October
2017
Preliminary
Terms No. 1,927
Registration
Statement Nos. 333-200365; 333-200365-12
Dated
October 17, 2017
Filed
pursuant to Rule 433
M
organ
S
tanley
F
inance
LLC
Structured
Investments
Opportunities
in International Equities
Trigger
Jump Securities Based on the Value of the EURO STOXX 50
®
Index due October 25, 2021
Fully
and Unconditionally Guaranteed by Morgan Stanley
Principal
at Risk Securities
The Trigger Jump Securities, which we refer to as the securities,
are unsecured obligations of Morgan Stanley Finance LLC (“MSFL”) and are fully and unconditionally guaranteed by Morgan
Stanley. The securities will pay no interest and do not guarantee the return of any of the principal amount at maturity. At maturity,
you will receive for each security that you hold an amount in cash that will vary depending on the performance of the EURO STOXX
50
®
Index, as determined on the valuation date. If the underlying index appreciates or does not depreciate at all
over the term of the securities, you will receive for each security that you hold at maturity a minimum of $441.50 per security
in addition to the stated principal amount. If the underlying index appreciates by more than 44.15% over the term of the securities,
you will receive for each security that you hold at maturity the stated principal amount plus an amount based on the percentage
increase of the underlying index. If the final index value is less than the initial index value but greater than or equal to the
downside threshold level of 70% of the initial index value, meaning that the underlying index has depreciated by an amount less
than or equal to 30%, you will receive a payment at maturity equal to the stated principal amount. However, if the final index
value is less than the downside threshold level, meaning that the underlying index has depreciated by more than 30% from its initial
value, the payment due at maturity will be significantly less than the stated principal amount of the securities by an amount that
is proportionate to the full percentage decrease in the final index value from the initial index value. Under these circumstances,
the payment at maturity per security will be less than $700 and could be zero.
Accordingly, you may lose your entire initial
investment in the securities.
The securities are for investors who seek an equity index-based return and who are willing to
risk their principal and forgo current income in exchange for the upside payment feature that applies to a limited range of performance
of the underlying index. The securities are notes issued as part of MSFL’s Series A Global Medium-Term Notes Program.
All payments are subject to our credit risk. If we default
on our 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 Finance LLC
|
Guarantor:
|
Morgan Stanley
|
Issue price:
|
$1,000 per security (see “Commissions and issue price” below)
|
Stated principal amount:
|
$1,000 per security
|
Pricing date:
|
October 20, 2017
|
Original issue date:
|
October 25, 2017 (3 business days after the pricing date)
|
Maturity date:
|
October 25, 2021
|
Aggregate principal amount:
|
$
|
Interest:
|
None
|
Underlying index:
|
EURO STOXX 50
®
Index
|
Payment at maturity:
|
·
If
the final index value is greater than or equal to the initial index value:
$1,000 + the
greater
of (i) $1,000
× the index percent change and (ii) the
upside
payment
·
If
the final index value is less than the initial index value but greater than or equal to the downside threshold level,
meaning the value of the underlying index has declined by no more than 30% from its initial value:
$1,000
·
If
the final index value is less than the downside threshold level, meaning the value of the underlying index has declined
by more than 30% from its initial value:
$1,000
× index performance factor
Under these
circumstances, the payment at maturity will be significantly less than the stated principal amount of $1,000, and will
represent a loss of more than 30%, and possibly all, of your investment.
|
Upside payment:
|
$441.50 per security (44.15% of the
stated principal amount)
|
Index percent change:
|
(final index value – initial
index value) / initial index value
|
Downside threshold level:
|
, which is 70% of the initial index
value
|
Index performance factor:
|
final index value / initial index value
|
Initial index value:
|
, which is the index closing value on the pricing date
|
Final index value:
|
The index closing value on the valuation date
|
Valuation date:
|
October 20, 2021, subject to postponement for non-index business days and certain
market disruption events
|
CUSIP:
|
61768CSE8
|
ISIN:
|
US61768CSE83
|
Listing:
|
The securities will not be listed on any securities exchange.
|
Agent:
|
Morgan Stanley & Co. LLC (“MS & Co.”), an affiliate of MSFL
and a wholly owned subsidiary of Morgan Stanley. See “Supplemental information regarding plan of distribution;
conflicts of interest.”
|
Estimated value on the pricing date:
|
Approximately
$950.80 per security, or within $15.00 of that estimate. See “Investment Summary” beginning on page 2.
|
Commissions and issue price:
|
Price
to public
|
Agent’s commissions and
fees
(1)
|
Proceeds to us
(2)
|
Per
security
|
$1,000
|
$31.50
|
$968.50
|
Total
|
$
|
$
|
$
|
|
(1)
|
Selected dealers and
their financial advisors will collectively receive from the agent, Morgan Stanley & Co. LLC, a fixed sales commission of $31.50
for each security they sell. See “Supplemental information regarding plan of distribution; conflicts of interest.”
For additional information, see “Plan of Distribution (Conflicts of Interest)” in the accompanying product supplement.
|
|
(2)
|
See “Use of proceeds
and hedging” on page 14.
|
The securities involve risks not associated
with an investment in ordinary debt securities. See “Risk Factors” beginning on page 6.
The Securities and Exchange Commission and
state securities regulators have not approved or disapproved these securities, or determined if this document or the accompanying
product supplement, index supplement and prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
The securities 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.
You should read this document together with
the related product supplement, index supplement and prospectus, each of which can be accessed via the hyperlinks below. Please
also see “Additional Information About the Trigger Jump Securities” at the end of this document.
As used in this document, “we,”
“us” and “our” refer to Morgan Stanley or MSFL, or Morgan Stanley and MSFL collectively, as the context
requires.
