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Western Union merger enters new 30-day waiting period

Completion remains conditional on the new HSR waiting period, reinstatement of DFPI approval and the merger agreement’s other closing conditions.

(Very High)

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Form Type
8-K

Rhea-AI Filing Summary

Western Union and International Money Express, Inc. each filed new Premerger Notification and Report Forms under the HSR Act on October 2, 2026, initiating a new 30-day waiting period for their proposed merger. The companies requested early termination of that period.

The earlier HSR waiting period expired October 6, 2025, at 11:59 p.m. Eastern Time, and HSR clearance is effective for one year after the waiting period expires. A new filing is required to complete the merger after October 6, 2026. Based on discussions with the DFPI, the parties do not expect it to reinstate its approval before October 6, 2026. Other than the HSR process and DFPI approval described, all regulatory approvals necessary for the merger had been obtained.

Under the August 10, 2025 merger agreement, Merger Sub would merge into IMXI, which would survive as Western Union’s wholly owned subsidiary. Completion remains subject to expiration or termination of the new HSR waiting period, reinstatement of DFPI approval, and satisfaction or waiver of the other closing conditions.

Insights

Analyzing...

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
New HSR waiting period 30 days Initiated by the companies’ October 2, 2026 filings
Prior HSR waiting-period expiration October 6, 2025, at 11:59 p.m. Eastern Time The earlier waiting period expired on this date and time
HSR clearance period One year Effective following expiration of the waiting period
New HSR filing date October 2, 2026 Western Union and International Money Express each filed premerger forms
Premerger Notification and Report Forms regulatory
"filed their respective Premerger Notification and Report Forms under the HSR Act"
HSR Act regulatory
"initiates a new 30-day waiting period under the HSR Act"
The HSR Act (Hart‑Scott‑Rodino Antitrust Improvements Act) requires companies in the United States to notify federal regulators and observe a waiting period before completing certain large mergers or acquisitions so authorities can check for anti-competitive effects. For investors it matters because the review can delay or block deals, force changes such as selling assets, and alter the expected value or timing of a transaction—like needing a permit before finalizing a major home renovation.
early termination regulatory
"requested early termination of the waiting period"
An early termination is the ending of a contract, agreement, or planned activity before the originally agreed finish date. For investors it matters because it can change expected cash flows, trigger penalties or break fees, release liabilities, or accelerate revenue recognition—similar to canceling a long-term subscription or lease early, where you either pay a penalty, save future costs, or both, and that alters the value and risk of the business.
surviving corporation technical
"IMXI continuing as the surviving corporation in the Merger"
The surviving corporation is the company entity that continues to exist after a merger, consolidation, or similar reorganization; it absorbs the assets, liabilities, contracts, and business of the combining firms and remains on the legal books while the other entities cease to exist. For investors, it matters because ownership, shareholder rights, outstanding securities, and regulatory or listing obligations move into that single continuing company—think of it as the ship that all passengers board after two boats are joined together.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What is the status of WU’s merger with International Money Express?

Western Union and International Money Express, Inc. have a merger agreement under which Merger Sub would merge into IMXI, which would survive as Western Union’s wholly owned subsidiary. Each company filed a new HSR premerger form on October 2, 2026. Completion remains subject to regulatory and other closing conditions.

How long is the new HSR waiting period for WU’s proposed merger?

The new HSR filing initiated a 30-day waiting period, and Western Union and International Money Express requested early termination. Completion also remains subject to reinstatement of DFPI approval and satisfaction or waiver of the other closing conditions.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
Western Union CO false 0001365135 0001365135 2026-10-02 2026-10-02
 
 

UNITED STATES

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): October 2, 2026

 

 

THE WESTERN UNION COMPANY

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Delaware   001-32903   20-4531180
(State or Other Jurisdiction
of Incorporation)
 

(Commission

File Number)

  (IRS Employer
Identification No.)

 

7001 East Belleview Avenue  
Denver, Colorado   80237
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s Telephone Number, Including Area Code: 866 405-5012

(Former Name or Former Address, if Changed Since Last Report.)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange
on which registered

Common Stock, $0.01 Par Value   WU   The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 


Item 8.01.

Other Events.

