Notable M&A Deals

Morgan Stanley Franchise Power• Total Deposits: $152 billion.8

• Morgan Stanley reported revenues of $9.7 billion.8

• More than 55,000 global employees.8

• Tier 1 risk-based Capital Ratio under U.S.Basel III was approximately 20%.8

• $198 billion in liquidity reserve.8

• Long-term credit rating A3, BBB+ and A, by Moody’s, S&P and Fitch, respectively.9

Investment ManagementMorgan Stanley Investment Management is a client-centric organization dedicated to providing investment and risk management solutions to a wide range of investors and institutions, including corporations, pension plans, intermediaries, sovereign wealth funds, central banks, endowments and foundations, governments and consultant partners worldwide.

• Offering investment strategies that span the risk/return spectrum across geographies, investment styles and asset classes, including equity, fixed income, alternatives and private markets.

• Time-tested Investment Managers with 40+ years of history; 80% of long-term assets are managed by these senior investors with an average of 15+ years at Morgan Stanley.6

• 585 investment professionals worldwide in 20 countries.6

• $417 billion in assets under management or supervision.7

Delivering the Resources of a Global Financial Leader

At Morgan Stanley, we attribute our successes to the core of the firm’s value proposition, which reflects our commitment to putting the needs of our clients first. Our global presence, vast resources and exceptional reputation underscore the strength of leadership at Morgan Stanley and confirm our clients’ confidence in the management of their assets. It is also one of our great advantages.

In working with a Morgan Stanley Family Wealth Director, you gain access to the intellectual capital and vast resources of our firm. In addition to their own experience and specialized training, your Family Wealth Director delivers the extensive range of resources needed to address the complex, multigenerational challenges of managing significant wealth. Both our Institutional Securities Group and Morgan Stanley Investment Management extend that range into your professional life, delivering the investment banking, capital markets and institutional investing solutions needed to pursue the strategic ambitions of your enterprise.

Morgan Stanley serves a global clientele of families, individuals, corporations, endowments, foundations, governments and others through three core businesses:

• Morgan Stanley Wealth Management• Institutional Securities Group• Investment Management

Our strength across each of these synergistic businesses not only contributes to the economic vitality and stability of the firm, but also expands the vast resources, expertise and global insight that we can offer you. Our goal is to build and sustain leadership positions in every business we enter, fulfilling our mission to do first-class business in a first-class way. Our mission is to help you and your family address the myriad challenges of managing significant wealth.

Wealth ManagementAs one of the premier wealth management franchises in the United States, Morgan Stanley makes a deep and enduring commitment to helping families, individuals and small to midsize businesses and institutions reach their financial goals. Our experienced Financial Advisors deliver a truly comprehensive wealth management offering, customized to the individual needs and goals of our clients.

• Nearly 16,000 Financial Advisors in the U.S.1

• Approximately 300 designated Family Wealth Directors.

• $2.2 trillion in client assets under management.1

• Our Alternative Investment platform has over 250 open funds and over $59 billion in client assets under management or supervision.2

Investment BankingMorgan Stanley’s investment bankers devise and execute innovative, customized solutions to address our clients’ most challenging issues and capital market needs. Our Mergers & Acquisitions (M&A) team excels in domestic and international transactions, including acquisitions, divestitures, mergers, joint ventures, corporate restructurings, recapitalizations, spin-offs, exchange offers, leveraged buyouts and takeover defenses as well as shareholder relations. Morgan Stanley applies its extensive experience with global industries, regions and banking products to help meet our clients’ short- and long-term strategic objectives.

• Euromoney’s 2016 World’s Best Bank for Advisory.10

• Advisor on many of the most notable M&A deals in 2016, including seven of the top 10 announced transactions.11

• No. 1 activist defense advisor in 2016.12

• IFR’s 2016 M&A Advisor of the Year.13

$107.5Bn Time Warner* AT&T

$63.9Bn Monsanto* Bayer

$43.1Bn Spectra Energy* Enbridge

$34.4Bn Level 3 Communications CenturyLink*

$24.6Bn LinkedIn Microsoft*

$20.1Bn Crédit Agricole (Regional Banks)* SACAM Mutualisation

$20.1Bn Vale SA

$18.3Bn Agrium* PotashCorp*

Aggregate value of the assets bought/sold in the transaction, per Thomson.* Morgan Stanley’s client.

