Status Update:  Abandoned


Acquirer:  Ant Financial (China)

Acquired:  MoneyGram International, Inc.  (US)

Value:  US$880 million

Industry:  Financial Services

financial concept, business and moneyUPDATE: According to a January 2 statement by MoneyGram, “[t]he parties to the Merger Agreement have been advised that CFIUS clearance of the Merger will not be forthcoming.”  (MoneyGram International, Inc., Form 8-K, Jan. 2, 2018, SEC Filing.)  MoneyGram and Ant Financial subsidiary Alipay agreed “to  cease efforts to seek CFIUS approval and entered into a Termination Agreement, dated January 2, 2018 (the “Termination Agreement”), pursuant to which they mutually terminated the Merger Agreement, with Alipay paying the Company a termination fee of US$30 million.” (Id.)  Although the parties are abandoning their merger transaction, they agreed instead to a “new strategic business cooperation” whereby they will “explore and develop initiatives to bring together their capabilities in remittance and digital payments to provide their respective customers with user-friendly, rapid-response and low-cost money transfer services into China, India and the Philippines …” (MoneyGram Press Release, MoneyGram and Ant Financial Announce Termination of Amended Merger Agreement, MoneyGram International, Inc., Form 8-K, Ex-99.1, Jan. 2, 2018, SEC Filing.)

Posted July 12, 2017

Status: Withdrawn and Refiled

On July 12, 2017, Deal Street Asia reported that Ant Financial and MoneyGram International “were unable to secure clearance from CFIUS within the maximum time of 75 days” and have “refiled” their Notice to CFIUS.  (Deal Street Asia, China’s Ant Financial refiles for US approval of MoneyGram deal, July 12, 2017.)  In prior public statements, MoneyGram had indicated that Ant Financial was “[a]ctively engaged with CFIUS” and had “[s]uccess with CFIUS review in prior [] transaction.” (MoneyGram and Ant Financial: Combining to Promote Global Financial Inclusion, Amendment ot Merger Agreement Represents Compelling, Superior Transaction for MoneyGram, Presentation dated April 16, 2017, in MoneyGram International Schedule 14A, May 16, 2017, SEC Filing.) 

Posted on May 15, 2017

Status: New Filing

On May 4, 2017, MoneyGram reported that CFIUS approval is a condition to closing the agreement under which MoneyGram will merge with Ant Financial.  (See MoneyGram International Reports First Quarter 2017 Financial Results, Ex-99.1, Form 8-K, May 4, 2017, SEC Filing.)  Ant Financial and MoneyGram have already submitted a voluntarily joint request to CFIUS.  (MoneyGram, Schedule 14A, May 12, 2017, SEC Filing.)  According to MoneyGram, “Ant Financial is neither owned nor controlled by the Chinese government,” and “Ant Financial successfully completed a review by CFIUS last year when it purchased Kansas City-based EyeVerify.”  (Id.)

Posted on February 4, 2017

Status: Upcoming/New Filing

On January 26, 2017, MoneyGram International, Inc., a Dallas, TX based provider of money transfer services, entered into an Agreement and Plan of Merger with Alipay (UK) Limited, a United Kingdom limited company (“Parent”), Matrix Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Alipay,  and Alipay (Hong Kong) Holding Limited, whereby MoneyGram International will merge into Matrix Acquisition Corp., surviving as a wholly owned subsidiary of Alipay (UK) (See MoneyGram International Form 8-K, Jan. 26, 2017, SEC Filing.)  Alipay, a global mobile payment platform, is a subsidiary of Ant Financial Services Group, a digital financial services provider based in China and reportedly controlled by Chinese national Jack Ma, who is also the controlling owner of the Alibaba Group.  (See MoneyGram International Press Release, MoneyGram Agrees to Merge with Ant Financial, Jan. 26, 2017; Bloomberg News, Jack Ma’s Ant Financial Buys MoneyGram for $880 Million, Jan. 26, 2017.) According to the Agreement and Plan of Merger, the Committee on Foreign Investment in the United States (CFIUS) Approval is is a condition for closing and the parties will submit a notification by February 23, 2017.  (See Agreement and Plan of Merger, Sections 5.5(a)(vi)(B); 6.1(c), in MoneyGram International Form 8-K, Ex-2.1, Jan. 26, 2017, SEC Filing.)  If the merger is terminated because “CFIUS Approval has not been obtained, [Alipay (UK)] would be required to pay the [MoneyGram International] a termination fee of $17.5 million.” (MoneyGram International, Form 8-K, Jan. 26, 2017, SEC Filing.)