NEW YORK--(BUSINESS WIRE)--
MSCI Inc. (NYSE: MSCI), a leading provider of investment decision
support tools worldwide, including indexes and portfolio risk and
performance analytics products, today announced that it has agreed to
appoint three new independent directors, Wayne Edmunds, D. Robert Hale,
and Wendy E. Lane to the company's Board of Directors, effective March
10, 2015. With these additions, MSCI's Board will increase from nine to
twelve directors, eleven of whom are independent. The three new
directors will be included with the company's nominees for election at
its 2015 Annual Meeting of Shareholders. ValueAct Capital has agreed to
vote for the company's entire slate of director nominees at MSCI's
upcoming annual meeting.
Henry Fernandez, MSCI's Chairman and Chief Executive Officer, stated:
"We welcome Wayne, Rob, and Wendy to the Board and look forward to
working with them to achieve our goals of even higher revenue growth
rates and expanded profit margins. Our new directors bring additional
experience, independence and fresh perspectives, which we expect will
help MSCI to continue to deliver superior shareholder returns in the
years ahead."
Rodolphe M. Vallee, lead independent director of MSCI's Board said,
"MSCI plays a central role in meeting investor demand for high quality,
methodologically sound investment tools that enable them to better
manage their investment portfolios across all asset classes. The MSCI
Board is committed to ensuring that its members' experience enhances the
Board's collaborative approach to aligning MSCI's strategy with client
needs and the best interests of our shareholders. We believe that these
new directors' familiarity with operational issues and the financial
services industry will make them excellent additions to our Board, and
that they will help guide MSCI as it pursues profitable growth
opportunities and enhances shareholder value."
Robert Hale, a ValueAct Capital partner, stated, "MSCI is an industry
leader with products that are well aligned with the changing demands of
global investors. I am excited to work with Wayne, Wendy and the rest of
the Board and management to help the company position itself for
long-term success and shareholder value creation."
As described in more detail in MSCI's Current Report on Form 8-K filed
today with the SEC, MSCI entered into a Cooperation Agreement with
ValueAct Capital and Mr. Hale that provides for the appointment of the
three directors to the MSCI Board and includes certain restrictions on
ValueAct Capital's ability to purchase additional MSCI shares and take
other actions.
Director Biographies:
Wayne Edmunds
Mr. Edmunds was the Chief Executive Officer of Invensys plc at Invensys
Systems, Inc. from 2011 to 2014. Previously, Mr. Edmunds was Chief
Financial Officer of Invensys plc, having joined the business in 2008 as
CFO of Invensys Process Systems. Prior to joining Invensys, Mr. Edmunds
was CFO of Reuters America, Inc., and held other senior financial roles
in the technology sector, including 17 years at Lucent Technologies,
Inc. Mr. Edmunds is currently a non-executive director of Ashtead Group
PLC, serving as Chairman of the Board's Audit Committee, and of BBA
Aviation PLC. Mr. Edmunds holds a degree in Accounting from Rutgers
University and an MBA in Finance from Pace University.
D. Robert Hale
Mr. Hale is a Partner of ValueAct Capital, an investment fund with over
$16 billion of assets under management. Prior to joining ValueAct
Capital in January 2011, Mr. Hale was a Principal with The Parthenon
Group, working in both the Boston and Mumbai offices of Parthenon's
strategic consulting practice, as well as in an investment role at
Parthenon's long-short public equity vehicle, Strategic Value Capital.
He has an A.B. from Dartmouth College.
Wendy E. Lane
Ms. Lane has been Chairman of Lane Holdings, Inc., an investment firm,
since 1992. Prior to forming Lane Holdings, Inc., Ms. Lane was a
Principal and Managing Director of Donaldson, Lufkin and Jenrette
Securities Corporation, an investment banking firm. Ms. Lane is
currently a director of Willis Group Holdings, serving as Chairman of
the company's Compensation Committee, and of UPM-Kymmene Corporation.
She is also a director of the Al-Dabbagh Group, and was previously a
director of Laboratory Corporation of America. Ms. Lane holds a BA from
Wellesley College and a MBA from Harvard Business School.
About MSCI
MSCI Inc. is a leading provider of investment decision support tools to
investors globally, including asset managers, banks, hedge funds and
pension funds. MSCI products and services include indexes, portfolio
risk and performance analytics, and ESG data and research.
The company's flagship product offerings are: the MSCI indexes with over
USD 9.5 trillion estimated to be benchmarked to them on a worldwide basis1;
Barra multi-asset class factor models, portfolio risk and performance
analytics; RiskMetrics multi-asset class market and credit risk
analytics; IPD real estate information, indexes and analytics; MSCI ESG
(environmental, social and governance) Research screening, analysis and
ratings; 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 June 30, 2014, as reported on September 30 2014 by
eVestment, Morningstar and Bloomberg
Forward-Looking Statements
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") on February 28,
2014, and in quarterly reports on Form 10-Q and current reports on Form
8-K filed with the SEC. 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 press 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.
For further information on MSCI, please visit our web site at www.msci.com
MSCI Investors:
MSCI, New York
Stephen Davidson,
212-981-1090
or
Media Enquiries:
MSCI, New York
Kristin
Meza, 212-804-5330
or
Sard Verbinnen & Co
Hugh
Burns/Nathaniel Garnick, 212-687-8080
Michael Henson, +44 (0) 20
3178 8914
Source: MSCI Inc.
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