Product
Supplement for Jump Securities dated February 29, 2016
Index
Supplement dated January 30, 2017
Prospectus
dated February 16, 2016
Morgan Stanley Finance LLC
Trigger Jump Securities Based on the Value of
the EURO STOXX 50
®
Index due October 25, 2021
Principal at Risk Securities
Investment Summary
Trigger Jump Securities
Principal at Risk Securities
The Trigger Jump Securities Based on the Value of the EURO STOXX
50
®
Index due October 25, 2021 (the “securities”) can be used:
|
§
|
As an alternative to direct exposure to the underlying index that provides a minimum positive return of 44.15% if the underlying
index has appreciated or has not depreciated at all over the term of the securities and offers an uncapped 1-to-1 participation
in the underlying index appreciation of greater than 44.15%;
|
|
§
|
To enhance returns and potentially outperform the underlying index in a moderately bullish scenario;
|
|
§
|
To obtain limited protection against the loss of principal in the event of a decline of the underlying index over the term
of the securities, but only if the final index value
is greater than or equal to the downside threshold level
.
|
If the final index value is less than the downside
threshold level, the securities are exposed on a 1:1 basis to the percentage decline of the final index value from the initial
index value. Accordingly, investors may lose their entire initial investment in the securities.
Maturity:
|
4 years
|
Upside payment:
|
$441.50 per security (44.15% of the stated principal amount)
|
Downside threshold level:
|
70%
|
Minimum payment at maturity:
|
None. Investors may lose their entire initial investment in the securities.
|
Interest:
|
None
|
The original issue price of each security is $1,000. This price
includes costs associated with issuing, selling, structuring and hedging the securities, which are borne by you, and, consequently,
the estimated value of the securities on the pricing date will be less than $1,000. We estimate that the value of each security
on the pricing date will be approximately $950.80, or within $15.00 of that estimate. Our estimate of the value of the securities
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 securities on the pricing date, we take into account
that the securities comprise both a debt component and a performance-based component linked to the underlying index. The estimated
value of the securities is determined using our own pricing and valuation models, market inputs and assumptions relating to the
underlying index, instruments based on the underlying index, 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 securities?
In determining the economic terms of the securities, including
the upside payment and the downside threshold level, 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 securities?
The price at which MS & Co. purchases the securities in the
secondary market, absent changes in market conditions, including those related to the underlying index, may vary from, and be lower
than, the estimated value on the pricing
Morgan Stanley Finance LLC
Trigger Jump Securities Based on the Value of the EURO STOXX 50
®
Index due October 25, 2021
Principal at Risk Securities
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 and other factors. However, because the costs associated with issuing, selling, structuring and hedging the securities
are not fully deducted upon issuance, for a period of up to 6 months following the issue date, to the extent that MS & Co.
may buy or sell the securities in the secondary market, absent changes in market conditions, including those related to the underlying
index, and to our secondary market credit spreads, it would do so based on values higher than the estimated value. We expect that
those higher values will also be reflected in your brokerage account statements.
MS & Co. may, but is not obligated to, make a market in the
securities, and, if it once chooses to make a market, may cease doing so at any time.
Morgan Stanley Finance LLC
Trigger Jump Securities Based on the Value of the EURO STOXX 50
®
Index due October 25, 2021
Principal at Risk Securities
Key Investment Rationale
This 4-year investment does not pay interest but offers a minimum
positive return of 44.15% if the underlying index appreciates or does not depreciate at all over the term of the securities, an
uncapped 1-to-1 participation in any underlying index appreciation of greater than 44.15%, and limited protection against a decline
in the underlying index of up to 30%. However, if, as of the valuation date, the value of the underlying index has declined by
more than 30% from the initial index value, the payment at maturity per security will be less than $700, and could be zero.
Upside
Scenario
|
If the final index value is
greater than or equal to the initial index value
, the payment at maturity for each security will be equal to $1,000
plus
the
greater
of (i) $1,000
times
the index percent change and (ii) the upside payment of $441.50.
|
Par
Scenario
|
If the final index value is
less than the initial index value but greater than or equal to the downside threshold level
, which means that the underlying index has
depreciated by no more than 30%
from its initial index value
,
the payment at maturity will be $1,000 per security.
|
Downside
Scenario
|
If the final index value is
less than the downside threshold level
, which means that the underlying index has
depreciated by more than 30% from its initial index value
, you will lose 1% for every 1% decline in the value of the underlying index from the initial index value (
e.g.
, a 50% depreciation in the underlying index will result in a payment at maturity of $500 per security).
|
Morgan Stanley Finance LLC
Trigger Jump Securities Based on the Value of the EURO STOXX 50
®
Index due October 25, 2021
Principal at Risk Securities
How the Trigger Jump Securities Work
Payoff Diagram
The payoff diagram below illustrates the payout on the securities
at maturity for a range of hypothetical percentage changes in the underlying index. The diagram is based on the following terms:
Stated principal amount:
|
$1,000 per security
|
Upside payment:
|
$441.50 per security (44.15% of the stated principal amount)
|
Downside threshold level:
|
70% of the initial index value (-30% change in final index value compared with initial index value)
|
Trigger Jump Securities Payoff Diagram
|
|
How it works
|
¡
|
Upside Scenario.
If
the final index value is greater than or equal to the initial index value, the investor would receive $1,000
plus
the greater
of (i) $1,000 times the index percent change and (ii) the upside payment of $441.50. Under the terms of the securities, an investor
would receive a payment at maturity of $1,441.50 per security if the final index value has increased by no more than 44.15% from
the initial index value, and would receive $1,000
plus
an amount that represents a 1-to-1 participation in the appreciation
of the underlying index if the final index value has increased from the initial index value by more than 44.15%.
|
|
¡
|
Par Scenario.
If the final index value is less than the initial index value but
is greater than or equal to the downside threshold level, the investor would receive the $1,000 stated principal amount per security.
|
|
¡
|
Downside Scenario.