The Morgan Stanley Franchise

The Morgan Stanley Franchise

© 2018 Morgan Stanley Smith Barney LLC. Member SIPC. FWD8789884 CRC 1800421 12/17 CS 8789884 01/18

1 As of March 2017, Morgan Stanley Wealth Management. 2 Morgan Stanley Wealth Management Alternative Investments Group.

As of January 31, 2017.3 Compensable Revenue Report, December 31, 2016. 4 Morgan Stanley Wealth Management, December 31, 2016. 5 Barron’s Top 100 Financial Advisors, April 2017.6 MorganStanley.com/InvestmentManagement as of December 31, 2016.7 MorganStanley.com/InvestmentManagement as of December 31, 2016. Fund of Fund assets represent assets under management and assets under supervision. Direct private investing assets represent the basis on which the firm earns management fees, not the market value of the assets owned.

8 Unaudited. As of March 31 , 2017. Morgan Stanley Quarterly Financial Supplement 1Q 2017.

9 MorganStanley.com/InvestorRelations.10 Euromoney, 2016.11 Thomson Reuters as of January 2017.12 Thomson Reuters as of February 9, 2017.13 International Financial Review, 2016.14 Institutional Investor, 2015.15 Hedge Fund Intelligence as of March 10, 2016. 16 Morgan Stanley & Co. LLC Research, 1Q 2016.

17 Extel-Pan European Poll, 2016.Source: Barron’s Top 100 Financial Advisors, April 2017. Barron’s Top 100 Financial Advisors bases its ratings on qualitative criteria: professionals with a minimum of seven years’ financial services experience, acceptable compliance records, client retention reports, customer satisfaction and more. Financial Advisors are quantitatively rated based on varying types of revenues and assets advised by the financial professional, with weightings associated for each. Because individual cli-ent portfolio performance varies and is typically unaudited, this rating focuses on customer satisfaction and quality of advice. The rating may not be representative of any one client’s experience because it reflects a sample of all of the experiences of the Financial Advisor’s clients. The rating is not indicative of the Financial Advisor’s future performance. Neither Morgan Stanley Smith Barney LLC nor its Financial

Advisors or Private Wealth Advisors pay a fee to Barron’s in exchange for the rating. Barron’s is a registered trademark of Dow Jones & Company, L.P. All rights reserved.Morgan Stanley Wealth Management is a business of Morgan Stanley Smith Barney LLC.Morgan Stanley Prime Brokerage is a component of Morgan Stanley & Co. LLC’s Institutional Equity Division.Morgan Stanley Investment Management is the asset management division of Morgan Stanley. Morgan Stanley Research, Global Capital Markets (Equity and Fixed Income) and Investment Banking are businesses of Morgan Stanley & Co. LLC.

To learn more about the capabilities and resources of Morgan Stanley, please contact your Family Wealth Director.

Notable Debt FinancingsNotable Equity Transactions

Morgan Stanley’s Global Capital Markets (GCM) Division responds with market judgments and ingenuity to address clients’ needs for capital. Whether executing an IPO, a debt offering or a leveraged buyout, GCM integrates our expertise in Sales and Trading, and in Investment Banking, to offer clients seamless advice and sophisticated solutions. We originate, structure and execute both public offerings and private placements of a variety of securities: equities, investment-grade and noninvestment-grade debt and related products.

