Moneygram International Inc. (MGI) 2020年年度報告「NYSE」.pdf

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1、UNITED STATES SECURITIES AND EXCHANGE COMMISSIONWashington,D.C.20549Form 10-K (Mark One)Annual Report Pursuant to Section 13 or 15(d)of the Securities Exchange Act of 1934 for the Fiscal Year Ended December 31,2020.Transition Report Pursuant to Section 13 or 15(d)of the Securities Exchange Act of 19

2、34 for the transition periodfrom to .Commission File Number:001-31950MONEYGRAM INTERNATIONAL,INC.(Exact name of registrant as specified in its charter)Delaware 16-1690064(State or other jurisdiction of incorporation or organization)(I.R.S.Employer Identification No.)2828 N.Harwood St.,15th Floor,Dal

3、las,Texas75201(Address of principal executive offices)(Zip Code)Registrants telephone number,including area code(214)999-7552Securities Registered pursuant to Section 12(b)of the Act:Title of each class Trading Symbol(s)Name of each exchange on which registeredCommon stock,$0.01 par valueMGIThe NASD

4、AQ Stock Market LLCPreferred Stock Purchase RightsN/AThe NASDAQ Stock Market LLCSecurities registered pursuant to Section 12(g)of the Act:None_Indicate by check mark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the Securities Act.Yes No Indicate by check mark if the re

5、gistrant is not required to file reports pursuant to Section 13 or Section 15(d)of the Act.Yes No Indicate by check mark whether the registrant(1)has filed all reports required to be filed by Section 13 or 15(d)of the Securities Exchange Act of 1934 during the preceding12 months(or for such shorter

6、period that the registrant was required to file such reports),and(2)has been subject to such filing requirements for the past90 days.Yes No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulati

7、on S-T(232.405 of this chapter)during the preceding 12 months(or for such shorter period that the registrant was required to submit such files).Yes No Indicate by check mark whether the registrant is a large accelerated filer,an accelerated filer,a non-accelerated filer,a smaller reporting company,o

8、r emerging growthcompany.See the definitions of large accelerated filer,accelerated filer,smaller reporting company,and emerging growth company in Rule 12b-2 of the ExchangeAct.Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting company Emerging growth companyIf an emer

9、ging growth company,indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new orrevised financial accounting standards provided pursuant to Section 13(a)of the Exchange Act.Indicate by check mark whether the registrant has filed a repor

10、t on and attestation to its managements assessment of the effectiveness of its internal control over financialreporting under Section 404(b)of the Sarbanes-Oxley Act(15 U.S.C.7262(b)by the registered public accounting firm that prepared or issued its audit report.Indicate by check mark whether the r

11、egistrant is a shell company(as defined in Rule 12b-2 of the Exchange Act).Yes No The aggregate market value of the registrants common stock held by non-affiliates as of June 30,2020,the last business day of the registrants most recently completedsecond fiscal quarter,was$197.8 million.72,541,506 sh

12、ares of common stock were outstanding as of February 18,2021.DOCUMENTS INCORPORATED BY REFERENCECertain information required by Part III of this report is incorporated by reference from the registrants definitive proxy statement for the 2021 Annual Meeting of Stockholders to be filed with theSecurit

13、ies and Exchange Commission.TABLE OF CONTENTSPagePART 1.1Item 1.Business1Overview1Our Segments2Global Funds Transfer Segment2Financial Paper Products Segment4Regulation6Clearing and Cash Management Bank Relationships8Intellectual Property9Human Capital9Executive Officers of the Registrant10Available

14、 Information11Item 1A.Risk Factors11Item 1B.Unresolved Staff Comments23Item 2.Properties24Item 3.Legal Proceedings24Item 4.Mine Safety Disclosures24PART II.25Item 5.Market for the Registrants Common Equity,Related Stockholder Matters and Issuer Purchases of Equity Securities25Item 6.Selected Financi

15、al Data26Item 7.Managements Discussion and Analysis of Financial Condition and Results of Operations26Item 7A.Quantitative and Qualitative Disclosures about Market Risk42Item 8.Financial Statements and Supplementary Data47Item 9.Changes in and Disagreements with Accountants on Accounting and Financi

16、al Disclosure47Item 9A.Controls and Procedures47Item 9B.Other Information47PART III.48Item 10.Directors,Executive Officers and Corporate Governance48Item 11.Executive Compensation48Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters48Item 13.Certain

17、 Relationships and Related Transactions,and Director Independence48Item 14.Principal Accounting Fees and Services48PART IV.49Item 15.Exhibits and Financial Statement Schedules49Item 16.Form 10-K Summary52Signatures53GLOSSARY OF TERMSThis glossary highlights some of the terms used in the Annual Repor

18、t on Form 10-K(2020 Form 10-K)and is not a complete list of all the defined termsused herein.AbbreviationTermAmended DPAAmendment to and Extension of Deferred Prosecution AgreementAPIApplication Programming InterfaceCFPBBureau of Consumer Financial Protection was created by the Dodd-Frank Act to iss

19、ue and enforce consumerprotection initiatives governing financial products and services,including money transfer services,in the U.S.CIDCivil Investigative DemandConsent OrderStipulated Order for Compensatory Relief and Modified Order for Permanent InjunctionCorridorWith regard to a money transfer t

20、ransaction,the originating send location and the designated receive locationare referred to as a corridorCorridor MixRelative impact of increases or decreases in money transfer transaction volume in each corridor versus thecomparative prior periodCOVID-19Coronavirus diseaseDigital ChannelTransaction

21、s in which either the send transaction,receive transaction or both occur through one of the Companysdigital properties such as ,the native mobile application or virtual agentsDodd-Frank ActDodd-Frank Wall Street Reform and Consumer Protection ActDPADeferred Prosecution AgreementFace ValuePrincipal a

22、mount of each completed transaction,excluding any transaction feesFCPAForeign Corrupt Practices ActFitchFitch Ratings,Inc.FTCFederal Trade CommissionIRSInternal Revenue ServiceLIBORLondon Interbank Offered RateMDPAU.S.Attorneys Office for the Middle District of PennsylvaniaMGOMoneyGram OnlineMoodysM

23、oodys Investor ServiceMPSIMoneyGram Payment Systems,Inc.Non-U.S.dollarThe impact of non-U.S.dollar exchange rate fluctuations on the Companys financial results is typically calculatedas the difference between current period activity translated using the current periods exchange rates and thecomparab

24、le prior-year periods exchange rates;this method is used to calculate the impact of changes in non-U.S.dollar exchange rates on revenues,commissions and other operating expenses for all countries where the functionalcurrency is not the U.S.dollar.NYDFSNew York Department of Financial ServicesODLOn D

25、emand LiquidityOFACU.S.Treasury Departments Office of Foreign Assets ControlPensionThe Companys Pension Plan and SERPsPension PlanDefined benefit pension planPostretirement BenefitsDefined benefit postretirement planP2PPeer-to-peerReceiverPerson receiving a money transfer transactionROEReport of Exa

26、minationROURight-of-useSERPsSupplemental executive retirement plansS&PStandard&PoorsSECU.S.Securities and Exchange CommissionSPASecurities Purchase AgreementU.S.DOJU.S.Department of Justice,Criminal Division,Money Laundering and Asset Recovery SectionU.S.GAAPAccounting principles generally accepted

27、in the United States of AmericaRetail ChannelTransactions in which both the send transaction and receive transaction occur at one of the Companys physicalagent locationsTCJATax Cuts and Jobs ActTable of ContentsPART I.Item 1.BUSINESSOverviewMoneyGram International,Inc.(together with our subsidiaries

28、,MoneyGram,the Company,we,us and our)is a global leader in cross-border P2Ppayments and money transfers.Our consumer-centric capabilities enable family and friends to quickly and affordably send money in more than 200countries and territories with over 85 countries digitally-enabled as of December 3

29、1,2020.The innovative MoneyGram platform leverages its leadingdistribution network,global financial settlement engine,cloud-based infrastructure with integrated APIs,and its unparalleled compliance program to enableseamless and secure transfers around the world.Whether through our mobile application

30、,integration with account deposit and mobilewallets,kiosks,or any one of the more than 410,000 agent locations around the globe,we connect consumers,primarily those who may not be fully servedby other financial institutions,in any way that is convenient for them.As an alternative financial services

31、company,we provide individuals with essentialservices to help them meet the financial demands of their daily lives.Both our growing direct-to-consumer digital business and our Retail Channel centeredaround our global distribution network enable the Company to serve the entire remittance market.Given

32、 strong mobile P2P market growth rates,our direct-to-consumer digital business is a growth engine for the Company as our digital capabilities enable us to serve new customer segments who utilize ourplatform to transfer money around the world.Our money transfer services are our primary revenue driver

33、,but MoneyGram has additional offerings which include bill payment services,money orderservices,and official check processing.We have one primary customer care center in Warsaw,Poland,with regional support centers providing ancillaryservices and additional call center services in various countries.M

34、oneyGram provides call center services 24 hours per day,365 days per year and providescustomer service in dozens of languages.The MoneyGram brand has name recognition throughout the world.We use various trademarks and service marks in our business,including,but notlimited,to MoneyGram,the red Globe

35、design logo,MoneyGram FastSend,ExpressPayment,and AgentWorks,some of which are registered in the U.S.and other countries.This document also contains trademarks and service marks of other businesses that are the property of their respective holders and areused herein solely for identification purpose

36、s.We have omitted the and designations,as applicable,for the trademarks we reference in this 2020 Form10-K.We conduct our business primarily through our wholly-owned subsidiary,MoneyGram Payment Systems,Inc.(MPSI),under the MoneyGram brand.TheCompany was incorporated in Delaware on December 18,2003.

