0001209191-19-039219.txt : 20190627 0001209191-19-039219.hdr.sgml : 20190627 20190627141218 ACCESSION NUMBER: 0001209191-19-039219 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190617 FILED AS OF DATE: 20190627 DATE AS OF CHANGE: 20190627 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ripple Labs Inc. CENTRAL INDEX KEY: 0001685012 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31950 FILM NUMBER: 19924579 BUSINESS ADDRESS: STREET 1: 300 MONTGOMERY STREET, 12TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94104 BUSINESS PHONE: 415-213-4838 MAIL ADDRESS: STREET 1: 300 MONTGOMERY STREET, 12TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94104 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MONEYGRAM INTERNATIONAL INC CENTRAL INDEX KEY: 0001273931 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 161690064 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2828 N. HARWOOD STREET, 15TH FLOOR CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 2149997640 MAIL ADDRESS: STREET 1: 2828 N. HARWOOD STREET, 15TH FLOOR CITY: DALLAS STATE: TX ZIP: 75201 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2019-06-17 0 0001273931 MONEYGRAM INTERNATIONAL INC MGI 0001685012 Ripple Labs Inc. 315 MONTGOMERY ST. FLOOR 2 SAN FRANCISCO CA 94104 0 0 0 1 See remarks. Common Stock, $0.01 par value 5610923 D Warrant 0.01 2029-06-17 Common Stock, $0.01 par value 1706151 D While the Warrants are generally immediately exercisable, no Warrant may be exercised unless (i) all regulatory approvals required for the Reporting Person to acquire more than 9.95% of the Issuer's voting securities and appoint a person as a director to the Issuer's board of directors have been obtained or (ii) after giving effect to the exercise, the Reporting Person (together with its affiliates) would not own more than 9.95% of the Issuer's voting securities. This Form 3 is filed by Ripple Labs Inc. (the "Reporting Person"). The Reporting Person has filed this Form 3 because it may be considered a member of a "group" (within the meaning of Section 13(d)(3) of the Exchange Act) that beneficially owns more than ten percent of the Issuer's common stock, $0.01 par value ("Shares"), on the basis of the Reporting Person's agreement (further described in the Schedule 13D filed by the Reporting Person on June 27, 2019) with Thomas H. Lee Advisors, LLC, THL Holdco, LLC, Thomas H. Lee Partners, L.P., THL Managers VI, LLC, Thomas H. Lee Equity Fund VI, L.P., Thomas H. Lee Parallel Fund VI, L.P., Thomas H. Lee Parallel (DT) Fund VI, L.P., THL Equity Fund VI Investors (MoneyGram), LLC, THL Coinvestment Partners, L.P., THL Operating Partners, L.P., Great-West Investors L.P., Putnam Investments Holdings, LLC and Putnam Investments Employees' Securities Company III LLC (collectively, "THL"). The Reporting Person hereby disclaims membership in any "group" and hereby disclaims beneficial ownership of any equity securities beneficially owned by THL or any of their affiliates. /s/ Sameer Dhond, Deputy General Counsel, Ripple Labs Inc. 2019-06-27