Morgan Stanley

Morgan Stanley Announces Corporate Partnership with the Hispanic Information Technology Executive Council (HITEC)

Partnership to strengthen career advancement and opportunities for diverse talent in technology and beyond

New York —

Morgan Stanley announced today a corporate partnership with the Hispanic IT Executive Council (HITEC), the premier global organization for senior-level business and technology leaders. The partnership will help advance diversity initiatives and connect Morgan Stanley with accomplished Hispanic technology professionals to build a strong talent pipeline for the future. HITEC’s network spans the Americas and is focused on building stronger technology and executive leaders, leadership teams, corporations and role models in a rapidly changing, technology-centric world.

"We’re honored to welcome Morgan Stanley to the HITEC Familia,” said Omar Duque, HITEC President. “We are excited to partner with Morgan Stanley on diversity initiatives, share best practices and resources for talent growth, and facilitate connections with the best and brightest Hispanic executives in technology.”

“Our culture of innovation at Morgan Stanley is fueled by the diverse perspectives and experiences our world-class technologists bring to bear as they solve the most complex client and business challenges every day,” said Sal Cucchiara, CIO, Wealth Management and Co-Chair of the Technology Global Diversity Council at Morgan Stanley. “We look forward to working closely with HITEC and its members to open up new opportunities for current and future leaders.”

Morgan Stanley’s rich history of innovation and technology excellence is rooted in the Firm’s four core values of Doing the Right ThingPutting Clients FirstLeading with Exceptional Ideas and Giving Back. The Firm is committed to supporting the careers of historically underrepresented groups globally by investing in robust programs to help recruit and advance a dynamic talent base, and creating a culture where all employees have the tools and support necessary to advance and thrive.

Morgan Stanley (NYSE: MS) is a leading global financial services firm providing investment banking, securities, wealth management and investment management services. With offices in more than 41 countries, the Firm's employees serve clients worldwide including corporations, governments, institutions and individuals. For more information about Morgan Stanley, please visit www.morganstanley.com.

https://www.morganstanley.com/about-us/diversity

Media Relations Contact: Christine Alberti, 212.761.6303

Morgan Stanley to Acquire Solium, Creating a Leading Provider of Stock Plan Administration and Workplace Wealth Solutions

Strategy complements core Financial Advisor channel as source of new clients

NEW YORK/CALGARY – Morgan Stanley (NYSE: MS) has entered into a definitive agreement to acquire Solium Capital Inc. (TSX: SUM) (“Solium”), a leading global provider of software-as-a-service (SaaS) for equity administration, financial reporting and compliance. With this acquisition, Morgan Stanley is positioned to be an industry leader in Workplace Wealth Solutions, bringing together a major stock plan administration platform with a leading Wealth Management business.

Solium’s 3,000 stock plan clients, with one million participants, include Instacart, Levi Strauss, Shopify and Stripe and a range of fast growing private companies, as well as newly public companies. Morgan Stanley has 320 stock plan clients, with 1.5 million participants, of which a quarter are in the Fortune 500. This combination will create a leading provider of stock plan administration services and Workplace Wealth. Solium has a strong business-to-business salesforce, an industry-leading cloud-based service platform and is a leader in private company equity administration, which will complement and strengthen Morgan Stanley’s offering.

Morgan Stanley has been building a comprehensive suite of digital tools that will support expansion within the Workplace Wealth marketplace. Morgan Stanley entered into a partnership with Solium in 2016 to administer equity compensation plans for Morgan Stanley’s corporate clients and their employees.

“The acquisition provides Morgan Stanley with broader access to corporate clients and a direct channel to their employees, as well as a greater opportunity to establish and develop relationships with a younger demographic and service this population early in their wealth accumulation years,” said James Gorman, Chairman and CEO.

This is expected to enhance Morgan Stanley’s client acquisition efforts in a manner that complements the Financial Advisor channel, which constitutes the core of Morgan Stanley’s strategy. As plan participants build their wealth, and their needs become more complex, there is a natural transition to an Advisor-based relationship. Younger plan participants in the earlier stages of their careers can elect to be served by the Firm’s Morgan Stanley Access Investing and Morgan Stanley Virtual Advisor channels.

Marcos Lopez, CEO of Solium, will remain with the company and be based in Calgary.

“We view this acquisition as part of our broader, longer-term strategy, leveraging our digital capabilities in the workplace,” said Andy Saperstein, Co-Head of Wealth Management. “By combining stock plan administration, 401(k), other forms of deferred compensation, employee Financial Wellness education and our core Goals-Based Planning technology, we plan to create an integrated ‘Morgan Stanley Wealth Portal,’ which will offer employers the opportunity to deliver tailored financial counseling and industry leading advice to their employees.”

Morgan Stanley will acquire all of the issued and outstanding common shares of Solium for

CAD 19.15 per share in cash, representing a total equity value of approximately CAD 1.1 billion ($0.9 billion). The transaction is expected to have a minimal impact on the Firm’s earnings and capital ratios. Morgan Stanley does not anticipate any adjustments to the share repurchases in the first or second quarter of 2019 that were included as part of the Firm’s 2018 Capital Plan. The transaction is expected to close in the second quarter of 2019, subject to court, Solium shareholder and regulatory approvals, and other customary closing conditions.

Davis Polk & Wardwell LLP and Osler, Hoskin & Harcourt LLP are serving as legal advisors to Morgan Stanley in connection with the transaction.

