|[March 18, 2014]
MSCI Announces Sale of ISS
NEW YORK --(Business Wire)--
MSCI Inc. (NYSE:MSCI), a leading provider of investment decision support
tools worldwide, announced today that it has entered into a definitive
agreement to sell Institutional Shareholder Services Inc. ("ISS"), its
wholly-owned subsidiary comprising MSCI's Governance segment, to Vestar
Capital Partners for total cash consideration of $364 million. The
transaction is expected to close within the next three months, subject
to customary closing conditions.
"The sale of ISS underscores MSCI's strong focus on and commitment to
providing performance and risk investment products and services for
every major asset class and for investors with multi-asset class
portfolios," said Henry Fernandez, Chairman and CEO, MSCI Inc.
"Under MSCI's stewardship, ISS has expanded its product suite, grown the
business and solidified its position as a leading independent provider
of corporate governance tools," added Mr. Fernandez.
MSCI's Environmental, Social and Governance ("ESG") investment
performance and risk products continue to be an integral part of MSCI's
offering and are not part of the sale.
Morgan Stanley acted as financial advisor and Davis Polk & Wardwell LLP
acted as legal adviser to MSCI on the transaction.
MSCI Inc. is a leading provider of multi-asset class portfolio
management tools, primarily to institutional investors, including asset
managers, banks, hedge funds and pension funds.
For equity investors, MSCI's flagship performance and risk tools
include: the MSCI indexes with approximately $7.5 trillion estimated to
be benchmarked to them on a worldwide basis1; Barra factor
models, portfolio risk and performance analytics; and ESG
(environmental, social and governance) Research screeing, analysis and
ratings. MSCI is also a leading provider of multi-asset class risk
management tools including RiskMetrics multi-asset class market and
credit risk analytics; Barra multi-asset class factor models, portfolio
risk and performance analytics. MSCI also provides IPD real estate
information, indexes and analytics for investors in and managers of
commercial real estate. MSCI also offers ISS governance research and
outsourced proxy voting and reporting services; and FEA valuation models
and risk management software for the energy and commodities markets.
MSCI is headquartered in New York, with research and commercial offices
around the world. MSCI#IR
1 As of March 31, 2013, as published by eVestment,
Lipper and Bloomberg (News - Alert) on July 31, 2013
For further information on MSCI, please visit our web site at www.msci.com
This press release may contain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. These
statements relate to future events or to future financial performance
and involve known and unknown risks, uncertainties and other factors
that may cause our actual results, levels of activity, performance, or
achievements to be materially different from any future results, levels
of activity, performance, or achievements expressed or implied by these
forward-looking statements. In some cases, you can identify
forward-looking statements by the use of words such as "may," "could,"
"expect," "intend," "plan," "seek," "anticipate," "believe," "estimate,"
"predict," "potential," or "continue," or the negative of these terms or
other comparable terminology. You should not place undue reliance on
forward-looking statements because they involve known and unknown risks,
uncertainties and other factors that are, in some cases, beyond our
control and that could materially affect actual results, levels of
activity, performance, or achievements.
Other factors that could materially affect actual results, levels of
activity, performance or achievements can be found in MSCI's Annual
Report on Form 10-K for the fiscal year ended December 31, 2013 filed
with the Securities and Exchange Commission ("SEC (News - Alert)") on February 28,
2014, and in quarterly reports on Form 10-Q and current reports on Form
8-K filed with the SEC, and may also include the risks and uncertainties
associated with a failure to consummate or a delay in the consummation
of the proposed transaction, including as a result of a failure to
satisfy the conditions to closing in a timely manner or at all. If any
of these risks or uncertainties materialize, or if our underlying
assumptions prove to be incorrect, actual results may vary significantly
from what MSCI projected. Any forward-looking statement in this release
reflects MSCI's current views with respect to future events and is
subject to these and other risks, uncertainties and assumptions relating
to MSCI's operations, results of operations, growth strategy and
liquidity. MSCI assumes no obligation to publicly update or revise these
forward-looking statements for any reason, whether as a result of new
information, future events, or otherwise, except as required by law.
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