===================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): June 28, 1995
MORGAN STANLEY GROUP INC.
(Exact name of registrant as specified in its charter)
Delaware 1-9085 13-2838811
(State or other (Commission File (I.R.S. Employer
jurisdiction of Number) Identification
incorporation or Number)
organization)
1251 Avenue of the Americas, New York, New York 10020
(Address of principal executive offices including zip code)
Registrant's telephone number, including area code: (212) 703-4000
===================================================================
<PAGE>
Item 5. Other Events
Attached and incorporated herein by reference as Exhibit 99
is a press release summarizing the financial results of
Morgan Stanley Group Inc. (the "Company") for the three
months ended May 31, 1995 and April 30, 1994 and the four
months ended May 31, 1995 and announcing the declaration by
the Company's Board of Directors of a quarterly cash
dividend of 32 cents per share.
Item 7(c). Exhibits
99. Press release dated June 28, 1995 summarizing the financial
results of the Company for the three months ended May 31,
1995 and April 30, 1994 and the four months ended May 31,
1995 and announcing the declaration by the Company's Board
of Directors of a quarterly cash dividend.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.
MORGAN STANLEY GROUP INC.
Registrant
/s/Patricia A. Kurtz
----------------------------
Patricia A. Kurtz
Assistant Secretary
Date: June 28, 1995
<PAGE>
Index to Exhibits
Exhibit No. Description
- ----------- -----------------------------------
99. Press release dated June 28, 1995
summarizing the financial results
of the Company for the three months
ended May 31, 1995 and April 30,
1994 and the four months ended May
31, 1995 and announcing the
declaration by the Company's Board
of Directors of a quarterly cash
dividend.
<PAGE>
For Immediate Release
---------------------
Contact: Charles B. Hintz, Investor Relations 212/703-7178
Tracey Gordon, Media Relations
212/703-7618
MORGAN STANLEY GROUP INC. ANNOUNCES EARNINGS
- --------------------------------------------
NEW YORK, June 28, 1995 -- Morgan Stanley Group Inc.
(NYSE:MS) today announced financial results for the four-
month period ended May 31, reflecting the previously
announced change in the Company's fiscal year-end to
November 30 from January 31.
Morgan Stanley's fiscal 1995 will be ten months, consisting
of a four-month period ending May 31, and three-month
periods ending August 31 and November 30. This announcement
provides results for the four-month period (February 1 - May 31)
as well as for the three-month quarter (March 1 - May 31) to
facilitate quarterly comparisons.
For the four months ended May 31, Morgan Stanley reported
net income of $204 million, or $2.33 per common share on a
primary basis. Net revenues (gross revenues less interest
expense) for the period were $1,304 million. Earnings per
common share on a fully diluted basis were $2.23.
Net income for the three month quarter ended May 31, 1995
was $166 million compared to $117 million for the first
quarter ended April 30, 1994. Net revenues for the May 31,
1995 quarter were $1,011 million compared to $888 million
for the first quarter of 1994. Primary earnings per common
share were $1.90 and $1.27 for the first quarters of 1995
and 1994, respectively. Earnings per common share on a
fully diluted basis were $1.82 for the May 31, 1995 quarter
versus $1.22 for the first quarter of 1994.
Investment banking revenues increased over the first quarter
of 1994 reflecting higher revenues from mergers and
acquisitions and debt underwriting which were partially
offset by a reduction in equity underwriting revenues. Sales
and trading revenues were also higher versus the first
quarter of 1994 due to strong performances from the
Company's trading units. Equity revenues benefited from
increased market volatility and higher customer volumes.
Fixed income revenues were positively affected by the rally
in the global bond markets. Revenues from corporate, high
yield, and European and Asian fixed income trading were
particularly strong. Principal transactions investments
realized losses in the quarter principally reflecting
decreases in the carrying value of the Company's merchant
banking investments in certain publicly traded securities.
Richard B. Fisher, chairman, and John J. Mack, president,
said in a joint statement: "The operating environment for
the securities industry improved this quarter over the
cyclical lows of 1994. Morgan Stanley's performance in the
period benefited from strong contributions from our major
business areas.
"For the remainder of 1995, we will continue to focus on
expanding our core businesses around the world with what we
believe is the strongest combination of financial,
technological, and human resources in the industry. Our
strategic expansion in recent years has greatly enhanced our
competitive advantage in many markets and regions and
demonstrates our commitment to provide services to our
clients around the world regardless of short-term operating
conditions."
The Company also announced the declaration by its Board of
Directors of a quarterly dividend of 32 cents per common
share. The dividend is payable on July 27, 1995 to holders
of record on July 10, 1995.
Total capital (stockholder's equity and long-term debt) at
May 31, 1995 was $12.2 billion, including $4.7 billion of
common and preferred stockholders' equity. Book value per
common share was $50.37 based on quarter-end shares and
share-equivalents of 78,742,185.
Morgan Stanley Group Inc. is a global financial services
firm with offices in New York, London, Tokyo and other
principal financial centers around the world.
--Table Follows--
<PAGE>
Morgan Stanley Group Inc.
Consolidated Statement of Income (Unaudited)
(In millions, except share data)
FOUR MONTHS
THREE MONTHS ENDED ENDED
======================== ============
MAY 31 APRIL 30 MAY 31
1995 1994 1995
---------- ---------- ------------
Revenues:
Investment banking $273 $260 $353
Principal transactions:
Trading 438 258 552
Investments (6) 10 (6)
Commissions 131 119 168
Interest and dividends 1,742 1,561 2,330
Asset management and 88 81 119
administration
Other 1 3 2
---------- ---------- ------------
Total revenues 2,667 2,292 3,518
Interest expense 1,656 1,404 2,214
---------- ---------- ------------
Net revenues 1,011 888 1,304
---------- ---------- ------------
Expenses excluding interest:
Compensation and 475 440 613
benefits
Occupancy and equipment 80 68 107
Brokerage, clearing and 66 58 86
exchange fees
Communications 34 29 45
Business development 34 39 48
Professional services 40 41 54
Other 31 29 42
---------- ---------- -----------
Total expenses 760 704 995
excluding interest
Income before income taxes 251 184 309
Provision for income taxes 85 67 105
---------- ---------- ------------
Net income $166 $117 $204
========== ========== ============
Earnings applicable to common $150 $101 $183
shares* ========== ========== ============
Average common and common
equivalent shares
outstanding* 78,797,807 79,828,671 78,289,688
========== ========== ============
Primary earnings per share $1.90 $1.27 $2.33
========== ========== ============
Fully diluted earnings per $1.82 $1.22 $2.23
share ========== ========== ============
* For primary earnings per share
