Obbligazione Morgan Stanleigh 2.875% ( US61760QLP71 ) in USD

Emittente Morgan Stanleigh
Prezzo di mercato 100 USD  ⇌ 
Paese  Stati Uniti
Codice isin  US61760QLP71 ( in USD )
Tasso d'interesse 2.875% per anno ( pagato 2 volte l'anno)
Scadenza 28/02/2020 - Obbligazione è scaduto



Prospetto opuscolo dell'obbligazione Morgan Stanley US61760QLP71 in USD 2.875%, scaduta


Importo minimo 1 000 USD
Importo totale 37 000 000 USD
Cusip 61760QLP7
Standard & Poor's ( S&P ) rating N/A
Moody's rating N/A
Descrizione dettagliata Morgan Stanley è una società globale di servizi finanziari che offre servizi di investimento bancario, gestione patrimoniale e trading a clienti istituzionali e privati.

The Obbligazione issued by Morgan Stanleigh ( United States ) , in USD, with the ISIN code US61760QLP71, pays a coupon of 2.875% per year.
The coupons are paid 2 times per year and the Obbligazione maturity is 28/02/2020







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FWP 1 dp93600_fwp-ps821.htm FORM FWP
August 2018
Preliminary Terms No. 821
Registration Statement No. 333-221595
Dated July 23, 2018
Filed pursuant to Rule 433
Fixed Rate Step-Up Notes due 2020
As further described below, interest will accrue and be payable on the notes quarterly, in arrears, (i) from and
including the original issue date to but excluding August 28, 2019, at an annual rate of 2.875% and (ii) from and
including August 28, 2019 to but excluding the maturity date, at an annual rate of 3.15%.
All payments are subject to the credit risk of Morgan Stanley. If Morgan Stanley defaults on its obligations,
you could lose some or all of your investment. These securities are not secured obligations and you will
not have any security interest in, or otherwise have any access to, any underlying reference asset or
assets.
SUMMARY TERMS
Issuer:
Morgan Stanley
Aggregate principal
$ . May be increased prior to the original issue date but we are not
amount:
required to do so.
Issue price:
$1,000 per note
Stated principal amount:
$1,000 per note
Pricing date:
August , 2018
Original issue date:
August 28, 2018 ( business days after the pricing date)
Maturity date:
February 28, 2020
Interest accrual date:
August 28, 2018
Payment at maturity:
The payment at maturity per note will be the stated principal amount plus accrued
and unpaid interest
Interest rate:
From and including the original issue date to but excluding August 28, 2019: 2.875%
per annum
From and including August 28, 2019 to but excluding the maturity date: 3.15% per
annum
Interest payment period:
Quarterly
Interest payment period
Unadjusted
end dates:
Interest payment dates:
Each February 28, May 28, August 28 and November 28, beginning November 28,
2018; provided that if any such day is not a business day, that interest payment will
be made on the next succeeding business day and no adjustment will be made to
any interest payment made on that succeeding business day.
Day-count convention:
30/360
Specified currency:
U.S. dollars
No listing:
The notes will not be listed on any securities exchange.
Denominations:
$1,000 / $1,000
CUSIP:
61760QLP7
ISIN:
US61760QLP71
Book-entry or certificated Book-entry
note:
Business day:
New York
Morgan Stanley & Co. LLC ("MS & Co."), a wholly owned subsidiary of Morgan
Agent:
Stanley. See "Supplemental Information Concerning Plan of Distribution; Conflicts of
Interest."
Calculation agent:
Morgan Stanley Capital Services LLC
Trustee:
The Bank of New York Mellon
Estimated value on the
Approximately $993.80 per note, or within $13.80 of that estimate. See "The Notes"
pricing date:
on page 2.