If the final index
value is less than the downside threshold level, the payment at maturity would be less than the stated principal amount of $1,000
by an amount that is proportionate to the full percentage decrease of the underlying index.
|
|
o
|
For example, if the final index value declines by 50% from the initial index value, the payment
at maturity would be $500 per security (50% of the stated principal amount).
|
Morgan Stanley Finance LLC
Trigger Jump Securities Based on the Value of the EURO STOXX 50
®
Index due October 25, 2021
Principal at Risk Securities
Risk Factors
The following is a non-exhaustive list of certain key risk
factors for investors in the securities. For further discussion of these and other risks, you should read the section entitled
“Risk Factors” in the accompanying product supplement, index supplement and prospectus. We also urge you to consult
with your investment, legal, tax, accounting and other advisers in connection with your investment in the securities.
|
§
|
The securities do not pay interest or guarantee any return of principal.
The terms of the securities differ from those
of ordinary debt securities in that the securities do not pay interest or guarantee payment of any of the principal amount at maturity.
At maturity, you will receive for each $1,000 stated principal amount of securities that you hold an amount in cash based upon
the final index value. If the final index value is less than the initial index value but greater than or equal to the downside
threshold level, you will receive only the principal amount of $1,000 per security. However, if the final index value is less than
the downside threshold level, you will receive an amount in cash that is significantly less than the $1,000 stated principal amount
of each security by an amount proportionate to the full decline in the value of the underlying index, and you will lose a significant
portion or all of your investment. There is no minimum payment at maturity on the securities, and, accordingly, you could lose
your entire investment. See “How the Trigger Jump Securities Work” above.
|
|
§
|
The market price of the securities may be influenced by many unpredictable factors
. Several factors, many of which are
beyond our control, will influence the value of the securities in the secondary market and the price at which MS & Co. may
be willing to purchase or sell the securities in the secondary market, including:
|
|
§
|
the value of the underlying index at any time (including
in relation to the downside threshold level),
|
|
§
|
the volatility (frequency and magnitude of changes
in value) of the underlying index,
|
|
§
|
dividend rates on the securities underlying the underlying
index,
|
|
§
|
interest and yield rates in the market,
|
|
§
|
geopolitical conditions and economic, financial, political,
regulatory or judicial events that affect the component stocks of the underlying index or securities markets generally and which
may affect the value of the underlying index,
|
|
§
|
the time remaining until the maturity of the securities,
|
|
§
|
the composition of the underlying index and changes
in the constituent stocks of the underlying index, and
|
|
§
|
any actual or anticipated changes in our credit ratings
or credit spreads.
|
Some or all of these factors will
influence the price you will receive if you sell your securities prior to maturity. For example, you may have to sell your securities
at a substantial discount from the stated principal amount if at the time of sale the value of the underlying index is at or below
the initial index value and especially if it is near or below the downside threshold level.
You cannot predict the future performance
of the underlying index based on its historical performance. If the final index value is less than the downside threshold level,
you will be exposed on a 1-to-1 basis to the full decline in the final index value from the initial index value. There can be no
assurance that the final index value will be greater than or equal to the initial index value so that you will receive at maturity
an amount that is greater than the $1,000 stated principal amount for each security you hold
, or that you will not lose a significant
portion or all of your investment.
|
§
|
The securities 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 securities
. You are dependent on our ability to pay all amounts due on the securities
at maturity and therefore you are subject to our credit risk. If we default on our obligations under the securities, your investment
would be at risk and you could lose some or all of your investment. As a result, the market value of the securities 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
|
Morgan Stanley Finance LLC
Trigger Jump Securities Based on the Value of the EURO STOXX 50
®
Index due October 25, 2021
Principal at Risk Securities
credit spreads charged by the
market for taking our credit risk is likely to adversely affect the market value of the securities.
|
§
|
As a finance subsidiary, MSFL has no independent operations and will have no independent assets.
As a finance subsidiary,
MSFL has no independent operations beyond the issuance and administration of its securities and will have no independent assets
available for distributions to holders of MSFL securities if they make claims in respect of such securities in a bankruptcy, resolution
or similar proceeding. Accordingly, any recoveries by such holders will be limited to those available under the related guarantee
by Morgan Stanley and that guarantee will rank
pari passu
with all other unsecured, unsubordinated obligations of Morgan
Stanley. Holders will have recourse only to a single claim against Morgan Stanley and its assets under the guarantee. Holders of
securities issued by MSFL should accordingly assume that in any such proceedings they would not have any priority over and should
be treated
pari passu
with the claims of other unsecured, unsubordinated creditors of Morgan Stanley, including holders
of Morgan Stanley-issued securities.
|
|
§
|
There are risks associated with investments in securities linked to the value of foreign equity securities.
The securities
are linked to the value of foreign equity securities. Investments in securities linked to the value of foreign equity securities
involve risks associated with the securities markets in those countries, including risks of volatility in those markets, governmental
intervention in those markets and cross-shareholdings in companies in certain countries. Also, there is generally less publicly
available information about foreign companies than about U.S. companies that are subject to the reporting requirements of the United
States Securities and Exchange Commission, and foreign companies are subject to accounting, auditing and financial reporting standards
and requirements different from those applicable to U.S. reporting companies. The prices of securities issued in foreign markets
may be affected by political, economic, financial and social factors in those countries, or global regions, including changes in
government, economic and fiscal policies and currency exchange laws. Local securities markets may trade a small number of securities
and may be unable to respond effectively to increases in trading volume, potentially making prompt liquidation of holdings difficult
or impossible at times. Moreover, the economies in such countries may differ favorably or unfavorably from the economy in the United
States in such respects as growth of gross national product, rate of inflation, capital reinvestment, resources, self-sufficiency
and balance of payment positions between countries.
|
|
§
|
The amount payable on the securities is not linked to the value of the underlying index at any time other than the valuation
date.