Capital Markets EQUITY

• IFR’s 2016 Asia-Pacific Equity House.13

• IFR’s 2016 Asia-Pacific Equity Issue

of the Year—LINE Corp.13

• IFR’s 2016 EMEA Equity Issue of the Year—Dong Energy.13

• No. 1 in equity sales and trading by revenue, generating $8 billion.14

FIXED INCOME

Recognized in the 2016 IFR Awards

• North America Financial Bond House.13

• EMEA Structured Finance House.13

• North America Leveraged Loan.13

• Europe Investment-Grade Corporate Bond.13

• Europe Financial Bond.13

• EMEA Loan.13

• Euro Bond.13

• SSAR Bond.13

Prime BrokerageMorgan Stanley Prime Brokerage harnesses the resources of the firm across divisions and markets to provide services to hedge funds.

• Serves as prime broker to eight of the 10 largest hedge funds.15

• Financing relationships with approximately 60% of all hedge funds over $1 billion.15

• Global presence with 13 office locations.

• Continuous investment in platforms.

The number of shares sold multiplied by the offering price.

May 2016 SoftBank / Alibaba Mandatory Exchangable $6.6Bn Joint-Lead Bookrunner

May 2016 Tesla FO $2.2Bn Lead-Left Bookrunner

June 2016 DONG IPO $3.0Bn Bookrunner

July 2016 LINE IPO $1.3Bn Bookrunner

Sep 2016 Nets IPO $2.4Bn Bookrunner

Sep 2016 Ctrip FO + Convert $2.6Bn Bookrunner

Oct 2016 JR Kyushu IPO $4.0Bn Bookrunner

Oct 2016 ZTO IPO $1.4Bn Lead-Left Bookrunner

Oct 2016 MELI FO $1.4Bn Lead-Left Bookrunner

Inaugural debt financing represents the entity’s first issuance of public investment-grade debt.

Feb 2016 eBay $750MM Retail Targeted Debt Offering Physical Bookrunner

April 2016 Micron $1.25Bn Secured Notes $750MM Term Loan B Lead-Left Bookrunner

June 2016 Allnex $1.53Bn Term Loans Lead-Left Bookrunner

June 2016 Dynegy $2.0Bn Term Loan C Lead-Left Bookrunner

June 2016 Fortive $2.3Bn Inaugural Debt Offering Bookrunner

June 2016 Westjet $400MM Inaugural Debt Offering Lead-Left Bookrunner

July 2016 Uber $1.15Bn Term Loan B Lead-Left Bookrunner

Aug 2016 Northern Trust $500MM Preferred Stock Offering Bookrunner

Sep 2016 NVIDIA $2.0Bn Inaugural Debt Offering Bookrunner

Nov 2016 Abbott Laboratories $15.1Bn Debt Offering Bookrunner

Nov 2016 CF Industries $1.25Bn Secured Debt Offering Bookrunner

Nov 2016 Southwest Airlines $300MM Debt Offering Lead-Left Bookrunner

Dec 2016 Moly-Cop / AIP $775MM Senior Notes Lead-Left Bookrunner

Jan 2017 Avolon $5.5Bn Term Loan B $3.0Bn Senior Notes Lead-Left Bookrunner

Jan 2017 Team Health/Blackstone $2.75Bn Term Loan B $865MM Senior Notes Bookrunner

Research

Morgan Stanley Research is committed to being an essential part of our clients’ investment process by providing thought-provoking content, identifying key investor debates, assessing the potential outcomes and uncovering the evidence our clients need to validate their investment decisions.

• Global stock coverage of 3,300 stocks (84% of MSCI World Index) dovetails with a team of 33 Economists, 52 Fixed Income Strategists and 47 Equity Strategists.16

• 18 global sector teams successfully collaborating to deliver differentiated global content; 44 Blue Paper/Global Insight reports published in 2016 to date.16

• Continued investment in Quantitative research and Alphawise evidence-based research, including big-data techniques.

• Integration of environmental, social and governance factors into analysis of 850 stocks by the end of 2016.16

• No. 1 All-Asia Research Team, Institutional Investor.14

• No. 1 Pan-European Research/Overall Broker, Extel Poll.17

• No. 5 All-Americas Research Team, Institutional Investor.14

• No. 2 Global Equity Research, Institutional Investor.14