Morgan Stanley Asia-Pacific Fund, Inc. Announces Reorganization into Morgan Stanley Institutional Fund, Inc. – Emerging Markets Portfolio

Morgan Stanley Asia-Pacific Fund, Inc. (NYSE: APF) (the “Fund”) announced that, after considering the recommendation of the Fund’s investment adviser, Morgan Stanley Investment Management Inc., the Board of Directors of the Fund determined that it would be in the best interest of stockholders of the Fund to approve an Agreement and Plan of Reorganization by and between the Fund and Morgan Stanley Institutional Fund, Inc., on behalf of its series Emerging Markets Portfolio (“MSIF Emerging Markets”), pursuant to which substantially all of the assets and liabilities of the Fund would be transferred to MSIF Emerging Markets and stockholders of the Fund would become stockholders of MSIF Emerging Markets, receiving shares of common stock of MSIF Emerging Markets equal to the value of their holdings in the Fund (the “Reorganization”). Upon execution of the Reorganization, shares of the Fund would cease to trade on the New York Stock Exchange; however, after the Reorganization, shares of MSIF Emerging Markets may be purchased and redeemed at the option of stockholders at net asset value on a daily basis, subject to the terms described in the registration statement for MSIF Emerging Markets.

It is currently anticipated that, in connection with the Reorganization, Japanese stockholders of the Fund, as further described below, will receive a cash payment equal to the net asset value of their holdings, rather than shares of MSIF Emerging Markets. Upon execution of the Reorganization, shares of the Fund would be delisted from the Tokyo Stock Exchange upon determination by the Tokyo Stock Exchange.

The Reorganization is subject to certain conditions, including stockholder approval and customary closing conditions such as the performance of certain obligations contained in the Agreement and Plan of Reorganization. The Reorganization of the Fund will be submitted for stockholder approval at a special meeting of stockholders (the “Meeting”) scheduled to be held on March 8, 2019, and any adjournments or postponements thereof, to stockholders of record on January 14, 2019. Further information about the Reorganization will be included in a proxy statement/prospectus expected to be mailed to stockholders in the first quarter of 2019.