这种通信包含“前瞻性陈述”联邦证券法律，包括1933年证券法第27A条所指，修订，和1934年证券交易法第21E部分，修订。在此背景下，前瞻性声明通常涉及预期未来业务及财务业绩和财务状况，而且往往包含诸如“预期”，“预计”，“打算”，“计划”，“相信”，“寻求”“看”，“会”，“会”，“靶标”，类似的表达，和变型或这些词底片。前瞻性的是，在不同程度，不确定的，包括某些财务和其他目标，目标和摩根士丹利的目标的实现其性质地址的问题，以及有关拟议交易的圆满陈述和预期收益的声明manbet客户端下载它们。所有这些前瞻性陈述受到风险，不确定性和假设，可能导致实际结果与这些前瞻性陈述有根本性的不同。可能造成这种差异的重要危险因素包括，但不限于：（i）建议交易对预期的条件和时机，包括获得所需的股东和监管部门的批准，预期的税收待遇，不可预见的负债，未来资本支出完成, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies for the management, expansion and growth of the combined company’s operations and other conditions to the completion of the acquisition, including the possibility that any of the anticipated benefits of the proposed transaction will not be realized or will not be realized within the expected time period, (ii) the ability of Morgan Stanley and E*TRADE to integrate the business successfully and to achieve anticipated synergies, risks and costs, (iii) potential litigation relating to the proposed transaction that could be instituted against Morgan Stanley, E*TRADE or their respective directors, (iv) the risk that disruptions from the proposed transaction will harm Morgan Stanley’s and E*TRADE’s business, including current plans and operations, (v) the ability of Morgan Stanley or E*TRADE to retain and hire key personnel, (vi) potential adverse reactions or changes to business relationships resulting from the announcement or completion of the acquisition, (vii) continued availability of capital and financing and rating agency actions, (viii) legislative, regulatory and economic developments, (ix) potential business uncertainty, including changes to existing business relationships, during the pendency of the acquisition that could affect Morgan Stanley’s and/or E*TRADE’s financial performance, (x) certain restrictions during the pendency of the acquisition that may impact Morgan Stanley’s or E*TRADE’s ability to pursue certain business opportunities or strategic transactions, (xi) unpredictability and severity of catastrophic events, including, but not limited to, acts of terrorism or outbreak of war or hostilities, as well as management’s response to any of the aforementioned factors, (xii) dilution caused by Morgan Stanley’s issuance of additional shares of its common stock in connection with the proposed transaction, (xiii) the possibility that the transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events, (xiv) those risks described in Item 1A of Morgan Stanley’s most recently filed Annual Report on Form 10-K and subsequent reports on Forms 10-Q and 8-K, including the risk factor under Item 8.01 “Other Matters” in the Current Report on Form 8-K dated April 16, 2020, and the additional risk factors under “Risk Factors” in the Registration Statement on Form S-4 filed on April 17, 2020, as amended (“Form S-4”), (xv) those risks described in Item 1A of E*TRADE’s most recently filed Annual Report on Form 10-K and subsequent reports on Forms 10-Q and 8-K and (xvi) those risks described in the proxy statement/prospectus on Form S-4 available from the sources indicated above. These risks, as well as other risks associated with the proposed acquisition, are more fully discussed in the proxy statement/prospectus included in the registration statement on Form S-4 filed with the SEC in connection with the proposed acquisition. While the list of factors presented here is, and the list of factors presented in the registration statement on Form S-4 are, considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on Morgan Stanley’s or E*TRADE’s consolidated financial condition, results of operations, credit rating or liquidity. Neither Morgan Stanley nor E*TRADE assumes any obligation to publicly provide revisions or updates to any forward-looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.
有关建议E * TRADE交易和在哪里能找到它的信息
与拟议的交易有关的摩根士丹利(Morgan Stanley)和E *贸易(“E *贸易”manbet客户端下载)、摩根士丹利(Morgan Stanley)和E *贸易将文件相关资料向美国证券交易委员会(SEC),包括摩根士丹利(Morgan Stanley)登记声明4形式,将包括一个代理声明E *贸易,也构成了招股说明书的摩根士丹利(Morgan Stanley)和最终签署的委托书/招股说明书将寄给股东E *贸易。做任何投票或投资决策之前,投资者和证券持有人的摩根士丹利(Morgan Stanley)和E *贸易要求阅读注册声明,代理声明/招股说明书和任何其他相关文件提交或将提manbet客户端下载交给美国证券交易委员会(SEC),以及任何修改或补充这些文件,仔细和全部可用,因为他们包含关于拟议的交易或将包含重要信息和相关事项。投资者和证券持有者可获得免费的副本登记声明和委托书/招股说明书(可用时),以及其他文件包含摩根士丹利(Morgan Stanley)或E *贸易信息,免费在美国证券交易委员会(SEC)的互联网网站(http://www.sec.gov)或者通过联系摩根士丹利(Morgan Stanley)投资者关系部门或E *贸易在以下:万博ios客户端manbet客户端下载
|manbet客户端下载||E * TRADE|
|纽约，NY 10036||阿灵顿，VA 22203|
manbet客户端下载摩根士丹利，E * TRADE，它们各自的董事和部分各自的主管人员可以被认为是参与代理的有关建议交易的邀请。关于董事和摩根士丹利和E * TRADE，并在交易的直接或间接利益的行政人员，通过持有证券或其他信息将列在代理声明/招股说明manbet客户端下载书及其他有关事项进行设置，当它们与申请SEC。Information regarding the directors and executive officers of Morgan Stanley is contained in Morgan Stanley’s Form 10-K for the year ended December 31, 2019 and its proxy statement filed with the SEC on April 3, 2020. Information regarding the directors and executive officers of E*TRADE is contained in E*TRADE’s Form 10-K for the year ended December 31, 2019 and its proxy statement filed with the SEC on March 24, 2020. Additional information regarding the participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the proxy statement/prospectus and other relevant materials filed with the SEC when they become available.