MoneyGram 2009 Annual Report Download - page 676

18. In January 2008, Holdco ceased the sale of receivables pursuant to the Sale of Receivables facility. Citibank, the sponsor of the facility, has asked
Holdco to cancel the agreement given that there are no amounts outstanding. Holdco received a termination notice from Citibank.
19. Holdco retained Blackstone Advisory Services, L.P., Kirkland & Ellis LLP and Alix Partners, LLP to provide certain contingency planning services.
20. Section 4.9(ii)(A)(3) of this Holdco Disclosure Schedule is incorporated herein by reference.
21. Since September 30, 2007, Ted Hill, Ann Jackson and Tammy Bauer were added as participants to Holdco's Tier II Severance Plan.
22. On January 31, 2008, Holdco's Board of Directors approved an amendment to Holdco's 401(k) plan prohibiting any further participant transfers of
account balances into Holdco stock under the 401(k) Plan. The amendment also added to the Plan the titles of individuals that will serve on the Pension
and 401(k) Committee (a change also made to Holdco's Pension Plan).
23. On January 31, 2008, the 401(k) and Pension Committee approved the appointment of an independent fiduciary to sit on the Committee.
24. Holdco entered into an engagement letter with Duff and Phelps, LLC, dated January 27, 2008, as amended March 9, 2008, to obtain a second fairness
opinion for the Transaction. Similarly, Holdco entered into an amended engagement letter with J.P. Morgan Securities Inc. on January 29, 2008 for
similar services as part of its larger relationship with J.P. Morgan, and did receive such opinion on March 10, 2008.
25. CitiCorp North America, Inc. ("Citi") has required that Holdco deposit $10 million dollars into a demand account to serve as collateral supporting a
Standby Letter of Credit dated June 29, 2005, issued by Citi on behalf of Holdco.
26. Two individuals from Holdco's internal audit department have resigned.
27. Holdco's Executive Vice President and Chief Technology Officer, Mr. David Albright, has resigned with separation of service on March 10, 2008.
Holdco is in the process of negotiating a separation agreement and release of claims with Mr. Albright, a copy of which has been provided to Investors.
Holdco's Executive Vice President and Chief Investment Officer, William Putney, intends to resign and Holdco intends to engage him as a consultant
pursuant to a contract.
28. The Credit Union National Association ("CUNA") had informed Holdco that it intended to send notices to its members informing them that items
issued by Holdco are not CUNA insured. Holdco and CUNA have had discussions and CUNA has agreed to refrain from sending out mass
communications to its members at this time. Two regional associations 12