The final index value will be the index closing value on the valuation date, subject to postponement for non-index business
days and certain market disruption events. Even if the value of the underlying index appreciates prior to the valuation date but
then drops by the valuation date, the payment at maturity will be less, and may be significantly less, than it would have been
had the payment at maturity been linked to the value of the underlying index prior to such drop. Although the actual value of the
underlying index on the stated maturity date or at other times during the term of the securities may be higher than the final index
value, the payment at maturity will be based solely on the index closing value on the valuation date.
|
|
§
|
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 securities in the original issue price reduce the economic terms of the securities,
cause the estimated value of the securities 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., may be willing to purchase the securities 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 as well
as other factors.
|
The inclusion of the costs of issuing,
selling, structuring and hedging the securities in the original issue price and the lower rate we are willing to pay as issuer
make the economic terms of the securities less favorable to you than they otherwise would be.
However, because the costs associated
with issuing, selling, structuring and hedging the securities are not fully deducted upon issuance, for a period of up to 6 months
following the issue date, to the extent that MS & Co. may buy or sell the securities in the secondary market, absent changes
in market conditions, including those related to
Morgan Stanley Finance LLC
Trigger Jump Securities Based on the Value of the EURO STOXX 50
®
Index due October 25, 2021
Principal at Risk Securities
the underlying index, and to our
secondary market credit spreads, it would do so based on values higher than the estimated value, and we expect that those higher
values will also be reflected in your brokerage account statements.
|
§
|
The estimated value of the securities 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 securities than those generated by others, including other dealers in the market, if they attempted to value
the securities. 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 securities in the secondary market (if any exists) at any time. The value
of your securities at any time after the date of this document will vary based on many factors that cannot be predicted with accuracy,
including our creditworthiness and changes in market conditions. See also “The market price of the securities may be influenced
by many unpredictable factors” above.
|
|
§
|
The securities will not be listed on any securities exchange and secondary trading may be limited
. The securities will
not be listed on any securities exchange. Therefore, there may be little or no secondary market for the securities. Morgan Stanley
& Co. LLC, which we refer to as MS & Co., may, but is not obligated to, make a market in the securities 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 securities, 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 securities. Even if there
is a secondary market, it may not provide enough liquidity to allow you to trade or sell the securities easily. Since other broker-dealers
may not participate significantly in the secondary market for the securities, the price at which you may be able to trade your
securities 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 securities, it is likely that there would be no secondary market for the securities. Accordingly,
you should be willing to hold your securities to maturity.
|
|
§
|
Investing in the securities is not equivalent to investing in the underlying index
. Investing in the securities is not
equivalent to investing in the underlying index or its component stocks. Investors in the securities will not have voting rights
or rights to receive dividends or other distributions or any other rights with respect to stocks that constitute the underlying
index.
|
|
§
|
Adjustments to the underlying index could adversely affect the value of the securities
. The publisher of the underlying
index can add, delete or substitute the stocks underlying the underlying index, and can make other methodological changes for certain
events relating to the underlying stocks, such as stock dividends, stock splits, spin-offs, rights offerings and extraordinary
dividends, that could change the value of the underlying index. Any of these actions could adversely affect the value of the securities.
The publisher of the underlying index may also discontinue or suspend calculation or publication of the underlying index at any
time. In these circumstances, MS & Co., as the calculation agent, will have the sole discretion to substitute a successor index
that is comparable to the discontinued underlying index. MS & Co. could have an economic interest that is different than that
of investors in the securities insofar as, for example, MS & Co. is permitted to consider indices that are calculated and published
by MS & Co. or any of its affiliates. If MS & Co. determines that there is no appropriate successor index, the payout on
the securities at maturity will be an amount based on the closing prices on the valuation date of the stocks underlying the index
at the time of such discontinuance, without rebalancing or substitution, computed by the calculation agent in accordance with the
formula for calculating the underlying index last in effect prior to the discontinuance of the underlying index.
|
|
§
|
The calculation agent, which is a subsidiary of Morgan Stanley and an affiliate of MSFL, will make determinations with respect
to the securities.
As calculation agent, MS & Co. will determine the initial index value, the downside threshold level,
the final index value, the index percent change or the index performance factor, as applicable, and the payment that you will receive
at maturity, if any. Moreover, certain determinations made by MS & Co., in its capacity as calculation agent, may require it
to exercise discretion and make subjective judgments, such as with respect to the occurrence or non-occurrence of market disruption
events and the selection of a successor index or calculation of the index closing value in the event of a market disruption event
or
|
Morgan Stanley Finance LLC
Trigger Jump Securities Based on the Value of the EURO STOXX 50
®
Index due October 25, 2021
Principal at Risk Securities
discontinuance
of the underlying index. These potentially subjective determinations may adversely affect the payout to you at maturity, if any.
For further information regarding these types of determinations, see “Description of Securities—Postponement of Valuation
Date(s),” “—Discontinuance of Any Underlying Index or Basket Index; Alteration of Method of Calculation,”
“—Alternate Exchange Calculation in case of an Event of Default” and “—Calculation Agent and Calculations”
in the accompanying product supplement for Jump Securities. In addition, MS & Co. has determined the estimated value of the
securities on the pricing date.
|
§
|
Hedging and trading activity by our affiliates could potentially adversely affect the value of the securities
. One or
more of our affiliates and/or third-party dealers expect to carry out hedging activities related to the securities (and to other
instruments linked to the underlying index or its component stocks), including trading in the stocks that constitute the underlying
index as well as in other instruments related to the underlying index. As a result, these entities may be unwinding or adjusting
hedge positions during the term of the securities, and the hedging strategy may involve greater and more frequent dynamic adjustments
to the hedge as the valuation date approaches.Some of our affiliates also trade the stocks that constitute the underlying index
and other financial instruments related to the underlying index on a regular basis as part of their general broker-dealer and other
businesses. Any of these hedging or trading activities on or prior to the pricing date could potentially increase the initial index
value, and, therefore, the value at or above which the underlying index must close on the valuation date so that investors do not
suffer a significant loss on their initial investment in the securities. Additionally, such hedging or trading activities during
the term of the securities, including on the valuation date, could adversely affect the value of the underlying index on the valuation
date, and, accordingly, the amount of cash an investor will receive at maturity, if any.