37、Through the Companys predecessors,we have been in operation since 1940.TM1Table of ContentsOur SegmentsWe manage our business primarily through two reporting segments:Global Funds Transfer and Financial Paper Products.The following table presents thecomponents of our consolidated revenue associated

38、with our reporting segments for the years ended December 31:202020192018Global Funds TransferMoney transfer91%87%88%Bill payment4%5%5%Financial Paper ProductsMoney order3%4%4%Official check2%4%3%Total revenue100%100%100%See Part II,Item 7,Managements Discussion and Analysis of Financial Condition an

39、d Results of Operations and Note 17 Segment Information of theNotes to the Consolidated Financial Statements for additional financial information about our segments and geographic areas.During 2020,2019 and 2018,our 10 largest agents accounted for 30%,32%and 33%,respectively,of total revenue and 31%

40、,34%and 34%,respectively,of Global Funds Transfer segment revenue.Walmart Inc.(Walmart)is our only agent that accounts for more than 10%of our total revenue.In 2020,2019and 2018 Walmart accounted for 13%,16%and 16%of total revenue,respectively.In 2020,2019 and 2018 Walmart accounted for 13%,16%and 1

41、6%ofGlobal Funds Transfer segment revenue,respectively.Global Funds Transfer SegmentThe Global Funds Transfer segment is our primary revenue driver,providing global money transfer services and bill payment services principally as analternative to banking services in more than 200 countries and terri

42、tories around the world.We primarily offer services through third-party agents,including retail chains,independent retailers,post offices,banks and other financial institutions.We also offer digital solutions such as ,mobile app solutions,account deposit and kiosk-based services.Additionally,we have

43、 limited Company-operated retail locations.In June 2019,we entered into a commercial agreement with Ripple Labs,Inc.,a developer of blockchain technology and a cryptocurrency named XRP,toutilize their On Demand Liquidity(ODL)platform,as well as XRP,for cross-border foreign exchange transaction for t

44、he Companys own account.TheCompany is compensated by Ripple for developing and bringing liquidity to certain foreign exchange markets,facilitated by the ODL platform,andproviding a reliable level of foreign exchange trading activity.We refer to this compensation as market development fees.Per the te

45、rms of the commercialagreement,the Company does not pay fees to Ripple for its usage of the ODL platform or the related software and there are no claw-back or refundprovisions.The market development fees are recorded as a reduction of the Transaction and operations support line in the accompanying C

46、onsolidatedStatements of Operations.MoneyGram ceased transacting with Ripple under the commercial agreement in early December 2020 and has not since resumedtrading.It is possible that MoneyGram will not resume transacting with Ripple under the commercial agreement and will be unable to receive the r

47、elatedmarket development fees in 2021 and beyond.See Note 20 Related Parties of the Notes to the Consolidated Financial Statements.We continue to focus on the growth of our Global Funds Transfer segment for outbound transactions originating in the U.S.and those originating outside ofthe U.S.Sends or

48、iginated outside of the U.S.generated 55%in 2020,52%in 2019 and 49%in 2018 of our total revenue,and 59%in 2020,57%in 2019and 52%in 2018 of our total Global Funds Transfer segment revenue.In 2020,our Global Funds Transfer segment had total revenue of$1.2 billion.Money Transfer We earn our money trans

49、fer revenues primarily from consumer transaction fees and the management of currency exchange spreads onmoney transfer transactions involving different send and receive currencies.We have Corridor pricing capabilities that provide us flexibility whenestablishing consumer fees and non-U.S.dollar exch

50、ange rates for our money transfer services,which allow us to remain competitive in all locations.In acash-to-cash money transfer transaction,both the agent initiating and receiving the transaction earn a commission that is generally based on a percentage ofthe fee charged to the consumer,or in certa

51、in cases a fixed commission.When a money transfer transaction is initiated at a MoneyGram-owned store,staging kiosk or via our online platform,typically only the agent receiving the transaction earns a commission.2Table of ContentsIn certain countries,we have multi-currency technology that allows co

52、nsumers to choose a currency when initiating or receiving a money transfer.Thecurrency choice typically consists of local currency,U.S.dollars and/or euros.These capabilities allow consumers to know the amount that will be receivedin the selected currency.Retail ChannelAs of December 31,2020,our mon

53、ey transfer agent network had more than 410,000 locations.Our network includes agents such as international postoffices,banks and broader financial services,as well as large and small retailers.Additionally,we have a limited number of Company-owned and operatedretail locations in Western Europe.Some

54、 of our agents outside the U.S.manage sub-agents that offer MoneyGram branded services.We refer to theseagents as super-agents.Although the sub-agents are under contract with these super-agents,the sub-agent locations typically have access to similartechnology and services as our other agent locatio

55、ns.Many of our agents have multiple locations,a large number of which operate in locations that areopen outside of traditional banking hours,including nights and weekends.Our agents know the markets they serve,and they work with our sales andmarketing teams to develop business plans for their market

56、s.This may include contributing financial resources to,or otherwise supporting,our efforts tomarket MoneyGrams services.Typically,retail send transactions are funded in cash.In retail receive transactions,the funds are available for the designated recipient to collect usuallywithin 10 minutes at any

57、 MoneyGram agent location.As of December 31,2020,in over 70 countries,the designated recipient may also receive the transferred funds via a deposit to the recipients bank accountor mobile wallet account.Digital ChannelWe offer money transfer services through our direct-to-consumer digital business,M

58、oneyGram Online(MGO),which includes our leading mobile appand .MGO is available in 37 countries and territories as of December 31,2020.Through our Digital Channel,consumers can send moneyfrom the convenience of their own homes to any of our agent locations worldwide,a recipients bank account or a re

59、cipients mobile wallet.Consumerscan fund their transactions from a bank account,debit card,or credit card.MGO,the Companys single largest generator of money transfer transactions,maintains three of its individual country sites on the Companys top 10 list of money transfer generating sources.MGOs US

60、site became the largestgenerator of money transfer transactions in December 2020,surpassing Walmart based on transactions.Cross-border money transfer transactions throughMGO grew 152%in 2020 compared to the prior year.We also offer money transfer services via digital partners,which enable our partne

61、rs customers to send international money transfers online or through amobile device to any MoneyGram pay-out location or directly to a recipients bank account or mobile wallet through the MoneyGram platform.Transfers directly to bank accounts and mobile wallets are the third main component of our Di

62、gital Channel.Through the MoneyGram platform,customershad direct access to over 2 billion accounts in over 70 countries as of December 31,2020.Total digital transactions represented 25%of money transfertransactions as of December 31,2020.Bill Payment Services We earn our bill payment revenues primar

63、ily from fees charged to consumers for each transaction completed.Our primary billpayment service offering is our ExpressPayment service,which we offer at substantially all of our money transfer agent locations in the U.S.,Canada andPuerto Rico,at certain agent locations in select Caribbean and Euro

64、pean countries and through our digital solutions.Through our bill payment services,consumers can complete urgent bill payments,pay routine bills,or load and reload prepaid debit cards with cash at anagent location or through .We offer consumers same-day and two-or three-day payment service options;t

65、he service option is dependentupon our agreement with the biller.We offer payment options to nearly 13,000 billers in key industries,including the ability to allow the consumer to loador reload funds to over 500 prepaid debit card programs.These industries include the credit card,mortgage,auto finan

66、ce,telecommunications,corrections,health care,utilities,property management,prepaid card and collections industries.Marketing The global marketing organization employs an omnichannel approach that tailors our brand message to each specific market,culture andconsumer preferences.The organization is i

67、ncreasingly focusing on digital marketing tactics to reach consumers.Our marketing strategy also includes ourMoneyGram Plus Rewards loyalty program that provides faster service at the agent locations in various countries around the world and gives consumersthe benefit of earning discounts on future

68、transactions and special promotions available only to loyalty members.Sales Our sales teams are organized by geographic area,product and delivery channel.We have dedicated teams focused on developing our agent andbiller networks to enhance the reach of our money transfer and bill payment products.Ou

69、r agent requirements vary depending upon the type of outlet,location and compliance and regulatory requirements.Our sales teams and strategic partnership teams continue to improve our agent relationships andoverall network strength with a goal of providing the optimal agent and consumer experience.3

70、Table of ContentsCompetition The market for money transfer and bill payment services is very competitive on a regional and global basis.We generally compete oncustomer experience,price,the ability to conduct both digital and cash transactions,the convenience of multiple receive options across a broa

71、d globalnetwork in over 200 countries&territories,commission payments,customer loyalty program initiatives,and marketing efforts.Our competitors include a small number of large money transfer and bill payment providers,financial institutions,banks and a large number of small nichemoney transfer serv

72、ice providers that serve select regions.Our largest competitor in the cross-border money transfer industry is The Western UnionCompany(Western Union),which also competes with our bill payment services and money order businesses.Additionally,Walmart has a white-labelmoney transfer service,a program o

73、perated by a competitor of MoneyGram that allows consumers to transfer money between Walmart U.S.store locations.In 2018,Walmart launched Walmart2World,Powered by MoneyGram,a new white-label money transfer service that allows customers to send money fromWalmart in the U.S.to any MoneyGram location i

74、n the world.On November 4,2019,Walmart announced that the white-label money transfer servicewould now be joined by other brands in becoming part of a marketplace of money transfer services at Walmart stores across the U.S.On January 19,2021,Walmart informed us of a new agreement that would enable We

75、stern Union money transfer,bill payment and money order services at U.S.Walmartlocations.We will encounter increasing competition as digitally-focused new entrants seek to grow revenue through customer acquisition initiatives focused onspecific Corridors,but we believe we will continue to differenti

76、ate against the competition by competing on a global scale,addressing the entire remittancemarket by offering digital and cash capabilities,and delivering a superior customer experience in addition to continuing to be a fintech innovator and aleader in protecting consumers through our unparalleled c

77、ompliance engine.Seasonality A larger share of our annual money transfer revenues traditionally occurs in the third and fourth quarters as a result of major global holidaysfalling during these periods.Financial Paper Products SegmentOur Financial Paper Products segment provides money orders to consu

78、mers through our agents and financial institutions located throughout the U.S.andPuerto Rico and provides official check outsourcing services for banks and credit unions across the U.S.In 2020,our Financial Paper Products segment generated revenues of$66.3 million from fee and other revenue and inve