As previously announced, on August 10, 2025, The Western Union Company, a Delaware corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among the Company, International Money Express, Inc., a Delaware corporation (“IMXI”), and Ivey Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of the Company (“Merger Sub”). Pursuant to the Merger Agreement, on the terms and subject to the conditions set forth therein, Merger Sub will merge with and into IMXI (the “Merger”), with IMXI continuing as the surviving corporation in the Merger and becoming a wholly owned subsidiary of the Company.

Other than as described below, all regulatory approvals necessary for the consummation of the Merger have been obtained. The remaining regulatory approvals are:

 

  1.

The approval of the Merger by the California Department of Financial Protection and Innovation (the “DFPI”), which the DFPI suspended, as previously disclosed on August 13, 2026, pending further ongoing review; and

 

  2.

The expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”).

As previously disclosed, the waiting period under the HSR Act with respect to the Merger expired at 11:59 p.m. Eastern Time on October 6, 2025. Clearance under the HSR Act is effective for a period of one year following expiration of the waiting period. Given the lapse of time, a new filing under the HSR Act is required in order for the Company and IMXI to complete the Merger after October 6, 2026. Based on discussions with the DFPI, the parties do not expect the DFPI to reinstate its approval prior to October 6, 2026. Accordingly, on October 2, 2026, the Company and IMXI each filed their respective Premerger Notification and Report Forms under the HSR Act with the Federal Trade Commission and the Antitrust Division of the U.S. Department of Justice with respect to the Merger. The new filing initiates a new 30-day waiting period under the HSR Act, and the Company and IMXI have requested early termination of the waiting period.

The Company and IMXI continue to engage in discussions with the DFPI regarding reinstatement of the DFPI’s approval of the Merger.

The Merger is subject to the expiration or termination of the new waiting period under the HSR Act, the reinstatement of the DFPI’s approval, and the satisfaction or waiver of the other closing conditions set forth in the Merger Agreement.

Forward-Looking Statements

This Current Report on Form 8-K contains certain statements that are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are not guarantees of future performance and involve certain risks, uncertainties, and assumptions that are difficult to predict. Actual outcomes and results may differ materially from those expressed in, or implied by, these forward-looking statements. Words such as “expects,” “intends,” “targets,” “anticipates,” “believes,” “estimates,” “guides,” “provides guidance,” “provides outlook,” “projects,” “designed to,” “pending,” “working to,” “subject to,” and other similar expressions or future or conditional verbs such as “may,” “will,” “should,” “would,” “could,” and “might” are intended to identify such forward-looking statements. Readers of this Current Report on Form 8-K should not rely solely on the forward-looking statements and should consider all uncertainties and risks discussed in the Risk Factors section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 and in subsequent filings with the Securities and Exchange Commission (the “SEC”) made by the Company. The statements are only as of the date they are made, and the Company disclaims any obligation to update any forward-looking statement. By their nature, forward-looking statements address matters that involve risks and uncertainties because they relate to events and depend upon future circumstances that may or may not occur, such as the consummation of the proposed transaction and the anticipated benefits thereof. These and other forward-looking statements, as well as any related oral statements, are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ

 


materially from those expressed in any forward-looking statements. Important risk factors that may cause such a difference include, but are not limited to, factors relating to: (i) the completion of the proposed transaction on anticipated terms and timing (or whether the transaction will close at all), including obtaining regulatory approvals (such as the expiration or termination of the waiting period under the HSR Act with respect to the new HSR Act filing and the pending approval from the DFPI) and the satisfaction or waiver of conditions to the completion of the transaction; (ii) the occurrence of any event, change or other circumstance or condition that could give rise to the termination of the definitive merger agreement; (iii) the impact of regulatory actions, investigations or inquiries, including the suspension of previously granted approvals, on the timing or completion of the proposed transaction; and (iv) other risks and uncertainties pertaining to the Company’s business, including those set forth in its most recent Annual Report on Form 10-K and its subsequent Quarterly Reports on Form 10-Q, as such risk factors may be amended, supplemented or superseded from time to time by other reports filed or furnished with the SEC.

 


SIGNATURES

Pursuant to the requirements 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.

 

Dated: October 2, 2026   THE WESTERN UNION COMPANY
    By:  

/s/ Benjamin C. Adams

    Name:   Benjamin C. Adams
    Title:   Executive Vice President, Chief Legal Officer

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