Commissions and issue
Price to public
Agent's commissions(1)
Proceeds to issuer(2)
price:
Per note
$1,000
$
$
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Total
$
$
$
(1)
Selected dealers, including Morgan Stanley Wealth Management (an affiliate of the agent), and their financial advisors will collectively
receive from the agent, MS & Co., a fixed sales commission of $ for each note they sell. See "Supplemental Information Concerning Plan
of Distribution; Conflicts of Interest." For additional information, see "Plan of Distribution (Conflicts of Interest)" in the accompanying
prospectus supplement.
(2)
See "Use of Proceeds and Hedging" on page 5.
You should read this document together with the related prospectus supplement and prospectus,
each of which can be accessed via the hyperlinks below, before you decide to invest.
Prospectus Supplement dated November 16, 2017
Prospectus dated November 16, 2017
The notes are not deposits or savings accounts and are not insured by the Federal Deposit Insurance
Corporation or any other governmental agency or instrumentality, nor are they obligations of, or
guaranteed by, a bank.
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this
communication relates. Before you invest, you should read the prospectus in that registration statement and other
documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You
may get these documents for free by visiting EDGAR on the SEC Web site at.www.sec.gov. Alternatively, the
issuer, any underwriter or any dealer participating in this offering will arrange to send you the prospectus if you
request it by calling toll-free 1-800-584-6837.
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Fixed Rate Step-Up Notes due 2020
The Notes
The notes offered are debt securities of Morgan Stanley. Interest on the notes will accrue and be payable quarterly,
in arrears, (i) from the original issue date until August 28, 2019, at rate of 2.875% per annum; and (ii) from August
28, 2019 until the maturity date, at a rate of 3.15% per annum. We describe the basic features of these notes in the
sections of the accompanying prospectus called "Description of Debt Securities--Fixed Rate Debt Securities" and
prospectus supplement called "Description of Notes," subject to and as modified by the provisions described below.
All payments on the notes are subject to the credit risk of Morgan Stanley.
The stated principal amount and issue price of each note is $1,000. This price includes costs associated with
issuing, selling, structuring and hedging the notes, which are borne by you, and, consequently, the estimated value
of the notes on the pricing date will be less than the issue price. We estimate that the value of each note on the
pricing date will be approximately $993.80 or within $13.80 of that estimate. Our estimate of the value of the notes
as determined on the pricing date will be set forth in the final pricing supplement.
What goes into the estimated value on the pricing date?
In valuing the notes on the pricing date, we take into account that the notes comprise both a debt component and a
performance-based component linked to interest rates. The estimated value of the notes is determined using our
own pricing and valuation models, market inputs and assumptions relating to volatility and other factors including
current and expected interest rates, as well as an interest rate related to our secondary market credit spread, which
is the implied interest rate at which our conventional fixed rate debt trades in the secondary market.
What determines the economic terms of the notes?
In determining the economic terms of the notes, including the interest rate applicable to each interest payment
period, we use an internal funding rate, which is likely to be lower than our secondary market credit spreads and
therefore advantageous to us. If the issuing, selling, structuring and hedging costs borne by you were lower or if the
internal funding rate were higher, one or more of the economic terms of the securities would be more favorable to
you.
What is the relationship between the estimated value on the pricing date and the secondary market price of the
notes?
The price at which MS & Co. purchases the notes in the secondary market, absent changes in market conditions,
including those related to interest rates, may vary from, and be lower than, the estimated value on the pricing date,
because the secondary market price takes into account our secondary market credit spread as well as the bid-offer
spread that MS & Co. would charge in a secondary market transaction of this type, the costs of unwinding the
related hedging transactions and other factors.
MS & Co. may, but is not obligated to, make a market in the notes and, if it once chooses to make a market, may
cease doing so at any time.
August 2018
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Fixed Rate Step-Up Notes due 2020
Risk Factors
The notes involve risks not associated with an investment in ordinary fixed rate notes. This section describes the
most significant risks relating to the notes. For a complete list of risk factors, please see the accompanying
prospectus supplement and prospectus. You should carefully consider whether the notes are suited to your
particular circumstances before you decide to purchase them. Accordingly, prospective investors should consult
their financial and legal advisers as to the risks entailed by an investment in the notes and the suitability of the
notes in light of their particular circumstances.