79、stment revenue.We earn revenuefrom the investment of funds underlying outstanding official checks and money orders.We refer to our cash and cash equivalents,settlement cash and cashequivalents,interest-bearing investments and available-for-sale investments collectively as our investment portfolio.Ou

80、r investment portfolio consists oflow risk,highly liquid bank deposits that earn a market rate of return for similar investments.Money Orders Consumers use our money orders to make payments in lieu of cash or personal checks.We generate revenue from money orders bycharging per item and other fees,as

81、 well as from the investment of funds underlying outstanding money orders,which generally remain outstanding forapproximately seven days.We sell money orders under the MoneyGram brand and on a private label or co-branded basis with certain agents and financialinstitutions in the U.S.As of December 3

82、1,2020,we issued money orders through our network of over 11,000 agents and financial institutions located inthe U.S.and Puerto Rico.Official Check Outsourcing Services Official checks are used by consumers where a payee requires a check drawn on a bank.Financial institutions alsouse official checks

83、 to pay their own obligations.Similar to money orders,we generate revenue from our official check outsourcing services through U.S.banks and credit unions by charging per item and other fees,as well as from the investment of funds underlying outstanding official checks,whichgenerally remain outstand

84、ing for approximately five days.As of December 31,2020,we provided official check outsourcing services throughapproximately 1,100 financial institutions at over 5,000 branch bank locations.Marketing We employ a wide range of marketing methods.We use a marketing mix to support our brand,which include

85、s traditional,digital and socialmedia,point of sale materials,signage at our agent locations and targeted marketing campaigns.Official checks are financial institution branded,andtherefore,all marketing to this segment is business to business.Sales Our sales teams are organized by product and delive

86、ry channel.We have dedicated teams that focus on developing our agent and financialinstitution networks to enhance the reach of our official check and money order products.Our agent and financial institution requirements vary dependingupon the type of outlet or location,and our sales teams continue

87、to improve and strengthen these relationships with a goal of providing the optimalconsumer experience with our agents and financial institutions.Competition Our money order competitors include a small number of large money order providers and a large number of small regional and nichemoney order pro

88、viders.Our largest competitors in the money order industry are Western Union and the U.S.Postal Service.We generally compete formoney order agents on the basis of value,service,quality,technical and4Table of Contentsoperational differences,price,commission and marketing efforts.We compete for money

89、order consumers on the basis of trust,convenience,availability ofoutlets,price,technology and brand recognition.Official check competitors include financial institution solution providers,such as core data processors and corporate credit unions.We generally competeagainst a financial institutions de

90、sire to perform these processes in-house with support from these types of organizations.We compete for official checkcustomers on the basis of value,service,quality,technical and operational differences,price and commission.5Table of ContentsRegulationCompliance with laws and regulations is a highly

91、 complex and integral part of our day-to-day operations.Our operations are subject to a wide range oflaws and regulations of the U.S.and other countries,including anti-money laundering laws and regulations;financial services regulations;currency controlregulations;anti-bribery laws;sanctions laws an

92、d regulations;money transfer and payment instrument licensing laws;escheatment laws;privacy,dataprotection and information security laws;and consumer disclosure and consumer protection laws.Regulators worldwide are exercising heightenedsupervision of money transfer providers and requiring increased

93、efforts to ensure compliance.Failure to comply with any applicable laws and regulationscould result in restrictions on our ability to provide our products and services,as well as the potential imposition of civil fines and possibly criminalpenalties.See the Risk Factors section in Item 1A for additi

94、onal discussion regarding potential impacts of failure to comply.We continually monitor andenhance our global compliance programs in light of the most recent legal and regulatory changes.Deferred Prosecution Agreement In November 2012,we announced that a settlement was reached with the MDPA and the

95、U.S.DOJ relating to thepreviously disclosed investigation of transactions involving certain of our U.S.and Canadian agents,as well as fraud complaint data and the consumer anti-fraud program,during the period from 2003 to early 2009.In connection with this settlement,we entered into the Amended DPA

96、with the MDPA and U.S.DOJ(collectively,the Government)dated November 9,2012.On November 1,2017,the Company agreed to a stipulation with the Government that the five-year term of the Companys DPA be extended for 90 days toFebruary 6,2018.Between January 31,2018 and September 14,2018,the Company agree

97、d to enter into various extensions of the DPA with theGovernment,with the last extension ending on November 6,2018.Each extension of the DPA extended all terms of the DPA,including the term of themonitorship for an equivalent period.The purpose of the extensions was to provide the Company and the Go

98、vernment additional time to discuss whetherthe Company was in compliance with the DPA.On November 8,2018,the Company announced that it entered into(1)an Amendment to and Extension of Deferred Prosecution Agreement(theAmended DPA)with the Government and(2)a Stipulated Order for Compensatory Relief an

99、d Modified Order for Permanent Injunction(the ConsentOrder)with the FTC.The motions underlying the Amended DPA and Consent Order focus primarily on the Companys anti-fraud and anti-moneylaundering programs,including whether the Company had adequate controls to prevent third parties from using its sy

100、stems to commit fraud.The AmendedDPA amended and extended the original DPA entered into on November 9,2012 by and between the Company and the Government.The DPA,AmendedDPA and Consent Order are collectively referred to herein as the Agreements.On February 24,2020,the Company entered into an Amendmen

101、t toAmendment to and Extension of Deferred Prosecution Agreement which extended the due date to November 8,2020 for the final$55.0 million paymentdue to the Government pursuant to the Amended DPA.On July 24,2020,the Company entered into the Second Amendment to Amendment to andExtension of Deferred P

102、rosecution Agreement which further extended the due date of the$55.0 million payment to May 9,2021 and also reduced thefrequency of the reporting requirements under the Amended DPA from monthly to quarterly.The Company continues to engage in discussions with theGovernment regarding a potential reduc

103、tion of the$55.0 million payment.The Company intends to fulfill its obligation regarding the final payment and theother terms of the Amended DPA.Under the Agreements,as amended,the Company will,among other things,(1)pay an aggregate amount of$125.0 million to the Government,of which$70.0 million was

104、 paid in November 2018 and the remaining$55.0 million must be paid by May 9,2021,and is to be made available by the Government toreimburse consumers who were the victims of third-party fraud conducted through the Companys money transfer services and(2)continue to retain anindependent compliance moni

105、tor until May 10,2021 to review and assess actions taken by the Company under the Agreements to further enhance itscompliance program.No separate payment to the FTC is required under the Agreements.If the Company fails to comply with the Agreements,it could facecriminal prosecution,civil litigation,

106、significant fines,damage awards or regulatory consequences which could have a material adverse effect on theCompanys business,financial condition,results of operations and cash flows.See Risk Factors We face possible uncertainties relating to compliancewith and impact of the amended deferred prosecu

107、tion agreement entered into with the U.S.federal government for additional information in Item 1A andthe Legal Proceedings section in Item 3.Anti-Money Laundering Compliance Our services are subject to U.S.anti-money laundering laws and regulations,including the Bank Secrecy Act,asamended by the USA

108、 PATRIOT Act of 2001,as well as state laws and regulations and the anti-money laundering laws and regulations of many of thecountries in which we operate,particularly in the European Union.Countries in which we operate may require one or more of the following:reporting of large cash transactions and

109、 suspicious activity;limitations on amounts that may be transferred by a consumer or from a jurisdiction at any one time or over specified periods of time,which requireaggregation over multiple transactions;6Table of Contentsconsumer information gathering and reporting requirements;consumer disclosu

110、re requirements,including language requirements and non-U.S.dollar restrictions;notification requirements as to the identity of contracting agents,governmental approval of contracting agents or requirements and limitations oncontract terms with our agents;registration or licensing of the Company or

111、our agents with a state or federal agency in the U.S.or with the central bank or other proper authority in aforeign country;andminimum capital or capital adequacy requirements.Anti-money laundering regulations are constantly evolving and vary from country to country.We continuously monitor our compl

112、iance with anti-moneylaundering regulations and implement policies and procedures in light of the most current legal requirements.We offer our money transfer services primarily through third-party agents with whom we contract and do not directly control.As a money servicesbusiness,we and our agents

113、are required to establish anti-money laundering compliance programs that include:(i)internal policies and controls;(ii)designation of a compliance officer;(iii)ongoing employee training and(iv)an independent review function.We have developed an anti-moneylaundering training manual available in multi

114、ple languages and a program to assist with the education of our agents on the various rules and regulations.We also offer in-person and online training as part of our agent compliance training program and engage in various agent oversight activities.We have alsoadopted a global compliance policy tha

115、t outlines key principles of our compliance program to our agents.In connection with regulatory requirements to assist in the prevention of money laundering,terrorist financing and other illegal activities and pursuant tolegal obligations and authorizations,the Company makes information available to

116、 certain U.S.federal and state,as well as certain foreign,governmentagencies when required by law.In recent years,the Company has experienced an increase in data sharing requests by these agencies,particularly inconnection with efforts to prevent money laundering or terrorist financing or reduce the

117、 risk of consumer fraud.In certain cases,the Company is alsorequired by government agencies to deny transactions that may be related to persons suspected of money laundering,terrorist financing or other illegalactivities,and as a result the Company may inadvertently deny transactions from customers

118、who are making legal money transfers,which could lead toliability or reputational damage.Responding to these agency requests may result in increased operational costs.Sanctions Compliance In addition to anti-money laundering laws and regulations,our services are subject to sanctions laws and regulat

119、ions promulgatedby OFAC and other jurisdictions in which our services are offered.These sanctions laws and regulations require screening of transactions againstgovernment watch-lists,including but not limited to,the watch-lists maintained by OFAC,and prohibit transactions in,to or from certain count

120、ries,governments,individuals and entities.Sanctions regimes may also impose limitations on amounts that may be transferred by a consumer to or from ajurisdiction at any one time or over specified periods of time,requiring aggregation over multiple transactions,as well as transactional and other repo

121、rtingto a government agency.Money Transfer and Payment Instrument Licensing In most countries,either we or our agents are required to obtain licenses or to register with agovernment authority in order to offer money transfer services.Almost all states in the U.S.,the District of Columbia,Puerto Rico