|
|
§
|
The U.S. federal income tax consequences of an investment in the securities are uncertain
. Please read the discussion
under “Additional Provisions—Tax considerations” in this document and the discussion under “United States
Federal Taxation” in the accompanying product supplement for Jump Securities (together, the “Tax Disclosure Sections”)
concerning the U.S. federal income tax consequences of an investment in the securities. If the Internal Revenue Service (the “IRS”)
were successful in asserting an alternative treatment, the timing and character of income on the securities might differ significantly
from the tax treatment described in the Tax Disclosure Sections. For example, under one possible treatment, the IRS could seek
to recharacterize the securities as debt instruments. In that event, U.S. Holders would be required to accrue into income original
issue discount on the securities every year at a “comparable yield” determined at the time of issuance and recognize
all income and gain in respect of the securities as ordinary income. Additionally, as discussed under “United States Federal
Taxation—FATCA Legislation” in the accompanying product supplement for Jump Securities, the withholding rules commonly
referred to as “FATCA” would apply to the securities if they were recharacterized as debt instruments. The risk that
financial instruments providing for buffers, triggers or similar downside protection features, such as the securities, would be
recharacterized as debt is greater than the risk of recharacterization for comparable financial instruments that do not have such
features. We do not plan to request a ruling from the IRS regarding the tax treatment of the securities, and the IRS or a court
may not agree with the tax treatment described in the Tax Disclosure Sections.
|
In 2007, the U.S. Treasury Department
and the IRS released a notice requesting comments on the U.S. federal income tax treatment of “prepaid forward contracts”
and similar instruments. The notice focuses in particular on whether to require holders of these instruments to accrue income over
the term of their investment. It also asks for comments on a number of related topics, including the character of income or loss
with respect to these instruments; whether short-term instruments should be subject to any such accrual regime; the relevance of
factors such as the exchange-traded status of the instruments and the nature of the underlying property to which the instruments
are linked; the degree, if any, to which income (including any mandated accruals) realized by non-U.S. investors should be subject
to withholding tax; and whether these instruments are or should be subject to the “constructive ownership” rule, which
very generally can operate to recharacterize certain long-term capital gain as ordinary income and impose an interest charge. While
the notice requests comments on appropriate transition rules and effective dates, any Treasury regulations or other guidance promulgated
after consideration of these issues could materially and adversely affect the tax consequences of an investment in the securities,
possibly with retroactive effect. Both U.S. and Non-U.S. Holders should consult their tax advisers regarding the U.S. federal income
tax consequences of an investment in the securities, including possible alternative treatments, the issues
Morgan Stanley Finance LLC
Trigger Jump Securities Based on the Value of the EURO STOXX 50
®
Index due October 25, 2021
Principal at Risk Securities
presented by this notice and any
tax consequences arising under the laws of any state, local or non-U.S. taxing jurisdiction.
Morgan Stanley Finance LLC
Trigger Jump Securities Based on the Value of the EURO STOXX 50
®
Index due October 25, 2021
Principal at Risk Securities
EURO STOXX 50
®
Index Overview
The EURO STOXX 50
®
Index was created by STOXX
Limited, which is owned by Deutsche Börse AG and SIX Group AG. Publication of the EURO STOXX 50
®
Index began
on February 26, 1998, based on an initial index value of 1,000 at December 31, 1991. The EURO STOXX 50
®
Index is
composed of 50 component stocks of market sector leaders from within the STOXX 600 Supersector Indices, which includes stocks selected
from the Eurozone. The component stocks have a high degree of liquidity and represent the largest companies across all market sectors.
For additional information about the EURO STOXX 50
®
Index, see the information set forth under “EURO STOXX
50
®
Index” in the accompanying index supplement.
Information as of market close on October 16, 2017:
Bloomberg ticker symbol:
|
SX5E
|
Current Index Value:
|
3,606.27
|
52 Weeks Ago:
|
3,008.72
|
52 Week High (on 5/5/2017):
|
3,658.79
|
52 Week Low (on 11/4/2016):
|
2,954.53
|
The following graph sets forth the daily closing values of the
underlying index for the period from January 1, 2012 through October 16, 2017. The related table sets forth the published high
and low closing values, as well as end-of-quarter closing values, of the underlying index for each quarter in the same period.
The closing value of the underlying index on October 16, 2017 was 3,606.27. We obtained the information in the table and graph
below from Bloomberg Financial Markets, without independent verification. The underlying index has at times experienced periods
of high volatility, and you should not take the historical values of the underlying index as an indication of its future performance.
EURO STOXX
50
®
Index
Daily Index
Closing Values
January 1,
2012 to October 16, 2017
|
|
Morgan Stanley Finance LLC
Trigger Jump Securities Based on the Value of the EURO STOXX 50
®
Index due October 25, 2021
Principal at Risk Securities
EURO
STOXX 50
®
Index
|
High
|
Low
|
Period
End
|
2012
|
|
|
|
First Quarter
|
2,608.42
|
2,286.45
|
2,477.28
|
Second Quarter
|
2,501.18
|
2,068.66
|
2,264.72
|
Third Quarter
|
2,594.56
|
2,151.54
|
2,454.26
|
Fourth Quarter
|
2,659.95
|
2,427.32
|
2,635.93
|
2013
|
|
|
|
First Quarter
|
2,749.27
|
2,570.52
|
2,624.02
|
Second Quarter
|
2,835.87
|
2,511.83
|
2,602.59
|
Third Quarter
|
2,936.20
|
2,570.76
|
2,893.15
|
Fourth Quarter
|
3,111.37
|
2,902.12
|
3,109.00
|
2014
|
|
|
|
First Quarter
|
3,172.43
|
2,962.49
|
3,161.60
|
Second Quarter
|
3,314.80
|
3,091.52
|
3,228.24
|
Third Quarter
|
3,289.75
|
3,006.83
|
3,225.93
|
Fourth Quarter
|
3,277.38
|
2,874.65
|
3,146.43
|
2015
|
|
|
|
First Quarter
|
3,731.35
|
3,007.91
|
3,697.38
|
Second Quarter
|
3,828.78
|
3,424.30
|
3,424.30
|
Third Quarter
|
3,686.58
|
3,019.34
|
3,100.67
|
Fourth Quarter
|
3,506.45
|
3,069.05
|
3,267.52
|
2016
|
|
|
|
First Quarter
|
3,178.01
|
2,680.35
|
3,004.93
|
Second Quarter
|
3,151.69
|
2,697.44
|
2,864.74
|
Third Quarter
|
3,091.66
|
2,761.37
|
3,002.24
|
Fourth Quarter
|
3,290.52
|
2,954.53
|
3,290.52
|
2017
|
|
|
|
First Quarter
|
3,500.93
|
3,230.68
|
3,500.93
|
Second Quarter
|
3,658.79
|
3,409.78
|
3,441.88
|
Third Quarter
|
3,594.85
|
3,388.22
|
3,594.85
|
Fourth Quarter (through October 16, 2017)
|
3,613.54
|
3,594.91
|
3,606.27
|
“EURO STOXX 50
®
” and “STOXX
®
”
are registered trademarks of STOXX Limited. For more information, see “EURO STOXX 50
®
Index” in the
accompanying index supplement.