§
Investors are subject to our credit risk, and any actual or anticipated changes to our credit ratings or
credit spreads may adversely affect the market value of the notes. Investors are dependent on our ability
to pay all amounts due on the notes on interest payment dates and at maturity and therefore investors are
subject to our credit risk and to changes in the market's view of our creditworthiness. The notes are not
guaranteed by any other entity. If we default on our obligations under the notes, your investment would be at
risk and you could lose some or all of your investment. As a result, the market value of the notes prior to
maturity will be affected by changes in the market's view of our creditworthiness. Any actual or anticipated
decline in our credit ratings or increase in the credit spreads charged by the market for taking our credit risk is
likely to adversely affect the value of the notes.
§
The price at which the notes may be sold prior to maturity will depend on a number of factors and may
be substantially less than the amount for which they were originally purchased. Some of these factors
include, but are not limited to: (i) actual or anticipated changes in interest and yield rates, (ii) any actual or
anticipated changes in our credit ratings or credit spreads and (iii) time remaining to maturity. This can lead to
significant adverse changes in the market price of securities like the notes. Depending on the actual or
anticipated level of interest and yield rates, the market value of the notes is expected to decrease and you may
receive substantially less than 100% of the issue price if you are able to sell your notes prior to maturity.
§
The rate we are willing to pay for securities of this type, maturity and issuance size is likely to be lower
than the rate implied by our secondary market credit spreads and advantageous to us. Both the lower
rate and the inclusion of costs associated with issuing, selling, structuring and hedging the notes in
the original issue price reduce the economic terms of the notes, cause the estimated value of the notes
to be less than the original issue price and will adversely affect secondary market prices. Assuming no
change in market conditions or any other relevant factors, the prices, if any, at which dealers, including MS &
Co., are willing to purchase the notes in secondary market transactions will likely be significantly lower than the
original issue price, because secondary market prices will exclude the issuing, selling, structuring and hedging-
related costs that are included in the original issue price and borne by you and because the secondary market
prices will reflect our secondary market credit spreads and the bid-offer spread that any dealer would charge in
a secondary market transaction of this type, the costs of unwinding the related hedging transactions as well as
other factors.
The inclusion of the costs of issuing, selling, structuring and hedging the notes in the original issue price and
the lower rate we are willing to pay as issuer make the economic terms of the notes less favorable to you than
they otherwise would be.
§
The estimated value of the notes is determined by reference to our pricing and valuation models, which
may differ from those of other dealers and is not a maximum or minimum secondary market price.
These pricing and valuation models are proprietary and rely in part on subjective views of certain market inputs
and certain assumptions about future events, which may prove to be incorrect. As a result, because there is no
market-standard way to value these types of securities, our models may yield a higher estimated value of the
notes than those generated by others, including other dealers in the market, if they attempted to value the
notes. In addition, the estimated value on the pricing date does not represent a minimum or maximum price at
which dealers, including MS & Co., would be willing to purchase your notes in the secondary market (if any
exists) at any time. The value of your notes at any time after the date of this pricing supplement will vary based
on many factors that cannot be predicted with accuracy, including our creditworthiness and changes in market
conditions.
August 2018
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Fixed Rate Step-Up Notes due 2020
§
The notes will not be listed on any securities exchange and secondary trading may be limited. The
notes will not be listed on any securities exchange. Therefore, there may be little or no secondary market for
the notes. MS & Co. may, but is not obligated to, make a market in the notes and, if it once chooses to make a
market, may cease doing so at any time. When it does make a market, it will generally do so for transactions of
routine secondary market size at prices based on its estimate of the current value of the notes, taking into
account its bid/offer spread, our credit spreads, market volatility, the notional size of the proposed sale, the cost
of unwinding any related hedging positions, the time remaining to maturity and the likelihood that it will be able
to resell the notes. Even if there is a secondary market, it may not provide enough liquidity to allow you to
trade or sell the notes easily. Since other broker-dealers may not participate significantly in the secondary
market for the notes, the price at which you may be able to trade your notes is likely to depend on the price, if
any, at which MS & Co. is willing to transact. If, at any time, MS & Co. were to cease making a market in the
notes, it is likely that there would be no secondary market for the notes. Accordingly, you should be willing to
hold your notes to maturity.