122、,the U.S.Virgin Islandsand Guam require us to be licensed to conduct business within their jurisdictions.Our primary overseas operating subsidiary,MoneyGram InternationalSRL,is a licensed payment institution under the National Bank of Belgium pursuant to the European Union Payment Services Directive

123、(PSD).TheCompany,through its subsidiaries,is also licensed in other jurisdictions including the United Kingdom,Mexico,and Canada.In 2016,the PSD wasamended by a revised Payment Services Directive(PSD2),which was implemented in the national law of the member states during or prior to January2018 and

124、was further amended by the 4 and 5 Anti-Money Laundering Directives in the European Union.Among other changes,the PSD2,as amended,has increased the supervisory powers granted to member states with respect to activities performed by us and our agents in the European Union.We arealso subject to increa

125、singly significant licensing or other regulatory requirements in various other jurisdictions.The financial penalties associated with thefailure to comply with anti-money laundering laws have increased in recent regulation,including the 4 Anti-Money Laundering Directive in the EU.These laws have incr

126、eased and will continue to increase our costs and could also increase competition in some or all of our areas of service.Legislation thathas been enacted or proposed in other jurisdictions could have similar effects.Licensing requirements may include minimum net worth,provision of suretybonds or let

127、ters of credit,compliance with operational procedures,agent oversight and the maintenance of reserves or permissible investments in anamount equivalent to outstanding payment obligations,as defined by our various regulators.The types of securities that are considered permissibleinvestments vary acro

128、ss jurisdictions,but generally include cash and cash equivalents,U.S.government securities and other highly rated debt instruments.Many regulators require us to file reports on a quarterly or more frequent basis to verify our compliance with their requirements.Many regulators alsosubject us to perio

129、dic examinations and require us and our agents to comply with anti-money laundering and other laws and regulations.ththth7Table of ContentsEscheatment Regulations Unclaimed property laws of every state in the U.S.,the District of Columbia,Puerto Rico and the U.S.Virgin Islands requirethat we track c

130、ertain information on all our payment instruments and money transfers and,if they are unclaimed at the end of an applicable statutoryabandonment period,that we remit the proceeds of the unclaimed property to the appropriate jurisdiction.Statutory abandonment periods for paymentinstruments and money

131、transfers range from three to seven years.Certain foreign jurisdictions also have unclaimed property laws.These laws are evolvingand are frequently unclear and inconsistent among various jurisdictions,making compliance challenging.We have an ongoing program designed to complywith escheatment laws as

132、 they apply to our business.Data Privacy and Cybersecurity Laws and Regulations We are subject to federal,state and international laws and regulations relating to the collection,use,retention,security,transfer,storage and disposal of personally identifiable information of our consumers,agents and em

133、ployees.In the U.S.,we aresubject to various federal privacy laws,including the Gramm-Leach-Bliley Act,which requires that financial institutions provide consumers with privacynotices and have in place policies and procedures regarding the safeguarding of personal information.We are also subject to

134、privacy and data breach lawsof various states.Outside the U.S.,we are subject to privacy laws of numerous countries and jurisdictions.In some cases,these laws are more restrictivethan the U.S.laws and impose more stringent duties on companies or penalties for non-compliance.For example,the General D

135、ata Protection Regulationin the European Union(GDPR)imposes a higher standard of personal data protection with significant penalties for non-compliance for companiesoperating in the European Union or doing business with European Union residents.The new California Consumer Protection Act,which became

136、 effectiveon January 1,2020,imposes heightened data privacy requirements on companies that collect information from California residents and creates a broad setof privacy rights and remedies modeled in part on the GDPR.In addition,government surveillance laws and data localization laws are evolving

137、to addressincreased and changing threats and risks.These laws continue to develop and may be inconsistent from jurisdiction to jurisdiction.Dodd-Frank Act The Dodd-Frank Act was signed into law in 2010.The Dodd-Frank Act imposes additional regulatory requirements and createsadditional regulatory ove

138、rsight over us.The Dodd-Frank Act created the CFPB.The CFPBs Remittance Transfer Rule became effective on October 28,2013.Its requirements include:a disclosure requirement to provide consumers sending funds internationally from the U.S.enhanced pre-transaction writtendisclosures,an obligation to res

139、olve certain errors,including errors that may be outside our control,and an obligation to cancel transactions that have notbeen completed at a customers request.As a larger participant in the market for international money transfers,we are subject to direct examination andsupervision by the CFPB.We

140、have modified our systems and consumer disclosures in light of the requirements of the Remittance Transfer Rule.Inaddition,under the Dodd-Frank Act,it is unlawful for any provider of consumer financial products or services to engage in unfair,deceptive or abusive actsor practices.The CFPB has substa

141、ntial rule making and enforcement authority to prevent unfair,deceptive or abusive acts or practices in connection withany transaction with a consumer for a financial product or service.Non-U.S.Dollar Exchange Regulation Our money transfer services are subject to non-U.S.dollar exchange statutes of

142、the U.S.,as well as similar statelaws and the laws of certain other countries in which we operate.Certain of these statutes require registration or licensure and reporting.Others mayimpose currency exchange restrictions with which we must comply.Anti-Bribery Regulation We are subject to regulations

143、imposed by the FCPA in the U.S.,the U.K.Bribery Act and similar anti-bribery laws in otherjurisdictions.We are subject to recordkeeping and other requirements imposed upon companies related to compliance with these laws.We maintain acompliance program designed to comply with applicable anti-bribery

144、laws and regulation.Clearing and Cash Management Bank RelationshipsOur business involves the transfer of money on a global basis on behalf of our consumers,our agents and ourselves.We buy and sell a number of globalcurrencies and maintain a network of settlement accounts to facilitate the funding of

145、 money transfers and foreign exchange trades to ensure that funds arereceived on a timely basis.Our relationships with the clearing,trading and cash management banks are critical to an efficient and reliable global fundingnetwork.In the U.S.,we have agreements with four active clearing banks that pr

146、ovide clearing and processing functions for official checks,money orders and otherdraft instruments.We believe that this network of banks provides sufficient capacity to handle the current and projected volumes of items for these services.We maintain significant relationships with major internationa

147、l banks which provide the capability to transfer money electronically as well as throughdomestic electronic funds transfer networks and international wire transfer systems.There are a limited number of banks that have capabilities broadenough in scope to handle our volume and complexity.Consequently

148、,we generally employ banks whose market is not limited to their own country orregion,and have extensive systems capabilities and branch networks that can support settlement needs that are often unique to different countries aroundthe world.In 2013,we activated our participation in the Society for Wo

149、rldwide Interbank Financial Telecommunication(SWIFT)network forinternational wire transfers,which improves access to all banks in the world while lowering the cost of these funds transfers.8Table of ContentsIntellectual PropertyThe MoneyGram brand is important to our business.We have registered our

150、MoneyGram trademark in the U.S.and in a majority of the other countries inwhich we do business.We maintain a portfolio of other trademarks that are material to our Company,which are discussed above in the Overview section.Inaddition,we maintain a portfolio of MoneyGram branded and related domain nam

151、es.We rely on a combination of patent,trademark and copyright laws and trade secret protection and confidentiality or license agreements to protect ourproprietary rights in products,services,expertise and information.We believe the intellectual property rights in processing equipment,computer system

152、s,software and business processes held by us and our subsidiaries provide us with a competitive advantage.We take appropriate measures to protect ourintellectual property to the extent such intellectual property can be protected.Human CapitalGlobal Talent At MoneyGram,our people are our most importa

153、nt asset,and the success of our global talent(human capital)is essential to the success ofour Company.As of December 31,2020,we employed 974 employees in the U.S.and 1,295 employees outside of the U.S.Attracting,recruiting,developing,and retaining diverse talent enables us to build a strong and dyna

154、mic company.We are focused on supporting ouremployees across the full employee lifecycle from candidate recruitment through the full employee experience.We have implemented a variety of globaland local programs designed to promote employee wellness,particularly during difficult times such as the rec

155、ent COVID-19 pandemic.For example,in2020,we worked with our employees to provide a fully virtual work place,accommodating school,family and health needs of our employees,offeringadditional training,work-from-home flexibility and increased mental health support through our employee assistance program

156、 and our benefits partners.Employee Engagement At MoneyGram,we provide a variety of employee engagement programs designed to ensure that our employees have a voice intheir future and are engaged in our business.We solicit direct employee feedback related to new proposals and programs,and we also hav

157、e a robustengagement team(“The Red Team”)with representatives across all of our regions and offices,with a focus on employee volunteerism and communityservice opportunities.We host monthly Lunch and Learn discussion on a variety of personal and Company development topics.We also work to keep ourempl

158、oyees updated on Company opportunities and developments through quarterly Town Hall meetings with our CEO and full executive leadership team.Talent Acquisition and Development As a leading FinTech and digital payments company,we compete for top global talent around the world.We valueour employees fo

159、r who they are as individuals,and we believe that a strong culture focused on respect for each employee as a valuable individual isessential to the successful acquisition,retention,and development of diverse talent.To that end,focus on inclusive hiring,employee development,positivecoaching and mento

160、rship,and internal and external educational opportunities.We have a robust in-house training program,and we likewise provideopportunities for formal and informal continuing education participation for our employees across their respective areas of expertise.Employee Wellness We value our employees a

161、nd work to provide competitive programs to support the total wellness of our employees,includingresources,programs and services to support our employees physical,mental,and financial wellness.We provide a variety of benefits to our employeesglobally,including a choice of comprehensive health insuran

162、ce plans,fully-paid maternity and family leave,vacation and holiday time off,and retirementplanning and financial well-being services in addition to retirement savings opportunities.We also provide fully paid employee time off for employeevolunteerism and community service,and provide community serv

163、ice opportunities for our employees who wish to participate.We offer a number ofCompany-funded as well as optional benefits and discounts for our employees,from a variety of life,disability and critical care programs,pet insurance,legal services plans,rideshare and transportation opportunities and d

164、iscount insurance packages.We are constantly reviewing and improving our globalbenefits packages across all markets to ensure that we are providing our employees the most competitive package of benefits to meet the needs ofemployees and families.Diversity,Equity&Inclusion Our focus on diversity,incl

165、usion,equity,has grown from a corporate social responsibility program to a full DEI and SocialImpact program.MoneyGram has boasted an inclusive and non-discriminatory workplace long before it was legally mandated,and our commitment toprinciples of diversity,equity and inclusion extend to our recruit

166、ing practices,or our vendors and trading partners,our employee experiences and ourcommunity service activities.MoneyGram engages in global programs to promote hiring of disabled employees,as well as a focus on racial,religious,ethnic and gender diversity.We are committed to providing an inclusive wo

167、rkplace,with specific focus on providing opportunities to all of our globalworkforce.We are committed to equal pay for equal work,inclusive leadership opportunities,and intentional focus on creating a workplace that celebratesand embraces our employees for who they are in all aspects of their lives.

