SEC Info - THL Equity Advisors VI, LLC, et al. - ‘SC 13D’ on 4/4/08 re: Moneygram International Inc

SEC Info℠

Home

Help

Please Sign In

THL Equity Advisors VI, LLC, et al. – ‘SC 13D’ on 4/4/08 re: Moneygram International Inc – ‘EX-99’

On: Friday, 4/4/08, at 5:14pm ET · Accession #: 909518-8-306 · File #: 5-80431

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 4/04/08  THL Equity Advisors VI, LLC       SC 13D                12:338K Moneygram International Inc       Weil Gotshal & Ma… 04/FA
          Great-West Investors L.P.
          Putnam Investment Holdings, LLC
          Putnam Investments Employees Security Company III, LLC
          THL Coinvestors Partners, L.P.
          THL Equity Fund VI Investors (Moneygram), LLC
          THL Operating Partners, L.P.
          Thomas H. Lee Advisors, LLC
          Thomas H. Lee Equity Fund VI, L.P.
          Thomas H. Lee Parallel (DT) Fund VI, L.P.
          Thomas H. Lee Parallel Fund VI, L.P.

General Statement of Beneficial Ownership — Sch. 13D
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D      General Statement of Beneficial Ownership             31    136K 
 2: EX-99       Ex.1 - Joint Filing Agreement                          5     16K 
 3: EX-99       Ex.7.02 - A&R Shareholders' Agreement                 21     81K 
 4: EX-99       Ex.7.03 - Reg. Rights Agreement                       35    133K 
 5: EX-99       Ex.7.04 - Letter Agreement                             7     28K 
 6: EX-99       Ex.7.05 - Joinder Agreement to Shareholders Agr.       7     26K 
 7: EX-99       Ex.7.06 - Joinder Agreement to Reg. Rights Agr.        6     24K 
 8: EX-99       Ex.7.07 - Joinder Agreement Shareholders Agreement     8     32K 
 9: EX-99       Ex.7.08 - Joinder Agreement to Reg Right Agr.         10     30K 
10: EX-99       Ex.7.09 - Assignment and Joinder Agr.                  6     24K 
11: EX-99       Ex.7.10 - A&R Wal-Mart Equity Part. Agr.              15     55K 
12: EX-99       Ex.7.11 - A&R Wal-Mart Transfer Letter Agr.            7     24K

EX-99 — Ex.7.09 – Assignment and Joinder Agr.

EX-99 1st Page of 6 TOC ↑Top Previous Next ↓Bottom Just 1st
Exhibit 7.09

ASSIGNMENT AND JOINDER AGREEMENT TO PURCHASE AGREEMENT
------------------------------------------------------

ASSIGNMENT AND JOINDER AGREEMENT dated as of March 31, 2008, by and
among 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. (collectively, the "THL PARTIES") and
Great West Investors L.P., Putnam Investments Employees' Securities Company III
LLC, THL Coinvestment Partners, L.P., THL Operating Partners, L.P. and THL
Equity Fund VI Investors (MoneyGram), L.P. (individually, "THL TRANSFEREE," and,
collectively, the "THL TRANSFEREES"). Capitalized terms used but not defined
herein have the meaning ascribed to them in the Purchase Agreement.

BACKGROUND
----------

WHEREAS, the THL Parties and certain other investors are parties to an
Amended and Restated Purchase Agreement, dated as of March 17, 2008, as may be
amended (the "PURCHASE AGREEMENT") whereby the THL Parties agree to purchase
certain Securities of MoneyGram International, Inc. (the "COMPANY");

WHEREAS, the THL Transferees may be joined as party to the Purchase
Agreement pursuant to Section 4.5 of the Purchase Agreement;

WHEREAS, the Securities held by the THL Transferees following the
transfer by the THL Parties of such Securities to the THL Transferees will be
held in the custody of the THL Parties;

WHEREAS, the THL Transferees have acquired from the THL Parties the
number of Securities of the Company set forth opposite each THL Transferee's
name on Schedule 1 hereto resulting in the ownership of such Securities of the
Company by the THL Parties and the THL Transferees as set forth on Schedule 1
hereto;

WHEREAS, the THL Parties wish the THL Transferees to be bound and the
THL Transferees desire to be bound by and enjoy the benefits of the Purchase
Agreement.

NOW, THEREFORE, for good and valuable consideration, receipt and
adequacy of which are hereby acknowledged, the parties hereto, intending to be
legally bound hereby, hereby agree as follows:

1. Each THL Transferee acknowledges receipt of a copy of the Purchase
Agreement and, after review and examination thereof, agrees to be bound by all
obligations of the THL Parties and entitled to all rights of the THL Parties
pursuant to the Purchase Agreement.

2. The number of Securities of the Company set forth opposite the names
of the THL Transferees and the THL Parties on Schedule A hereto shall reflect
the Securities held by the THL Transferees and the THL Parties as of the date
hereof.

3. This agreement and any related dispute shall be governed by and
construed in accordance with the laws of the State of New York.

EX-99 2nd Page of 6 TOC 1st Previous Next ↓Bottom Just 2nd
IN WITNESS WHEREOF, the parties hereto have set their hands and seals,
as applicable, as of the day and year first above written. This Agreement may be
executed in any number of separate counterparts and all of said counterparts
taken together shall be deemed to constitute one and the same instrument.

TRANSFERORS
-----------

THOMAS H. LEE EQUITY FUND VI, L.P.

By: THL EQUITY ADVISORS VI, LLC,
its general partner
By: THOMAS H. LEE PARTNERS, L.P.,
its sole member
By: THOMAS H. LEE ADVISORS, LLC,
its general partner