§
Morgan Stanley & Co. LLC, which is a subsidiary of the issuer, has determined the estimated value on
the pricing date. MS & Co. has determined the estimated value of the notes on the pricing date.
§
The issuer, its subsidiaries or affiliates may publish research that could affect the market value of the
notes. They also expect to hedge the issuer's obligations under the notes. The issuer or one or more of
its affiliates may, at present or in the future, publish research reports with respect to movements in interest
rates generally. This research is modified from time to time without notice to you and may express opinions or
provide recommendations that are inconsistent with purchasing or holding the notes. Any of these activities
may affect the market value of the notes. In addition, the issuer's subsidiaries expect to hedge the issuer's
obligations under the notes and they may realize a profit from that expected hedging activity even if investors
do not receive a favorable investment return under the terms of the notes or in any secondary market
transaction.
§
The calculation agent, which is a subsidiary of the issuer, will make determinations with respect to the
notes. Any of these determinations made by the calculation agent may adversely affect the payout to
investors. Moreover, certain determinations made by the calculation agent may require it to exercise discretion
and make subjective judgments. These potentially subjective determinations may adversely affect the payout to
you on the notes. For further information regarding these types of determinations, see "Description of Debt
Securities--Fixed Rate Debt Securities" and related definitions in the accompanying prospectus.
August 2018
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Fixed Rate Step-Up Notes due 2020
Use of Proceeds and Hedging
The proceeds we receive from the sale of the notes will be used for general corporate purposes. We will receive, in
aggregate, $1,000 per note issued, because, when we enter into hedging transactions in order to meet our
obligations under the notes, our hedging counterparty will reimburse the cost of the Agent's commissions. The
costs of the notes borne by you and described on page 2 above comprise the Agent's commissions and the cost of
issuing, structuring and hedging the notes.
Supplemental Information Concerning Plan of Distribution; Conflicts of Interest
The agent may distribute the notes through Morgan Stanley Smith Barney LLC ("Morgan Stanley Wealth
Management"), as selected dealer, or other dealers, which may include Morgan Stanley & Co. International plc
("MSIP") and Bank Morgan Stanley AG. Morgan Stanley Wealth Management, MSIP and Bank Morgan Stanley AG
are affiliates of Morgan Stanley. Selected dealers, including Morgan Stanley Wealth Management, and their
financial advisors will collectively receive from the agent, Morgan Stanley & Co. LLC, a fixed sales commission of $
for each note they sell.
MS & Co. is our wholly owned subsidiary and it and other subsidiaries of ours expect to make a profit by selling,
structuring and, when applicable, hedging the notes. When MS & Co. prices this offering of notes, it will determine
the economic terms of the notes such that for each note the estimated value on the pricing date will be no lower
than the minimum level described in "The Notes" on page 2.
MS & Co. will conduct this offering in compliance with the requirements of FINRA Rule 5121 of the Financial
Industry Regulatory Authority, Inc., which is commonly referred to as FINRA, regarding a FINRA member firm's
distribution of the securities of an affiliate and related conflicts of interest. MS & Co. or any of our other affiliates
may not make sales in this offering to any discretionary account.
Acceleration Amount in Case of an Event of Default
In case an event of default with respect to the notes shall have occurred and be continuing, the amount declared
due and payable per note upon any acceleration of the notes shall be an amount in cash equal to the stated
principal amount plus accrued and unpaid interest.
Contact Information
Morgan Stanley Wealth Management clients may contact their local Morgan Stanley branch office or our principal
executive offices at 1585 Broadway, New York, New York 10036 (telephone number (866) 477-4776). All other
clients may contact their local brokerage representative.
August 2018
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