168、9Table of ContentsExecutive Officers of the RegistrantW.Alexander Holmes,age 46,has served as Chief Executive Officer since January 2016 and Chairman of the Board since February 2018.Prior to that,Mr.Holmes served as Executive Vice President,Chief Financial Officer and Chief Operating Officer of the

169、 Company from February 2014 to December 2015and Executive Vice President and Chief Financial Officer from March 2012 to January 2014.He joined the Company in 2009 as Senior Vice President forCorporate Strategy and Investor Relations.From 2003 to 2009,Mr.Holmes served in a variety of positions at Fir

170、st Data Corporation,including chief ofstaff to the Chief Executive Officer,Director of Investor Relations and Senior Vice President of Global Sourcing&Strategic Initiatives.From 2002 to2003,he managed Western Unions Benelux region from its offices in Amsterdam.Lawrence Angelilli,age 65,has served as

171、 Chief Financial Officer since January 2016.Prior to that,Mr.Angelilli served as Senior Vice President,CorporateFinance and Treasurer from 2014 to 2016.He joined the Company in August 2011 as Senior Vice President and Treasurer.From 2009 to 2010,Mr.Angelilli served as Director of Underwriting at Hud

172、son Advisors,a global asset management company affiliated with Lone Star Funds,a global privateequity fund.From 1998 to 2009,he was Senior Vice President of Finance at Centex Corporation,a publicly traded homebuilder and mortgage originator.Kamila K.Chytil,age 41,has served as Chief Operating Office

173、r since October 2019.Prior to that,Ms.Chytil served as Chief Global Operations Officerfrom May 2016 to September 2019.Ms.Chytil joined the Company in May 2015 as Senior Vice President of Key Partnerships and Payments.Prior tojoining the Company,from 2011 to May 2015,Ms.Chytil was Senior Vice Preside

174、nt and General Manager of retail payments at Fidelity NationalInformation Services,Inc.,a global provider of financial technology solutions,where she was responsible for e-commerce,check cashing and retailpayments.From 2004 to 2011,Ms.Chytil held various other management roles at Fidelity National I

175、nformation Services,overseeing analytics,riskmanagement,and operations.On January 15,2021,Ms.Chytil notified the Company that she would be resigning from her role on or around March 19,2021 in order to accept a seniorexecutive position with another company in an unrelated industry.The Company has in

176、itiated a search for Ms.Chytils successor.Robert L.Villaseor,age 49,has served as General Counsel and Corporate Secretary since January 2020.He served as interim General Counsel andCorporate Secretary from October 2019 to January 2020.He joined the Company in July 2018 as Associate General Counsel,C

177、orporate and Securities andAssistant Secretary.In that role he oversaw the Corporate Securities and M&A legal function for the Company.He has over 20 years of experiencerepresenting public companies on a broad range of legal issues including public reporting,lending and capital markets transactions,

178、mergers andacquisitions,strategic investments and various commercial matters.Prior to MoneyGram,he worked in the Corporate and Securities Group at StarbucksCorporation from 2012 to 2018.Prior to Starbucks,he served as the chief corporate and securities attorney at two other public companies.He began

179、 hiscareer in private practice at the law firm of Gibson,Dunn&Crutcher LLP working in the areas of mergers and acquisitions and capital markets.Grant A.Lines,age 56,has served as Chief Revenue Officer since January 2018.Prior to that,he served as Chief Revenue Officer,Africa,Middle East,Asia Pacific

180、,Russia and CIS from February 2015 until January 2018.Mr.Lines previously served the Company as Executive Vice President,Asia-Pacific,South Asia and Middle East from February 2014 to February 2015.Prior to that,Mr.Lines served the Company as Senior Vice President,Asia-Pacific,South Asia and Middle E

181、ast from February 2013 to February 2014.Prior to joining the Company,Mr.Lines served as General Manager of Black LabelSolutions,a leading developer and supplier of computerized retail point of sale systems,from May 2011 to December 2012.He served as ManagingDirector of First Data Corporations ANZ bu

182、siness,a global payment processing company,from September 2008 to February 2011.Andres Villareal,age 56,has been Chief Compliance Officer since March 2016.He joined the Company in April 2015 as Senior Vice President and DeputyChief Compliance Officer.From 2004 to April 2015,Mr.Villareal held various

183、 positions at Citigroup,a leading global bank,including Global Head ofCompliance for Citi Commercial Bank and Chief Compliance Officer for Citi Assurance Services,a captive insurance company.Mr.Villareal has over 29years of experience in various compliance,legal and business roles in a variety of in

184、dustries,including financial services,banking and insurance.Christopher H.Russell,age 55,has served as Chief Accounting Officer since joining the Company in November 2020.He most recently served as VicePresident and Chief Accounting Officer of Kraton Corporation,a global specialty chemicals company,

185、from June 2015 to November 13,2020.FromNovember 2018 to May 2019,he also served as Kraton Corporations Interim Chief Financial Officer.Prior to that,from 2014 to 2015 he served as ChiefAccounting Officer for Prince International Corporation,a producer of engineered additives for niche applications,a

186、nd from 2011 to 2014,Mr.Russell wasemployed with GE Power and Water,a subsidiary of General Electric Company,as the Global Controller for its Aero Derivatives business.Mr.Russell alsopreviously worked at Ernst&Young LLP.and is a Certified Public Accountant.10Table of ContentsAvailable InformationOur

187、 website address is .The information on our website is not part of this 2020 Form 10-K.We make our reports on Forms 10-K,10-Q and 8-K,Section 16 reports on Forms 3,4 and 5,and all amendments to those reports,available electronically free of charge in the Investor Relationssection of our website()as

188、soon as reasonably practicable after they are filed with or furnished to the SEC.Additionally,the SECmaintains an internet site that contains reports,proxy and information statements,and other information regarding issuers that file electronically with theSEC,which may be found at www.sec.gov.Item 1

189、A.RISK FACTORSVarious risks and uncertainties could affect our business.Any of the risks described below or elsewhere in the 2020 Form 10-K or our other filings with theSEC could have a material impact on our business,prospects,financial condition or results of operations.Risks Related to Our Busine

190、ss and IndustryThe COVID-19 outbreak,declared a pandemic by the World Health Organization,is ongoing both in the United States and globally,and has adverselyaffected,and may continue to materially adversely affect,our business operations,financial condition,liquidity and cash flow.The extent to whic

191、h theCOVID-19 pandemic will further impact our business depends on future developments,which are highly uncertain and difficult to predict.The outbreak of COVID-19,which was declared a pandemic by the World Health Organization,is ongoing both in the United States and globally,causingsignificant macr

192、oeconomic uncertainty,volatility and disruption.In response,many governments have initiated,resumed or extended social distancingrules,lockdowns or shelter-in-place orders resulting in the closure of many businesses.These actions have resulted in an overall reduction in consumeractivity and the cont

193、inued closure of some of our agent locations.The COVID-19 pandemic and the related economic fallout began to adversely impact MoneyGrams results of operations in the middle of March 2020.Theinability of our agents to operate normally has reduced the volume of consumer transactions in almost all of t

194、he 200 countries and territories in which weoperate.These developments have negatively impacted and may continue to negatively impact our sales and operating margin as well as our workforce,agents and customers.It is impossible to predict the scope and duration of the impact of the pandemic on our b

195、usiness as the situation is ever evolving and there are a number ofuncertainties related to this pandemic.These uncertainties include,but are not limited to,the potential adverse effect on the global economy,our agentnetwork,travel and transportation services,our employees and customers.Even though

196、some governments lifted some restrictions on citizens andbusinesses during the second half of 2020,the resulting economic impact of COVID-19 could still continue to negatively impact our business and therecent resurgence of COVID-19 cases could result in further lockdowns and shelter-in-place orders

197、 by governments.The extent to which the COVID-19pandemic will further impact our business depends on future developments,which are highly uncertain and difficult to predict,and accordingly,as theCOVID-19 situation continues to evolve,additional adverse effects may arise that are currently unknown.Al

198、l of these effects discussed above could have amaterial adverse effect on our near-term and long-term business operations,revenues,earnings,financial condition,liquidity and cash flows.We face intense competition,and if we are unable to continue to compete effectively for any reason,including due to

199、 our enhanced compliancecontrols,our business,financial condition and results of operations could be adversely affected.The markets in which we compete are highly competitive,and we face a variety of competitors across our businesses,some of which have larger and moreestablished customer bases and s

200、ubstantially greater financial,marketing and other resources than we have.Money transfer,bill payment and money orderservices compete in a concentrated industry,with a small number of large competitors and a large number of small,niche competitors.Our money transferproducts compete with a variety of

201、 financial and non-financial companies,including banks,card associations,web-based services,payment processors,informal remittance systems,consumer money transfer companies and others.The services are differentiated by features and functionalities,includingbrand recognition,customer service,reliabil

202、ity,distribution network and options,price,speed and convenience.Distribution channels such as online,mobile solutions,account deposit and kiosk-based services continue to evolve and impact the competitive environment for money transfers.The electronicbill payment services within our Global Funds Tr

