Toppan Merrill - MS Portfolios_ Series 43_ Uncommon Values Trust_ 2020 Prospectus [Funds UIT] 07-20-2020 ED [AUX] | akiesli | 24-Aug-20 07:05 | 20-25055-2.aa | Sequence: 1 CHKSUM Content: 36670 Layout: 65304 Graphics: 35063 CLEAN Uncommon Values Trust, 2020 Series UNIT INVESTMENT TRUST The unit investment trust named above (the “Trust”) is included in Morgan Stanley Portfolios, Series 43. The Trust invests in a portfolio of common stocks identified by investment professionals from Morgan Stanley & Co. LLC Research. Please refer to the Investment Summary on the following page under Investment Concept and Selection Process for a description of the Trust’s strategy. Prospectus dated August 24, 2020 Read and retain this Prospectus for future reference The Securities and Exchange Commission has not approved or disapproved these securities or passed upon the adequacy of this Prospectus. Any representation to the contrary is a criminal offense. INVESTMENT PRODUCTS: NOT FDIC INSURED; NO BANK GUARANTEE; MAY LOSE MONEY JOB: 20-25055-2 CYCLE#;BL#: 15; 0 TRIM: 7.50" x 8.75" AS: New York: 212-620-5600 COLORS: Black, ~note-color 2 GRAPHICS: morgan_stanley_new_k_logo.eps V1.5 Toppan Merrill - MS Portfolios_ Series 43_ Uncommon Values Trust_ 2020 Prospectus [Funds UIT] 07-20-2020 ED [AUX] | akiesli | 24-Aug-20 07:05 | 20-25055-2.ba | Sequence: 1 CHKSUM Content: 5413 Layout: 33228 Graphics: 0 CLEAN Uncommon Values Trust, 2020 Series INVESTMENT SUMMARY relative attractiveness of each stock’s fundamentals, including Use this Investment Summary to help you decide whether the market position, projected growth, valuation, risk profile, portfolio comprising the Uncommon Values Trust, 2020 Series (the returns on capital, shareholder remuneration via dividends “Trust”) is right for you. More detailed information can be found and/or buybacks, and management. later in this Prospectus. MS&Co.’s Global Sustainability Research team reviewed the suitability of the resulting names by assessing each company’s Investment Objective complete Environmental, Social, and Governance (“ESG”) The objective of the Trust is to provide above-average capital profile, including related risks and opportunities. appreciation. Environmental factors considered include a company’s positive exposure to key sustainability themes such as climate change, There is no guarantee that the Trust will achieve its investment water scarcity, and waste management. Social factors considered objective. include those related to food availability, improving lives, health and wellness, and demographics. In considering Governance Investment Strategy factors, each company’s board structure, board The Trust uses a “buy and hold” strategy with a portfolio of compensation/remuneration, shareholder rights, and audit and stocks, designed to remain fixed over its fourteen-month life. risk oversight were all taken into account. Following this Unlike a mutual fund, the Trust’s portfolio is not managed. review, the list of stocks was further narrowed to the extent that MS&Co’s Global Sustainability Research team determined that Investment Concept and Selection Process a company was not suitable for inclusion. The Trust invests in stocks identified by investment Prior to finalizing its list of recommended stocks, the professionals from Morgan Stanley & Co. LLC Research Committee also considered the sector weighting (“MS&Co. Research”) believed to have the potential to recommendations of its U.S. Equity Strategy Team, led by generate the most attractive returns over the next twelve Chief Strategist Michael Wilson. months. A combination of qualitative and quantitative The Sponsor intended to include each of the Committee’s final methods were used to identify this list of stocks, which Morgan selections in the Trust’s portfolio, with the exception of any Stanley Smith Barney LLC, the Sponsor, used to develop the stock that had to be excluded by the Sponsor (see Description Trust’s portfolio. of the Trust—The Portfolio). As a result of this process, the To create the initial universe of stocks, MS&Co. Research Trust invests in all of the stocks the Committee selected. equity analysts were invited to nominate their top Overweight- Further, subject to any Sponsor exclusions, the Trust will rated one-year buy-and-hold recommendations, paying continue to purchase or hold securities, notwithstanding the particular attention to each stock’s risk-reward profile. More fact that the Committee, or its affiliates, may revise its opinion than 40 companies were submitted for initial consideration as a with respect to any individual security. In particular, any result of this process. From this set, a committee comprised of subsequent publication of a similar type of list of securities will members of MS&Co. Research’s Stock Selection Committee, not affect the composition of the Trust. Furthermore, although Equity Strategy Team, and Research Management (collectively, the Committee identified stocks based upon a twelve month the “Committee”) focused on a series of quantitative factors to outlook, the Trust has a maximum duration of fourteen months