Morgan Stanley Finance LLC
Trigger Jump Securities Based on the Value of the EURO STOXX 50
®
Index due October 25, 2021
Principal at Risk Securities
Additional Information About the Trigger Jump
Securities
Please read this information in conjunction with the summary
terms on the front cover of this document.
Additional
Provisions:
|
Denominations:
|
|
$1,000 and
integral multiples thereof
|
Underlying index publisher:
|
|
STOXX Limited
|
Postponement of maturity date:
|
|
If the scheduled valuation date is not an index business day or
if a market disruption event occurs on that day so that the valuation date is postponed and falls less than two business days
prior to the scheduled maturity date, the maturity date of the securities will be postponed to the second business day following
that valuation date as postponed.
|
Minimum
ticketing size:
|
|
$1,000 / 1 security
|
Tax
considerations:
|
|
Although
there is uncertainty regarding the U.S. federal income tax consequences of an investment in the securities due to the lack
of governing authority, in the opinion of our counsel, Davis Polk & Wardwell LLP, under current law, and based on current
market conditions, a security should be treated as a single financial contract that is an “open transaction” for
U.S. federal income tax purposes.
|
|
|
|
|
|
Assuming
this treatment of the securities is respected and subject to the discussion in “United States Federal Taxation”
in the accompanying product supplement for Jump Securities, the following U.S. federal income tax consequences should result
based on current law:
|
|
|
|
|
|
§
A
U.S. Holder should not be required to recognize taxable income over the term of the securities prior to settlement, other
than pursuant to a sale or exchange.
|
|
|
|
|
|
§
Upon
sale, exchange or settlement of the securities, a U.S. Holder should recognize gain or loss equal to the difference between
the amount realized and the U.S. Holder’s tax basis in the securities. Such gain or loss should be long-term
capital gain or loss if the investor has held the securities for more than one year, and short-term capital gain or loss otherwise.
|
|
|
|
|
|
In
2007, the U.S. Treasury Department and the Internal Revenue Service (the “IRS”) released a notice requesting
comments on the U.S. federal income tax treatment of “prepaid forward contracts” and similar instruments.
The notice focuses in particular on whether to require holders of these instruments to accrue income over the term of
their investment. It also asks for comments on a number of related topics, including the character of income or loss with
respect to these instruments; whether short-term instruments should be subject to any such accrual regime; the relevance
of factors such as the exchange-traded status of the instruments and the nature of the underlying property to which the
instruments are linked; the degree, if any, to which income (including any mandated accruals) realized by non-U.S. investors
should be subject to withholding tax; and whether these instruments are or should be subject to the “constructive
ownership” rule, which very generally can operate to recharacterize certain long-term capital gain as ordinary income
and impose an interest charge. While the notice requests comments on appropriate transition rules and effective dates,
any Treasury regulations or other guidance promulgated after consideration of these issues could materially and adversely
affect the tax consequences of an investment in the securities, possibly with retroactive effect.
As
discussed in the accompanying product supplement for Jump Securities, Section 871(m) of the Internal Revenue Code of 1986,
as amended, and Treasury regulations promulgated thereunder (“Section 871(m)”) generally impose a 30% (or
a lower applicable treaty rate) withholding tax on dividend equivalents paid or deemed paid to Non-U.S. Holders with respect
to certain financial instruments linked to U.S. equities or indices that include U.S. equities (each, an “Underlying
Security”). Subject to certain exceptions, Section 871(m) generally applies to securities that substantially replicate
the economic performance of one or more Underlying Securities, as determined based on tests set forth in the applicable
Treasury regulations (a “Specified Security”). However, the regulations exempt securities issued before January
1, 2018 that do not have a delta of one with respect to any Underlying Security. Based on our determination that the securities
do not have a delta of one with respect to any Underlying Security, our counsel is of the opinion that the securities
should not be Specified Securities and, therefore, should not be subject to Section 871(m).
Our
determination is not binding on the IRS, and the IRS may disagree with this determination. Section 871(m) is complex and
its application may depend on your particular circumstances, including whether you enter into other transactions with
respect to an Underlying Security. If withholding is required, we will not be required to pay any additional amounts with
respect to the amounts so withheld. You should consult your tax adviser regarding the potential application of Section
871(m) to the securities.
Both
U.S. and non-U.S. investors considering an investment in the securities should read the discussion under “Risk Factors”
in this document and the discussion under “United States Federal Taxation” in the accompanying product supplement
for Jump Securities and consult their tax advisers regarding all aspects of the U.S. federal income tax consequences of
an investment in
|
Morgan Stanley Finance LLC
Trigger Jump Securities Based on the Value of the EURO STOXX 50
®
Index due October 25, 2021
Principal at Risk Securities
|
|
the
securities, including possible alternative treatments, the issues presented by the aforementioned notice and any tax consequences
arising under the laws of any state, local or non-U.S. taxing jurisdiction.