203、ansfer segment compete in a highly fragmented consumer-to-business payment industry.Our officialcheck business competes primarily with financial institutions that have developed internal processing capabilities or services similar to ours and do notoutsource official check services.Financial institu

204、tions could also offer competing official check outsourcing services to our existing and prospectiveofficial check customers.11Table of ContentsOur future growth depends on our ability to compete effectively in money transfer,bill payment,money order and official check services.For example,ifour pro

205、ducts and services do not offer competitive features and functionalities,we may lose customers to our competitors,which could adversely affect ourbusiness,financial condition and results of operations.In addition,if we fail to price our services appropriately relative to our competitors,consumers ma

206、ynot use our services,which could adversely affect our business,financial condition and results of operations.For example,transaction volume where weface intense competition could be adversely affected by pricing pressures between our money transfer services and those of some of our competitors,whic

207、hcould reduce margins and adversely affect our financial condition and results of operations.We have historically implemented and will likely continue toimplement price adjustments from time to time in response to competition and other factors.If we reduce prices in order to more effectively compete

208、,suchreductions could adversely affect our financial condition and results of operations in the short term and may also adversely affect our financial conditionand results of operations in the long term if transaction volumes do not increase sufficiently.In addition,our enhanced compliance controls

209、have negatively impacted,and may continue to negatively impact,our revenue and net income.In 2018 welaunched enhanced compliance measures representing the highest standards in the industry,including new global customer verification standards for allmoney transfer services,which have significantly in

210、creased our operating expenses.While these measures have resulted in a decline in fraud rates,theyhave negatively impacted,and may continue to negatively impact,our revenue and net income.Such impacts could adversely affect our financial conditionand results of operations in the short term and may a

211、lso adversely affect our financial condition and results of operations in the long term if transactionvolumes do not increase sufficiently.If we lose key agents,our business with such agents is reduced or we are unable to maintain our agent network under terms consistent with thosecurrently in place

212、,including due to increased costs or loss of business as a result of higher compliance standards,our business,financial condition andresults of operations could be adversely affected.Most of our revenue is earned through our agent network.In addition,our international agents may have subagent relati

213、onships in which we are not directlyinvolved.If agents or their subagents decide to leave our network,our revenue and profits could be adversely affected.Agent loss may occur for a numberof reasons,including competition from other money transfer providers,an agents dissatisfaction with its relations

214、hip with us or the revenue earned fromthe relationship,or an agents unwillingness or inability to comply with our standards or legal requirements,including those related to compliance withanti-money laundering regulations,anti-fraud measures or agent monitoring.Under the Amended DPA and Consent Orde

215、r entered into with theGovernment and the FTC,we are subject to heightened requirements relating to agent oversight,which may result in agent attrition,and agents may decideto leave our network due to reputational concerns related to the Amended DPA and Consent Order,as well as being subject to over

216、sight not required byother providers.Agents may also generate fewer transactions or reduce locations for reasons unrelated to our relationship with them,including increased competition intheir business,political unrest,general economic conditions,regulatory costs or other reasons.In addition,we may

217、not be able to maintain our agentnetwork under terms consistent with those already in place.Larger agents may demand additional financial concessions or may not agree to enter intoexclusive arrangements,which could increase competitive pressure.The inability to maintain our agent contracts on terms

218、consistent with those already inplace,including in respect of exclusivity rights,could adversely affect our business,financial condition and results of operations.A substantial portion of our agent network locations,transaction volume and revenue is attributable to or generated by a limited number o

219、f key agents.During 2020 and 2019,our ten largest agents accounted for 30%and 32%,respectively,of our total revenue.Our largest agent,Walmart,accounted for13%and 16%of our total revenue in 2020 and 2019,respectively.The current term of our contract with Walmart expires on March 30,2024.If ourcontrac

220、ts with our key agents,including Walmart,are not renewed or are terminated,or are renewed but on less favorable terms,or if such agents generatefewer transactions,reduce their locations or allow our competitors to use their services(e.g.Ria and Western Union in Walmart),our business,financialconditi

221、on and results of operations could be adversely affected.In addition,the introduction of additional competitive products by Walmart or our other keyagents,including competing white-label products,could reduce our business with those key agents and intensify industry competition,which couldadversely

222、affect our business,financial condition and results of operations.Complex and evolving U.S.and international laws and regulation regarding privacy and data protection could result in claims,changes to our businesspractices,penalties,increased cost of operations or otherwise harm our business.We are

223、subject to requirements relating to data privacy and the collection,processing,storage,transfer and use of data under U.S.federal,state and foreignlaws.For example,the FTC routinely investigates the privacy practices of companies and has commenced enforcement actions against many,resulting inmulti-m

224、illion dollar settlements and multi-year agreements governing the settling companies privacy practices.In addition,the General Data ProtectionRegulation in the European Union,effective May 2018,imposed a higher standard of personal data protection with significant penalties for non-compliancefor com

225、panies operating in the European Union or doing business with European Union residents.The new California Consumer Protection Act,whichbecame effective on January 1,2020,imposes heightened data privacy requirements on companies that12Table of Contentscollect information from California residents.If

226、we are unable to meet such requirements,we may be subject to significant fines or penalties.Furthermore,certain industry groups require us to adhere to privacy requirements in addition to federal,state and foreign laws,and certain of our business relationshipsdepend upon our compliance with these re

227、quirements.As the number of jurisdictions enacting privacy and related laws increases and the scope of theselaws and enforcement efforts expands,we will increasingly become subject to new and varying requirements.Failure to comply with existing or future dataprivacy laws,regulations and requirements

228、,including by reason of inadvertent disclosure of personal information,could result in significant adverseconsequences,including reputational harm,civil litigation,regulatory enforcement,costs of remediation,increased expenses for security systems andpersonnel,harm to our consumers and harm to our a

229、gents.These consequences could materially adversely affect our business,financial condition andresults of operations.In addition,the Company makes information available to certain U.S.federal and state,as well as certain foreign,government agencies in connection withregulatory requirements to assist

230、 in the prevention of money laundering and terrorist financing and pursuant to legal obligations and authorizations.Inrecent years,the Company has experienced increasing data sharing requests by these agencies,particularly in connection with efforts to prevent terroristfinancing or reduce the risk o

231、f identity theft.During the same period,there has also been increased public attention to the corporate use and disclosure ofpersonal information,accompanied by legislation and regulations intended to strengthen data protection,information security and consumer privacy.Theseregulatory goals may conf

232、lict,and the law in these areas is not consistent or settled.While we believe that we are compliant with our regulatoryresponsibilities,the legal,political and business environments in these areas are rapidly changing,and subsequent legislation,regulation,litigation,courtrulings or other events coul

233、d expose us to increased program costs,liability and reputational damage that could have a material adverse effect on ourbusiness,financial condition and results of operations.A breach of security in the systems on which we rely could adversely affect our business,financial condition and results of

234、operations.We rely on a variety of technologies to provide security for our systems.Advances in computer capabilities,new discoveries affecting the efficacy ofcryptography or other events or developments,including improper acts by third parties,may result in a compromise or breach of the security me

235、asures weuse to protect our systems.We obtain,transmit and store confidential consumer,employer and agent information in connection with certain of our services.These activities are subject to laws and regulations in the U.S.and other jurisdictions.The requirements imposed by these laws and regulati

236、ons,whichoften differ materially among the many jurisdictions,are designed to protect the privacy of personal information and to prevent that information from beinginappropriately disclosed.Any security breaches in our or our suppliers source code,computer networks,systems,databases or facilities co

237、uld lead to the inappropriate use ordisclosure of personally identifiable or proprietary information,which could harm our business and result in,among other things,unfavorable publicity,damage to our reputation,loss in our consumers confidence in our or our agents business,fines or penalties from re

238、gulatory or governmental authorities,aloss of consumers,lawsuits and potential financial losses.In addition,we may be required to expend significant capital and other resources to protectagainst these security breaches or to alleviate problems caused by these breaches.Our agents,banks,digital asset

239、exchanges and third-party independentcontractors may also experience security breaches involving the storage and transmission of our data as well as the ability to initiate unauthorizedtransactions,funds transfers or digital asset transfers.If an entity gains improper access to our,our suppliers,age

240、nts banks,digital asset exchanges or ourthird-party independent contractors,source code,computer networks,systems,or databases or facilities,they may be able to steal,publish,delete ormodify confidential customer information or generate unauthorized money transfers,funds transfers or digital asset t

241、ransfers.Such a breach could exposeus to monetary liability,losses and legal proceedings,lead to reputational harm,cause a disruption in our operations,or make our consumers and agentsless confident in our services,which could have a material adverse effect on our business,financial condition and re

242、sults of operations.Cybersecurity threats continue to increase in frequency and sophistication;a successful cybersecurity attack could interrupt or disrupt our informationtechnology systems or cause the loss of confidential or protected data which could disrupt our business,force us to incur excessi

243、ve costs or causereputational harm.The size and complexity of our information systems make such systems potentially vulnerable to service interruptions or to security breaches frominadvertent or intentional actions by our employees or vendors,or from attacks by malicious third parties.Such attacks a

244、re of ever-increasing levels ofsophistication and are made by groups and individuals with a wide range of motives and expertise.While we have invested in the protection of data andinformation technology,there can be no assurance that our efforts will prevent or quickly identify service interruptions

245、 or security breaches.Any suchinterruption or breach of our systems could adversely affect our business operations and result in the loss of critical or sensitive confidential information orintellectual property,and could result in financial,legal,business and reputational harm to us.Other attacks i

246、n recent years have included distributed denial of service(DDoS)attacks,in which individuals or organizations flood commercial websitesor application programming interfaces(APIs)with extraordinarily high volumes of traffic with the13Table of Contentsgoal of disrupting the ability of commercial enter

247、prises to process transactions and possibly making their websites or APIs unavailable to customers forextended periods of time.We,as well as other financial services companies,have been subject to such attacks.We maintain cyber liability insurance;however,this insurance may not be sufficient to cove

248、r the financial,legal,business or reputational losses that mayresult from an interruption or breach of our systems.Consumer fraud could adversely affect our business,financial condition and results of operations.Criminals are using increasingly sophisticated methods to engage in illegal activities s

249、uch as identity theft,fraud and paper instrument counterfeiting.Aswe make more of our services available over the internet and other digital media,we subject ourselves to new types of consumer fraud risk becauserequirements relating to consumer authentication are more complex with internet services.