narrow the list. The Committee focused upon stocks exceeding and does not intend to change its composition prior to $3 billion of market capitalization and considered each stock’s termination. ranking in terms of MS&Co Research’s Quantitative Equity Strategy Team’s Quality Score. This proprietary Quality Score is Principal Risk Factors determined by factors derived from a stock’s market Holders can lose money by investing in the Trust. The value of capitalization, earnings stability, dividend stability, dividend your units may increase or decrease depending on the value of growth, return-on-equity stability, share base turnover and beta the stocks which make up the Trust. In addition, the amount of (a measurement of a stock’s volatility relative to the overall dividends you receive depends on each particular issuer’s market). From this narrowed list, the Committee evaluated the 2 JOB: 20-25055-2 CYCLE#;BL#: 15; 0 TRIM: 7.50" x 8.75" AS: New York: 212-620-5600 COLORS: Black, ~note-color 2 GRAPHICS: none V1.5 Toppan Merrill - MS Portfolios_ Series 43_ Uncommon Values Trust_ 2020 Prospectus [Funds UIT] 07-20-2020 ED [AUX] | akiesli | 24-Aug-20 07:05 | 20-25055-2.ba | Sequence: 2 CHKSUM Content: 54762 Layout: 10056 Graphics: 0 CLEAN dividend policy, the financial condition of the securities and may not be the highest price at which these securities traded general economic conditions. during the life of the Trust. Also, this means that securities may remain in the Trust even though they no longer meet the The Trust consists of common stocks. If you invest in the Trust, criteria of the Trust’s investment strategy or are no longer you should understand the potential risks generally associated viewed favorably by MS&Co Research. with common stocks, which include, but are not limited to: • The financial condition of the issuer may worsen. Public Offering Price • The rate of the dividends previously paid may be reduced or On the first day units are made available to the public, the even eliminated. Public Offering Price will be approximately $10.00 per unit, with a minimum purchase of $1,000 ($250 for retirement • The ongoing global coronavirus pandemic has led to accounts). The Public Offering Price is based upon the net increased levels of market distress and volatility, as well as asset value of the Trust, the latter of which is calculated by: decreased economic activity, any of which may have adversely impacted the Trust’s securities, and may further • Adding the combined market value of the securities in the Trust adversely impact the Trust’s securities during the life of the to any other assets held, including but not limited to cash, Trust. dividends receivable on securities trading ex-dividend, and • The stock market is also subject to volatile increases or • Subtracting therefrom all liabilities of the Trust, which decreases in value as market confidence in and perceptions of include, among others, any accrued fees and expenses of the issuers change. Trust, taxes and undistributed income or capital. The Trust’s portfolio invests significantly in the common stocks The Public Offering Price per unit is calculated by dividing of consumer product companies, financial companies, health the net asset value of the Trust by the number of units care companies, industrials companies, and information outstanding (net asset value per unit) and adding an applicable initial sales charge. The Public Offering Price will change daily technology companies. Please also refer to the “Risk Factors” because prices of the underlying securities will fluctuate. In section for a complete discussion of the corresponding risks. addition, during the initial public offering period, a per unit Compared to the broad market, an individual industry or amount sufficient to reimburse the Sponsor for organization sector may be more strongly affected by: costs is added to the Public Offering Price. • Highly competitive pressures on pricing. • Changes in the interest rates and general economic Market for Units conditions. The Sponsor intends to repurchase units at a price based on their net asset value per unit. If the Sponsor decides to discontinue the • Changes in the market prices of particular dominant stocks policy of repurchasing units, you can redeem units through the within the industry. Trustee, at a price determined by using the same formula. • Approval by government agencies and changes in government regulation. Rollover Option • Changing domestic and international demand for a You may rollover all or a portion of your redemption or particular product. termination proceeds into any Sponsor-deposited trust in its initial offering period (a “Rollover Series”), including any The Trust’s portfolio contains securities issued by 16 future Trust series, if available. If you decide not to rollover companies, which means that Holders should anticipate more your proceeds into a Rollover Series, you will receive a cash price volatility than would occur in an investment in a portfolio distribution (or an in kind distribution of securities, as which contains a greater number of issuers.