The
discussion in the preceding paragraphs under “Tax considerations” and the discussion contained in the section entitled
“United States Federal Taxation” in the accompanying product supplement for Jump Securities, insofar as they purport
to describe provisions of U.S. federal income tax laws or legal conclusions with respect thereto, constitute the full opinion
of Davis Polk & Wardwell LLP regarding the material U.S. federal tax consequences of an investment in the securities.
|
Trustee:
|
|
The Bank of New York Mellon
|
Calculation
agent:
|
|
Morgan Stanley & Co. LLC (“MS
& Co.”)
|
Use
of proceeds and hedging:
|
|
The proceeds from the sale
of the securities will be used by us for general corporate purposes. We will receive, in aggregate, $1,000 per security
issued, because, when we enter into hedging transactions in order to meet our obligations under the securities, our hedging
counterparty will reimburse the cost of the agent’s commissions. The costs of the securities borne by you and described
beginning on page 2 above comprise the agent’s commissions and the cost of issuing, structuring and hedging the
securities.
On or prior to the pricing
date, we will hedge our anticipated exposure in connection with the securities by entering into hedging transactions with
our affiliates and/or third party dealers. We expect our hedging counterparties to take positions in the stocks constituting
the underlying index and in futures and/or options contracts on the underlying index or its component stocks listed on
major securities markets, or positions in any other available securities or instruments that they may wish to use in connection
with such hedging. Such purchase activity could potentially increase the value of the underlying index on the pricing
date, and, therefore, could increase the value at or above which the underlying index must close on the valuation date
so that investors do not suffer a significant loss on their initial investment in the securities. In addition, through
our affiliates, we are likely to modify our hedge position throughout the term of the securities, including on the valuation
date, by purchasing and selling the stocks constituting the underlying index, futures or options contracts on the underlying
index or its component stocks listed on major securities markets or positions in any other available securities or instruments
that we may wish to use in connection with such hedging activities. As a result, these entities may be unwinding or adjusting
hedge positions during the term of the securities, and the hedging strategy may involve greater and more frequent dynamic
adjustments to the hedge as the valuation date approaches.We cannot give any assurance that our hedging activities will
not affect the value of the underlying index, and, therefore, adversely affect the value of the securities or the payment
you will receive at maturity, if any. For further information on our use of proceeds and hedging, see “Use of Proceeds
and Hedging” in the accompanying product supplement.
|
Benefit
plan investor considerations:
|
|
Each fiduciary of a pension,
profit-sharing or other employee benefit plan subject to the Employee Retirement Income Security Act of 1974, as amended
(“ERISA”) (a “Plan”), should consider the fiduciary standards of ERISA in the context of the Plan’s
particular circumstances before authorizing an investment in the securities. Accordingly, among other factors, the fiduciary
should consider whether the investment would satisfy the prudence and diversification requirements of ERISA and would
be consistent with the documents and instruments governing the Plan.
In addition, we and certain
of our affiliates, including MS & Co., may each be considered a “party in interest” within the meaning
of ERISA, or a “disqualified person” within the meaning of the Internal Revenue Code of 1986, as amended (the
“Code”), with respect to many Plans, as well as many individual retirement accounts and Keogh plans (also
“Plans”). ERISA Section 406 and Code Section 4975 generally prohibit transactions between Plans and parties
in interest or disqualified persons. Prohibited transactions within the meaning of ERISA or the Code would likely arise,
for example, if the securities are acquired by or with the assets of a Plan with respect to which MS & Co. or any
of its affiliates is a service provider or other party in interest, unless the securities are acquired pursuant to an
exemption from the “prohibited transaction” rules. A violation of these “prohibited transaction”
rules could result in an excise tax or other liabilities under ERISA and/or Section 4975 of the Code for those persons,
unless exemptive relief is available under an applicable statutory or administrative exemption.
The U.S. Department of
Labor has issued five prohibited transaction class exemptions (“PTCEs”) that may provide exemptive relief
for direct or indirect prohibited transactions resulting from the purchase or holding of the securities. Those class exemptions
are PTCE 96-23 (for certain transactions determined by in-house asset managers), PTCE 95-60 (for certain transactions
involving insurance company general accounts), PTCE 91-38 (for certain transactions involving bank collective investment
funds), PTCE 90-1 (for certain transactions involving insurance company separate accounts) and PTCE 84-14 (for certain
transactions determined by independent qualified professional asset managers). In addition, ERISA Section 408(b)(17) and
Code Section 4975(d)(20) of the Code may provide an exemption for the purchase and sale of securities and the related
lending transactions, provided that neither the issuer of the securities nor any of its affiliates has or exercises any
discretionary authority or control or renders any investment advice with respect to the assets of the Plan involved in
the transaction and provided further that the Plan pays no more, and receives no less, than “adequate consideration”
in connection with the transaction (the
|
Morgan Stanley Finance LLC
Trigger Jump Securities Based on the Value of the EURO STOXX 50
®
Index due October 25, 2021
Principal at Risk Securities
|
|
so-called “service
provider” exemption). There can be no assurance that any of these class or statutory exemptions will be available
with respect to transactions involving the securities.
Because we may be considered
a party in interest with respect to many Plans, the securities may not be purchased, held or disposed of by any Plan,
any entity whose underlying assets include “plan assets” by reason of any Plan’s investment in the entity
(a “Plan Asset Entity”) or any person investing “plan assets” of any Plan, unless such purchase,
holding or disposition is eligible for exemptive relief, including relief available under PTCEs 96-23, 95-60, 91-38, 90-1,
84-14 or the service provider exemption or such purchase, holding or disposition is otherwise not prohibited. Any purchaser,
including any fiduciary purchasing on behalf of a Plan, transferee or holder of the securities will be deemed to have
represented, in its corporate and its fiduciary capacity, by its purchase and holding of the securities that either (a)
it is not a Plan or a Plan Asset Entity and is not purchasing such securities on behalf of or with “plan assets”
of any Plan or with any assets of a governmental, non-U.S. or church plan that is subject to any federal, state, local
or non-U.S. law that is substantially similar to the provisions of Section 406 of ERISA or Section 4975 of the Code (“Similar
Law”) or (b) its purchase, holding and disposition are eligible for exemptive relief or such purchase, holding and
disposition are not prohibited by ERISA or Section 4975 of the Code or any Similar Law.