About Solium

Solium provides cloud-enabled services for global equity administration, financial reporting and compliance. From offices in the United States, Canada, the United Kingdom, Europe and Australia, Solium’s innovative software-as-a-service (SaaS) technology powers share plan administration and equity transactions for more than 3,000 corporate clients with employee participants in more than 100 countries. For more information about Solium, please visit Solium.com.

About Morgan Stanley

Morgan Stanley is a leading global financial services firm providing investment banking, securities, investment management and wealth management services. With offices in more than 41 countries, the Firm's employees serve clients worldwide including corporations, governments, institutions and individuals. For more information about Morgan Stanley, please visit www.morganstanley.com.

This press release may contain forward-looking statements, including the attainment of certain financial and other targets, objectives and goals. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date on which they are made, which reflect management’s current estimates, projections, expectations, assumptions, interpretations or beliefs and which are subject to risks and uncertainties that may cause actual results to differ materially. For a discussion of risks and uncertainties that may affect the future results of the Firm, please see “Forward-Looking Statements” immediately preceding Part I, Item 1, “Competition” and “Supervision and Regulation” in Part I, Item 1, “Risk Factors” in Part I, Item 1A, “Legal Proceedings” in Part I, Item 3, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 and “Quantitative and Qualitative Disclosures about Market Risk” in Part II, Item 7A in the Firm’s Annual Report on Form 10-K for the year ended December 31, 2017 and other items throughout the Form 10-K, the Firm’s Quarterly Reports on Form 10-Q and the Firm’s Current Reports on Form 8-K, including any amendments thereto.

Media Relations Contacts: David P. Walker, 914.225.1010; Susan Siering, 212.761.6030

Morgan Stanley Capital Partners Completes Investment in Clarity Software Solutions

NewYork — Investment funds managed by Morgan Stanley Capital Partners (“MSCP”), a Private Equity team within Morgan Stanley Investment Management, announced today that they have completed an investment in Clarity Software Solutions (“Clarity” or the “Company”). MSCP is partnering with the current management team led by founder Sean Rotermund, who will remain CEO and continue to drive organic growth and product development during the investment. Clarity marks the ninth platform investment in MSCP’s North Haven Capital Partners Fund VI (“NHCP VI”) and the first healthcare investment. 

Headquartered in Madison, CT, Clarity is a data and technology driven provider of member communication solutions for health insurance payors, third party administrators (“TPAs”), and dental insurance companies. The Company’s software collects, consolidates and cleanses its customers’ data from multiple sources to generate compliant and personalized digital member communications across the enrollment, claims and payments, and compliance functions of its customers. 

Steve Rodgers, Managing Director of Morgan Stanley Capital Partners, said, “We are excited to partner with Clarity and its talented management team. The company has developed an innovative product that addresses the complex process of member communications for today’s healthcare organizations and we look forward to working together to build on this growth.” Rodgers joined MSCP in 2018 to lead health care investing for the platform. 

Jim Howland, Managing Director and Operating Partner of Morgan Stanley Capital Partners, added, “We are delighted to work with Sean Rotermund, Steve Mongelli and the Clarity team  and partner together as they continue to provide comprehensive engagement solutions that deliver differentiated value  to their customers.” 

Sean Rotermund, Founder and Chief Executive Officer of Clarity, said, “We are excited to team up with Morgan Stanley Capital Partners as we enter a new phase of growth to broaden our market presence and drive enhanced value to our customers.  We are proud of the work we’ve accomplished and expect this new partnership to enrich our already strong foundation of operational excellence and superior customer experience.” 

This investment is a continuation of MSCP’s focus on outsourced service providers that offer best in class solutions and reduce pain points for clients. Clarity follows other NHCP VI investments in outsourced providers which include CoAdvantage, a comprehensive HR and benefits provider to small and medium sized businesses and 24 Seven, a provider of digital and creative human capital management services. 

TripleTree, LLC acted as the exclusive financial advisor to Clarity. 

About Morgan Stanley Capital Partners

Morgan Stanley Capital Partners, the middle-market focused private equity business of Morgan Stanley Investment Management, is a leading middle-market private equity platform that has invested capital in a broad spectrum of industries for over two decades. Morgan Stanley Capital Partners focuses on privately negotiated equity and equity-related investments in North America and seeks to create value in portfolio companies primarily through operational improvement. For further information about Morgan Stanley Capital Partners, please visit www.morganstanley.com

About Morgan Stanley Investment Management

Morgan Stanley Investment Management, together with its investment advisory affiliates, has more than 663 investment professionals around the world and $463 billion in assets under management or supervision as of December 31, 2018. Morgan Stanley Investment Management strives to provide outstanding long-term investment performance, service and a comprehensive suite of investment management solutions to a diverse client base, which includes governments, institutions, corporations and individuals worldwide. For further information about Morgan Stanley Investment Management, please visit www.morganstanley.com

About Morgan Stanley

Morgan Stanley (NYSE: MS) is a leading global financial services firm providing investment banking, securities, wealth management and investment management services. With offices in more than 41 countries, the Firm's employees serve clients worldwide including corporations, governments, institutions and individuals. For more information about Morgan Stanley, please visit www.morganstanley.com.   

CRC 2394124 01/2019

Media Relations: Lauren Bellmare, 212.761.5303