250、Certain former agents have also engaged in fraud againstconsumers,and existing agents could engage in fraud against consumers.We use a variety of tools to protect against fraud;however,these tools may notalways be successful.Allegations of fraud may result in fines,settlements,litigation expenses an

251、d reputational damage.Our industry is under increasing scrutiny from federal,state and local regulators in the U.S.and regulatory agencies in many countries in connection withthe potential for consumer fraud.The Amended DPA and FTC Consent Order to which the Company is subject resulted in part from

252、this heightenedscrutiny.If consumer fraud levels involving our services were to rise,it could lead to further regulatory intervention and reputational and financial damage.This,in turn,could lead to additional government enforcement actions and investigations,reduce the use and acceptance of our ser

253、vices or increase ourcompliance costs and thereby have a material adverse impact on our business,financial condition and results of operations.MoneyGram and our agents are subject to numerous U.S.and international laws and regulations.Failure to comply with these laws and regulationscould result in

254、material settlements,fines or penalties,and changes in these laws or regulations could result in increased operating costs or reduceddemand for our products or services,all of which may adversely affect our business,financial condition and results of operations.We operate in a highly regulated envir

255、onment,and our business is subject to a wide range of laws and regulations that vary from jurisdiction to jurisdiction.We are also subject to oversight by various governmental agencies,both in the U.S.and abroad.In light of the current conditions in the global financialmarkets and economy,lawmakers

256、and regulators in the U.S.in particular have increased their focus on the regulation of the financial services industry.New or modified regulations and increased oversight may have unforeseen or unintended adverse effects on the financial services industry,which couldaffect our business and operatio

257、ns.Our business is subject to a variety of regulations aimed at preventing money laundering and terrorism.We are subject to U.S.federal anti-moneylaundering laws,including the Bank Secrecy Act,as well as anti-money laundering laws in many other countries in which we operate,particularly in theEurope

258、an Union.We are also subject to sanctions laws and regulations,promulgated by OFAC and other jurisdictions.We are also subject to financialservices regulations,money transfer and payment instrument licensing regulations,consumer protection laws,currency control regulations,escheatmentlaws,privacy an

259、d data protection laws and anti-bribery laws.Many of these laws are evolving,with requirements that may be unclear and inconsistentacross various jurisdictions,making compliance challenging.Subsequent legislation,regulation,litigation,court rulings or other events could expose us toincreased program

260、 costs,liability and reputational damage.We are considered a Money Services Business in the U.S.under the Bank Secrecy Act,as amended by the USA PATRIOT Act of 2001.As such,we aresubject to reporting,recordkeeping and anti-money laundering provisions in the U.S.as well as many other jurisdictions.Du

261、ring 2017 and 2018,there weresignificant regulatory reviews and actions taken by U.S.and other regulators and law enforcement agencies against banks,Money Services Businesses andother financial institutions related to money laundering,and the trend appears to be greater scrutiny by regulators of pot

262、ential money laundering activitythrough financial institutions.We are also subject to regulatory oversight and enforcement by the U.S.Department of the Treasury Financial CrimesEnforcement Network.Any determination that we have violated the anti-money-laundering laws could have an adverse effect on

263、our business,financialcondition and results of operations.The Dodd-Frank Act increases the regulation and oversight of the financial services industry.The Dodd-Frank Act addresses,among other things,systemicrisk,capital adequacy,deposit insurance assessments,consumer financial protection,interchange

264、 fees,derivatives,lending limits,thrift charters andchanges among the bank regulatory agencies.The Dodd-Frank Act requires enforcement by various governmental agencies,including the CFPB.Moneytransmitters such as the Company are subject to direct supervision by the CFPB and are required to provide a

265、dditional consumer information anddisclosures,adopt error resolution standards and adjust refund procedures for international transactions originating in the U.S.in a manner consistent withthe Remittance Transfer Rule(a rule issued by the CFPB pursuant to the Dodd-Frank Act).In addition,the CFPB may

266、 adopt other regulations governingconsumer financial services,including regulations defining unfair,deceptive,or abusive acts or practices,and new model disclosures.We could be subjectto fines or other penalties if we are found to have violated the Dodd-Frank Acts prohibition against unfair,deceptiv

267、e or abusive acts or practices.TheCFPBs authority to change regulations14Table of Contentsadopted in the past by other regulators could increase our compliance costs and litigation exposure.We may also be liable for failure of our agents tocomply with the Dodd-Frank Act.The legislation and implement

268、ation of regulations associated with the Dodd-Frank Act have increased our costs ofcompliance and required changes in the way we and our agents conduct business.In addition,we are subject to periodic examination by the CFPB.We are also subject to regulations imposed by the FCPA in the U.S.,the U.K.B

269、ribery Act and similar anti-bribery laws in other jurisdictions.Because ofthe scope and nature of our global operations,we experience a higher risk associated with the FCPA and similar anti-bribery laws than many othercompanies.We are subject to recordkeeping and other requirements imposed upon comp

270、anies related to compliance with these laws.Between 2016 and2021,there has been a significant increase in regulatory reviews and enforcement actions taken by the U.S.and other regulators related to anti-bribery laws,and the trend appears to be greater scrutiny on payments to,and relationships with,f

271、oreign entities and individuals.We are also subject to the PSD2,as amended by the 4 and 5 Anti-Money Laundering Directives in the EU,which governs the regulatory regime forpayment services in the European Union,and similar regulatory or licensing requirements in other jurisdictions.The PSD2 and othe

272、r internationalregulatory or licensing requirements may impose potential liability on us for the conduct of our agents and the commission of third-party fraud utilizing ourservices.If we fail to comply with the PSD2 or such other requirements,we could be subject to fines or penalties or revocation o

273、f our licenses,which couldadversely impact our business,financial condition and results of operations.Additionally,the U.S.and other countries periodically consider initiativesdesigned to lower costs of international remittances which,if implemented,may adversely impact our business,financial condit

274、ion and results ofoperations.In addition,we are subject to escheatment laws in the U.S.and certain foreign jurisdictions in which we conduct business.These laws are evolving and arefrequently unclear and inconsistent among various jurisdictions,making compliance challenging.We have an ongoing progra

275、m designed to comply withescheatment laws as they apply to our business.In the U.S.,we are subject to the laws of various states which from time to time take inconsistent orconflicting positions regarding the requirements to escheat property to a particular state.Certain foreign jurisdictions do not

276、 have escheatment provisionswhich apply to our transactions.In these jurisdictions where there is not a requirement to escheat,and when,by utilizing historical data we determine thatthe likelihood is remote that the item will be paid out,we record a reduction to our payment service obligation and re

277、cognize an equivalent amount as acomponent of fee and other revenue.Any violation by us of the laws and regulations set forth above could lead to significant fines or penalties and could limit our ability to conduct business insome jurisdictions.In some cases,we could be liable for the failure of ou

278、r agents or their subagents to comply with laws,which could have an adverseeffect on our business,financial condition and results of operations.As a result,the risk of adverse regulatory action against the Company because ofactions of its agents or their subagents and the cost to monitor our agents

279、and their subagents has increased.In addition to these fines and penalties,a failureby us or our agents to comply with applicable laws and regulations also could seriously damage our reputation and result in diminished revenue and profitand increase our operating costs and could result in,among othe

280、r things,revocation of required licenses or registrations,loss of approved status,termination of contracts with banks or retail representatives,administrative enforcement actions and fines,class action lawsuits,cease and desist orders andcivil and criminal liability.The occurrence of one or more of

281、these events could have a material adverse effect on our business,financial condition andresults of operations.In certain cases,regulations may provide administrative discretion regarding enforcement.As a result,regulations may be applied inconsistently across theindustry,which could result in addit

282、ional costs for the Company that may not be required to be incurred by some of its competitors.If the Company wererequired to maintain a price higher than its competitors to reflect its regulatory costs,this could harm its ability to compete effectively,which couldadversely affect its business,finan

283、cial condition and results of operations.In addition,changes in laws,regulations or other industry practices andstandards,or interpretations of legal or regulatory requirements,may reduce the market for or value of our products or services or render our products orservices less profitable or obsolet

284、e.For example,policymakers may impose heightened customer due diligence requirements or other restrictions,fees ortaxes on remittances.Changes in the laws affecting the kinds of entities that are permitted to act as money transfer agents(such as changes in requirementsfor capitalization or ownership

285、)could adversely affect our ability to distribute certain of our services and the cost of providing such services.Many of ouragents are in the check cashing industry.Any regulatory action that negatively impacts check cashers could also cause this portion of our agent base todecline.If onerous regul

286、atory requirements are imposed on our agents,the requirements could lead to a loss of agents,which,in turn,could lead to a loss ofretail business.Litigation or investigations involving us,our agents or other contractual counterparties could result in material settlements,fines or penalties and mayad

287、versely affect our business,financial condition and results of operations.In addition to the Amended DPA,we have been,and in the future may be,subject to allegations and complaints that individuals or entities have used ourmoney transfer services for fraud-induced money transfers,as well as certain

288、money laundering activities,which may result in fines,penalties,judgments,settlements and litigation expenses.We also are the subject from timethth15Table of Contentsto time of litigation related to our business.The outcome of such allegations,complaints,claims and litigation cannot be predicted.Reg

289、ulatory and judicial proceedings and potential adverse developments in connection with ongoing litigation may adversely affect our business,financialcondition and results of operations.There may also be adverse publicity associated with lawsuits and investigations that could decrease agent and consu

290、meracceptance of our services.Additionally,our business has been in the past,and may be in the future,the subject of class action lawsuits including securitieslitigation,regulatory actions and investigations and other general litigation.The outcome of class action lawsuits,including securities litig

