10% | 11% |
Revenue Benchmark | Customer Concentration Risk | Walmart | FPP | ||||
Segment Reporting Information [Line Items] | ||||
Percentage of total revenue | 35% | 34% | 36% | 34% |
Segment Information - Revenue b
Segment Information - Revenue by Segment (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 329.6 | $ 329.3 | $ 637.2 | $ 639.4 |
GFT | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 312.1 | 315.3 | 605.7 | 611.5 |
GFT | Money order revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 302.5 | 304.9 | 586.8 | 590.3 |
GFT | Official check revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 9.6 | 10.4 | 18.9 | 21.2 |
FPP | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 17.5 | 14 | 31.5 | 27.9 |
FPP | Money order revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 10.6 | 10.6 | 21.1 | 21 |
FPP | Official check revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 6.9 | $ 3.4 | $ 10.4 | $ 6.9 |
Segment Information - Gross Pro
Segment Information - Gross Profit by Segment (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Segment Reporting Information [Line Items] | ||||
Total gross profit | $ 156.9 | $ 151.6 | $ 303.1 | $ 296.4 |
Total operating expenses | 139.8 | 129.7 | 268.1 | 266.1 |
Operating Income (Loss) | 17.1 | 21.9 | 35 | 30.3 |
Interest expense | 12.1 | 22.5 | 23 | 44.8 |
Loss on early extinguishment of debt | 0 | 10.3 | 0 | 10.3 |
Other non-operating expense | 1.1 | 0.8 | 2 | 1.8 |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | 3.9 | (11.7) | 10 | (26.6) |
GFT | ||||
Segment Reporting Information [Line Items] | ||||
Total gross profit | 141.9 | 137.8 | 274.5 | 268.9 |
FPP | ||||
Segment Reporting Information [Line Items] | ||||
Total gross profit | 15 | 13.8 | 28.6 | 27.5 |
Total gross profit | ||||
Segment Reporting Information [Line Items] | ||||
Total gross profit | $ 156.9 | $ 151.6 | $ 303.1 | $ 296.4 |
Segment Information - Assets by
Segment Information - Assets by Segment (Detail) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | $ 4,504.7 | $ 4,476.5 |
GFT | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 1,265.9 | 1,269.5 |
FPP | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 3,199.2 | 3,169.8 |
Other | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | $ 39.6 | $ 37.2 |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Revenues | $ 329.6 | $ 329.3 | $ 637.2 | $ 639.4 |
Investment revenue | 5.1 | 2 | 7.2 | 4 |
Other revenue | ||||
Revenues | 17.2 | 14.6 | 34.5 | 29.2 |
Total fee and other revenue | ||||
Revenues | 324.5 | 327.3 | 630 | 635.4 |
Total revenue from services and products | ||||
Revenues | 307.3 | 312.7 | 595.5 | 606.2 |
GFT | ||||
Revenues | 312.1 | 315.3 | 605.7 | 611.5 |
GFT | Money transfer fee revenue | ||||
Revenues | 294.6 | 298.8 | 570.4 | 578 |
GFT | Bill payment services fee revenue | ||||
Revenues | 9.6 | 10.4 | 18.9 | 21.2 |
GFT | Other revenue | ||||
Revenues | 7.9 | 6.1 | 16.4 | 12.3 |
GFT | Total FPP fee and other revenue | ||||
Revenues | 312.1 | 315.3 | 605.7 | 611.5 |
FPP | ||||
Revenues | 17.5 | 14 | 31.5 | 27.9 |
FPP | Other revenue | ||||
Revenues | 9.3 | 8.6 | 18.1 | 17 |
FPP | Money order fee revenue | ||||
Revenues | 1.4 | 1.6 | 2.8 | 3.3 |
FPP | Official check outsourcing services fee revenue | ||||
Revenues | 1.7 | 1.8 | 3.4 | 3.6 |
FPP | Total FPP fee and other revenue | ||||
Revenues | 12.4 | 12 | 24.3 | 23.9 |
Services and products transferred at a point in time | ||||
Revenues | 305.6 | 310.9 | 592.1 | 602.6 |
Products transferred over time | ||||
Revenues | $ 1.7 | $ 1.8 | $ 3.4 | $ 3.6 |