Due to the complexity of
these rules and the penalties that may be imposed upon persons involved in non-exempt prohibited transactions, it is particularly
important that fiduciaries or other persons considering purchasing the securities on behalf of or with “plan assets”
of any Plan consult with their counsel regarding the availability of exemptive relief.
The securities
are contractual financial instruments. The financial exposure provided by the securities is not a substitute or proxy
for, and is not intended as a substitute or proxy for, individualized investment management or advice for the benefit
of any purchaser or holder of the securities. The securities have not been designed and will not be administered in a
manner intended to reflect the individualized needs and objectives of any purchaser or holder of the securities.
Each
purchaser or holder of any securities acknowledges and agrees that:
(i) the
purchaser or holder or its fiduciary has made and shall make all investment decisions for the purchaser or holder and
the purchaser or holder has not relied and shall not rely in any way upon us or our affiliates to act as a fiduciary or
adviser of the purchaser or holder with respect to (A) the design and terms of the securities, (B) the purchaser or holder’s
investment in the securities, or (C) the exercise of or failure to exercise any rights we have under or with respect to
the securities;
(ii) we
and our affiliates have acted and will act solely for our own account in connection with (A) all transactions relating
to the securities and (B) all hedging transactions in connection with our obligations under the securities;
(iii) any
and all assets and positions relating to hedging transactions by us or our affiliates are assets and positions of those
entities and are not assets and positions held for the benefit of the purchaser or holder;
(iv) our
interests are adverse to the interests of the purchaser or holder; and
(v) neither
we nor any of our affiliates is a fiduciary or adviser of the purchaser or holder in connection with any such assets,
positions or transactions, and any information that we or any of our affiliates may provide is not intended to be impartial
investment advice.
Each purchaser and holder
of the securities has exclusive responsibility for ensuring that its purchase, holding and disposition of the securities
do not violate the prohibited transaction rules of ERISA or the Code or any Similar Law. The sale of any securities to
any Plan or plan subject to Similar Law is in no respect a representation by us or any of our affiliates or representatives
that such an investment meets all relevant legal requirements with respect to investments by plans generally or any particular
plan, or that such an investment is appropriate for plans generally or any particular plan.
However, individual retirement
accounts, individual retirement annuities and Keogh plans, as well as employee benefit plans that permit participants
to direct the investment of their accounts, will not be permitted to purchase or hold the securities if the account, plan
or annuity is for the benefit of an employee of Morgan Stanley, Morgan Stanley Wealth Management or a family member and
the employee receives any compensation (such as, for example, an addition to bonus) based on the purchase of the securities
by the account, plan or annuity.
|
Additional
considerations:
|
|
Client accounts over which Morgan Stanley, Morgan Stanley Wealth
Management or any of their respective subsidiaries have investment discretion are not permitted to purchase the securities,
either directly or indirectly.
|
Morgan Stanley Finance LLC
Trigger Jump Securities Based on the Value of the EURO STOXX 50
®
Index due October 25, 2021
Principal at Risk Securities
Supplemental
information regarding plan of distribution; conflicts of interest
:
|
|
We expect to deliver the
securities against payment therefor in New York, New York on October 25, 2017, which will be the third scheduled business
day following the date of the pricing of the securities. Under Rule 15c6-1 of the Exchange Act, trades in the secondary
market generally are required to settle in two business days, unless the parties to any such trade expressly agree otherwise.
Accordingly, purchasers who wish to trade securities on the date of pricing or on or prior to the second business day
prior to the original issue date will be required to specify alternative settlement arrangements to prevent a failed settlement.
Selected dealers, which
may include our affiliates, and their financial advisors will collectively receive from the agent a fixed sales commission
of $31.50 for each security they sell.
MS & Co.
is an affiliate of MSFL and a wholly owned subsidiary of Morgan Stanley, and it and other affiliates of ours expect to
make a profit by selling, structuring and, when applicable, hedging the securities. When MS & Co. prices this offering
of securities, it will determine the economic terms of the securities such that for each security the estimated value
on the pricing date will be no lower than the minimum level described in “Investment Summary” beginning 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. See “Plan of Distribution (Conflicts of Interest)” and “Use of Proceeds and
Hedging” in the accompanying product supplement.
|
Contact:
|
|
Morgan Stanley Wealth Management clients
may contact their local Morgan Stanley branch office or Morgan Stanley’s 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. Third-party distributors may contact Morgan Stanley Structured Investment Sales at (800) 233-1087.
|
Where
you can find more information:
|
|
Morgan Stanley and MSFL
have filed a registration statement (including a prospectus, as supplemented by the product supplement for Jump Securities
and the index supplement) with the Securities and Exchange Commission, or SEC, for the offering to which this communication
relates. You should read the prospectus in that registration statement, the product supplement for Jump Securities, the
index supplement and any other documents relating to this offering that Morgan Stanley and MSFL have filed with the SEC
for more complete information about Morgan Stanley, MSFL and this offering. You may get these documents without cost by
visiting EDGAR on the SEC web site at.www.sec.gov. Alternatively, Morgan Stanley, MSFL, any underwriter or any dealer
participating in the offering will arrange to send you the product supplement for Jump Securities, the index supplement
and prospectus if you so request by calling toll-free 1-(800)-584-6837.
You may access these documents
on the SEC web site at www.sec.gov as follows:
Product Supplement for Jump Securities dated February 29, 2016
Index Supplement dated January 30, 2017
Prospectus dated February 16, 2016
Terms used but not defined
in this document are defined in the product supplement for Jump Securities or in the prospectus.
|
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