291、ation,regulatoryactions and investigations and other litigation is difficult to assess or quantify but may include substantial fines and expenses,as well as the revocation ofrequired licenses or registrations or the loss of approved status,which could have a material adverse effect on our business,f

292、inancial position and results ofoperations or consumers confidence in our business.Plaintiffs or regulatory agencies in these lawsuits,actions or investigations may seek recovery of verylarge or indeterminate amounts,and the magnitude of these actions may remain unknown for substantial periods of ti

293、me.The cost to defend or settle futurelawsuits or investigations may be significant.In addition,improper activities,lawsuits or investigations involving our agents may adversely impact ourbusiness operations or reputation even if we are not directly involved.We face possible uncertainties relating t

294、o compliance with,and impact of,the amended deferred prosecution agreement entered into with theGovernment.As disclosed in Note 15 Commitments and Contingencies of the Notes to the Consolidated Financial Statements included in this Annual Report,onNovember 8,2018,we announced that we entered into(1)

295、the Amended DPA with the Government and(2)the Consent Order with the FTC.The AmendedDPA amended and extended the original DPA entered into on November 9,2012 by and between the Company and the U.S.DOJ.On February 25,2020,the Company entered into an Amendment to the Amended DPA providing for certain

296、changes,and on July 24,2020,the Company entered into the SecondAmendment to the Amended DPA providing for certain further changes(all collectively,the Agreements).Under the Agreements,as amended on July 24,2020,the Company will,among other things,(1)pay an aggregate amount of$125.0 million to theGov

297、ernment,of which$70.0 million was paid in November 2018 and the remaining$55.0 million must be paid by May 9,2021,and is to be madeavailable by the Government to reimburse consumers who were the victims of third-party fraud conducted through the Companys money transfer servicesand(2)continue to reta

298、in an independent compliance monitor until May 10,2021 to review and assess actions taken by the Company under theAgreements to further enhance its compliance program.No separate payment to the FTC is required under the Agreements.Although the Company expectsto fulfill its obligation under the Agree

299、ments,if the Company fails to comply with the Agreements,it could face criminal prosecution,civil litigation,significant fines,damage awards or regulatory consequences,which could have a material adverse effect on the Companys business including cash flows,financial condition,and results of operatio

300、ns.The Company continues to engage in discussions with the Government regarding a potential reduction of the$55.0 million payment.The Companybelieves there is a reasonable basis to reduce the final payment,but there can be no assurance as to whether the Government will agree to reduce the finalpayme

301、nt.If the Government does not agree to reduce the amount of the final payment and the Company does not receive additional working capital fundsfrom debt or equity financing sources,there could be a material adverse effect on the Companys business,financial condition,credit ratings,results ofoperatio

302、ns and cash flows from making such payment.If we fail to successfully develop and timely introduce new and enhanced products and services or if we make substantial investments in anunsuccessful new product,service or infrastructure change,our business,financial condition and results of operations co

303、uld be adversely affected.Our future growth will depend,in part,on our ability to continue to develop and successfully introduce new and enhanced methods of providing moneytransfer,bill payment,money order,official check and related services that keep pace with competitive introductions,technologica

304、l changes and thedemands and preferences of our agents,financial institution customers and consumers.If alternative payment mechanisms become widely substituted forour current products and services,and we do not develop and offer similar alternative payment mechanisms successfully and on a timely ba

305、sis,ourbusiness,financial condition and results of operations could be adversely affected.We may make future investments or enter into strategic alliances todevelop new technologies and services or to implement infrastructure changes to further our strategic objectives,strengthen our existing busine

306、sses andremain competitive.Such investments and strategic alliances,however,are inherently risky,and we cannot guarantee that such investments or strategicalliances will be successful.If such investments and strategic alliances are not successful,they could have a material adverse effect on our busi

307、ness,financial condition and results of operations.16Table of ContentsOur substantial debt service obligations,significant debt maturities,significant debt covenant requirements,low market capitalization and our creditrating could impair our access to capital and financial condition and adversely af

308、fect our ability to operate and grow our business.We have substantial interest expense on our debt and our ratings are below investment grade.We also have significant debt maturities in June 2023 andJune 2024.Our credit ratings have caused the Company to access non-investment grade capital markets t

309、hat are subject to higher volatility and are costlierthan capital markets accessible to higher-rated companies.Since a significant portion of our cash flow from operations is dedicated to debt service,areduction or interruption in cash flow could result in an event of default or significantly restri

310、ct our access to capital,including borrowings under our seniorsecured three-year revolving credit facility(First Lien Revolving Credit Facility).There is no assurance that we will be able to comply with our debtcovenants or obtain additional capital.Our below investment grade ratings will result in

311、a cost of capital that is higher than other companies with which wecompete.Further,a significant portion of our debt is subject to floating interest rates.Interest rates are highly sensitive to many factors,includinggovernmental monetary policies,domestic and international economic and political con

312、ditions and other factors beyond our control.Fluctuations in interestrates or changes in the terms of our debt or our inability to refinance our existing debt could have an adverse effect on our financial position and results ofoperations.We are also subject to capital requirements imposed by variou

313、s regulatory bodies throughout the world.We may need access to external capital to supportthese regulatory requirements in order to maintain our licenses and our ability to earn revenue in these jurisdictions.Our low market capitalization couldlimit our ability to access capital.An interruption of o

314、ur access to capital could impair our ability to conduct business if our regulatory capital falls belowrequirements.We have significant debt service obligations under our credit facilities,which could materially and adversely affect our financial condition and resultsof operations.The terms of the F

315、irst Lien Credit Facility(as defined herein)and Second Lien Term Credit Facility(as defined herein)provide for significantly highereffective interest rates than under the Companys prior senior secured credit facilities,which will increase the interest expense payable by the Company andcould cause a

316、decrease in the Companys cash flows and materially and adversely affect the Companys financial condition and results of operations.Inaddition,under the terms of the First Lien Credit Facility and Second Lien Term Credit Facility,we are subject to more restrictive covenants and limitationsthan under

317、the Companys prior senior secured credit facilities.Failure to comply with such covenants could result in a default under the First Lien CreditFacility and Second Lien Term Credit Facility,and as a result,the commitments of the lenders thereunder may be terminated and the maturity ofoutstanding amou

318、nts could be accelerated.We may be adversely affected by the potential discontinuation of LIBOR.In July 2017,the Financial Conduct Authority in the United Kingdom,which regulates LIBOR,publicly announced that it will no longer compel orpersuade banks to make LIBOR submissions after 2021.This announc

319、ement is expected to effectively end LIBOR rates beginning in 2022,and while otheralternatives have been proposed,it is unclear which,if any,alternative to LIBOR will be available and widely accepted in major financial markets.While there is currently no consensus on what rate or rates may become ac

320、cepted alternatives to LIBOR,a group of large banks,the Alternative ReferenceRate Committee(AARC),selected the Secured Overnight Financing Rate(SOFR)as an alternative to LIBOR for U.S.dollar denominated loans andsecurities.SOFR has been published by the Federal Reserve Bank of New York(FRBNY)since M

321、ay 2018,and it is intended to be a broad measure ofthe cost of borrowing cash overnight collateralized by U.S.Treasury securities.The FRBNY currently publishes SOFR daily on its website atapps.newyorkfed.org/markets/autorates/sofr.The FRBNY states on its publication page for SOFR that use of SOFR is

322、 subject to important disclaimers,limitations and indemnification obligations,including that the FRBNY may alter the methods of calculation,publication schedule,rate revision practices oravailability of SOFR at any time without notice.Because SOFR is published by the FRBNY based on data received fro

323、m other sources,the Company hasno control over its determination,calculation or publication.There can be no assurance that SOFR will not be discontinued or fundamentally altered in amanner that is materially adverse to the parties that utilize SOFR as the reference rate for transactions.There is als

324、o no assurance that SOFR will be widelyadopted as the replacement reference rate for LIBOR.The First Lien Revolving Credit Facility(as defined herein)and the First Lien Term Credit Facility each permit both base rate borrowings and LIBORborrowings,in each case plus a spread above the base rate or LI

325、BOR rate,as applicable.If an alternative to LIBOR is not available and widely acceptedafter 2021,our ability to borrow at an alternative to the base rate under the First Lien Revolving Credit Facility and the First Lien Term Credit Facility maybe adversely impacted,and the costs associated with any

326、potential future borrowings may increase.Weakness in economic conditions could adversely affect our business,financial condition and results of operations.Our money transfer business relies in part on the overall strength of global and local economic conditions.Our consumers tend to be employed in i

327、ndustriessuch as construction,energy,manufacturing and retail that tend to be cyclical and more17Table of Contentssignificantly impacted by weak economic conditions than other industries.This may result in reduced job opportunities for our customers in the U.S.orother countries that are important to

328、 our business,which could adversely affect our business,financial condition and results of operations.For example,sustained weakness in the price of oil could adversely affect economic conditions and lead to reduced job opportunities in certain regions that constitute asignificant portion of our tot

329、al money transfer volume,which could result in a decrease in our transaction volume.In addition,increases in employmentopportunities may lag other elements of any economic recovery.Our agents or billers may have reduced sales or business as a result of weak economic conditions.As a result,our agents

330、 could reduce their number oflocations or hours of operation,or cease doing business altogether.Our billers may have fewer consumers making payments to them,particularly billers inthose industries that may be more affected by an economic downturn such as the automobile,mortgage and retail industries

331、.As economic conditions deteriorate in a market important to our business,our revenue,financial condition and results of operations can be adverselyimpacted.Additionally,if our consumer transactions decline due to deteriorating economic conditions,we may be unable to timely and effectively reduceour

332、 operating costs or take other actions in response,which could adversely affect our business,financial condition and results of operations.A significant change or disruption in international migration patterns could adversely affect our business,financial condition and results ofoperations.Our money

333、 transfer business relies in part on international migration patterns,as individuals move from their native countries to countries with greatereconomic opportunities or a more stable political environment.A significant portion of money transfer transactions are initiated by immigrants or refugeessending money back to their native countries.Changes in immigration laws that discourage international