SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) January 8, 1998
MONEYGRAM PAYMENT SYSTEMS, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 1-14350 84-1327808
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(State of Organization) (Commission File No.) (IRS Employer
Identification Number)
7401 WEST MANSFIELD AVENUE
LAKEWOOD, COLORADO 80235
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(Address of principal executive offices)
(303) 716-6800
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(Registrant's telephone number, including area code)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On January 8, 1998, the Registrant completed the acquisition of all of the
capital stock of Mid-America Money Order Company, a Kentucky corporation
("MAMO"), from Mid-America Bancorp, a Kentucky corporation ("Bancorp"), pursuant
to the terms of the Stock Purchase Agreement dated August 4, 1997 by and between
the Registrant and Bancorp, as amended. In consideration for all of the capital
stock of MAMO, the Registrant paid Bancorp cash via wire transfer in the amount
of $15,555,922 (the "Purchase Price"), the source of which was the Registrant's
available working capital. The Purchase Price was determined by arm's length
negotiation between the Registrant and Bancorp.
MAMO, which is based in Louisville, Kentucky, is engaged in the issuance
and sale of retail money orders and similar consumer payment instruments through
a nationwide agent network (the "Business"). It is licensed in all
jurisdictions where licensing is required. The Registrant intends to continue
the Business.
There was no material relationship between either MAMO or Bancorp
(including their respective officers, directors and stockholders) and the
Registrant or any of its affiliates, or any director or officer of the
Registrant, or any associate of any such officer or director.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
As of the date hereof, it is impracticable for the Registrant to provide
the required financial statements for the acquired Business. All financial
statements required to be filed in connection with this acquisition will be
filed by amendment to this report as soon as they are available, but in any
event within 60 days of the date hereof.
(b) PRO FORMA FINANCIAL INFORMATION.
As of the date hereof, it is impracticable for the Registrant to provide
the required pro forma financial information. All pro forma financial
information required to be filed in connection with this acquisition will be
filed by amendment to this report as soon as they are available, but in any
event within 60 days of the date hereof.
(c) EXHIBITS.
EXHIBIT NUMBER DESCRIPTION
2.1 Stock Purchase Agreement dated August 4, 1997
between Mid-America Bancorp and MoneyGram Payment
Systems, Inc.(1)
99 Press Release dated January 9, 1998
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(1) The exhibits to Exhibit 2.1 have not been filed with the Commission. This
exhibit does briefly identify the contents of all omitted exhibits. The
Registrant will furnish supplementally a copy of any omitted exhibit to the
Commission upon request.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
MoneyGram Payment Systems, Inc.
By: /s/ John M. Fowler
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John M. Fowler
Executive Vice President,
Chief Financial Officer and
Treasurer
Date: JANUARY 21, 1998
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