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| MGI > SEC Filings for MGI > Form 8-K on 22-Oct-2009 | All Recent SEC Filings |
22-Oct-2009
Change in Directors or Principal Officers
Anthony P. Ryan, the former President and Chief Executive Officer of MoneyGram
International, Inc. ("MGI"), and MGI have entered into a Separation Agreement
and Release of All Claims (the "Separation Agreement"), dated as of October 21,
2009, providing that Mr. Ryan's employment with MGI was terminated without
"Cause" (as such term is defined in MGI's Special Executive Severance Plan (Tier
I) ("Special Severance Plan")) as of September 1, 2009 (the "Separation Date").
Under the Separation Agreement, contingent upon Mr. Ryan signing a release of
claims, Mr. Ryan will receive benefits as follows: (i) $950,000 as salary
severance payable in a lump sum on the first business day of the seventh month
following the Separation Date; (ii) $1,189,258 as bonus severance under MGI's
Management and Line of Business Incentive Plan ("MIP") payable in a lump sum on
the first business day of the seventh month following the Separation Date;
(iii)(x) provided that MGI actually achieves the requisite criteria to make
awards for 2009 under the MIP or the Board of Directors of MGI (or the
appropriate committee) authorizes MGI to make awards for 2009 under the MIP and
(y) MGI in fact makes awards for 2009 under the MIP to all or substantially all
of the MGI Executive Committee for such year, a prorated MIP award for 2009 (not
to exceed 75% of Mr. Ryan's annual target incentive opportunity for 2009)
payable on the date payments are made to the other MIP participants; (iv) an
increase in the special retirement benefits under the MoneyGram Supplemental
Pension Plan ("SERP") approximating the incremental amount of the retirement
benefits that would have been payable to Mr. Ryan under the SERP if Mr. Ryan's
employment had continued through March 24, 2011, payable over 10 years
commencing when Mr. Ryan first attains retirement age; (v) continuation of
medical, dental and life insurance coverage through March 31, 2011; (vi)
outplacement services for two years following the Separation Date; (vii)
financial counseling benefits; and (viii) cashless exercise of any vested MGI
stock option rights. The Separation Agreement also provides that if the payments
to Mr. Ryan under the Separation Agreement cause Mr. Ryan to be subject to an
excise tax under Section 4999 of the Internal Revenue Code of 1986, MGI will pay
Mr. Ryan a tax "gross-up" payment in an amount sufficient to allow Mr. Ryan to
pay all excise taxes without a reduction in severance benefits. In addition, the
Separation Agreement provides for mutual non-disparagement obligations and
provides that Mr. Ryan continues to be bound by the obligations set forth in the
Employee Trade Secret, Confidential Information and Post-Employment Restriction
Agreement ("Post-Employment Restriction Agreement") between Mr. Ryan and
MoneyGram Payment Systems, Inc.
The Separation Agreement further provides that Mr. Ryan and MGI will enter into a Consulting Agreement (the "Consulting Agreement") in substantially the form attached to the Separation Agreement. Pursuant to the Consulting Agreement, for a period of 120 days from the effective date of the Consulting Agreement, Mr. Ryan will provide MGI consulting services relating to certain projects. The Consulting Agreement provides that the consulting services will not exceed a total of sixty (60) hours, and MGI will pay Mr. Ryan at the rate of $500 per hour in consideration of the consulting services.
The foregoing summary of the Separation Agreement (and the form of Consulting Agreement contained therein) does not purport to be complete and is qualified in its entirety by reference to the Separation Agreement (and the form of Consulting Agreement contained therein), a copy of which is filed herewith as Exhibit 10.01 and is incorporated herein by reference into this Item 5.02.
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