DOW JONES NEWSWIRES 
 

MoneyGram International Inc. (MGI) said Thomas H. Lee Partners and affiliates of Goldman Sachs Group Inc. (GS) have agreed to convert preferred shares they acquired in 2008 to help capitalize the then-struggling money transfer company.

The deal comes as MoneyGram has seen its performance rebound lately and has been expanding internationally with new partners. It had posted substantial losses during the downturn and, like larger rival Western Union Co. (WU), struggled in the wake of the financial crisis with sluggish demand for its services.

In 2008, Thomas H. Lee, a Boston-based private equity firm, and Goldman had agreed to purchase $760 million of Series B and Series B-1 preferred stock, initially convertible at $2.50 a share into about 79% of the common equity of the company. MoneyGram also reached an agreement with Goldman affiliates to provide $500 million in debt financing.

MoneyGram said Tuesday that under the deal, Thomas H. Lee would convert its Series B preferred shares into common stock. Goldman would convert its Series B-1 preferred shares into so-called Series D participating convertible preferred shares, a nonvoting equivalent to common stock.

Thomas H. Lee would also receive 28.2 million additional shares and $140.8 million in cash, while Goldman would get 15,504 shares of Series D preferred stock--equivalent to 15.5 million common shares--and $77.5 million in cash. The investors would hold respective stakes of 55% and 30%.

"This transition simplifies our capital structure, ends the dilution from the continuing dividend payments required by the preferred stock terms, and increases the attractiveness of our common stock," MoneyGram Chairman and Chief Executive Pamela H. Patsley said.

MoneyGram also said it is working with banks to put in place a new senior secured credit facility, which it would use to refinance an existing facility and fund the recapitalization deal.

MoneyGram shares closed Monday at $2.68 and were inactive in recent premarket trading.

-By Matt Jarzemsky, Dow Jones Newswires; 212-416-2240; matthew.jarzemsky@dowjones.com