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Investor Presentaiton

Morgan Stanley EXTRADE Transaction Summary Key Transaction Terms Governance / Brand Timing/Approvals Summary Transaction Assumptions (1) • $13 billion transaction value; 100% stock consideration • • • • Fixed exchange ratio of 1.0432 per Morgan Stanley share; implies $58.74 per share value based on Morgan Stanley's closing price of $56.31 on February 19, 2020 One member of E*TRADE Board to be added to the Morgan Stanley Board of Directors Retention of iconic E*TRADE brand Expected to close in 4Q 2020 Subject to customary receipt of regulatory approvals and E*TRADE shareholder approval Cost synergies of $400MM, phased-in over three years • Funding synergies of $150MM, phased-in over two years Post-closing restructuring / integration costs of approximately $800MM pre-tax over a three year period The End Notes are an integral part of this Presentation. See slides 19-22 at the back of this presentation for information related to the financial metrics and defined terms in this presentation 16
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