UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-23339

Name of Fund: BlackRock Funds V

BlackRock Emerging Markets Bond Fund

Fund Address:    100 Bellevue Parkway, Wilmington, DE 19809

Name and address of agent for service: John M. Perlowski, Chief Executive Officer, BlackRock Funds V, 55 East 52nd Street, New York, NY 10055

Registrant’s telephone number, including area code: (800) 441-7762

Date of fiscal year end: 12/31/2019

Date of reporting period: 12/31/2019


Item 1 –

Report to Stockholders


 

LOGO   DECEMBER 31, 2019

 

   2019 Annual Report

 

BlackRock Funds V

 

·  

BlackRock Emerging Markets Bond Fund

 

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from BlackRock or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

You may elect to receive all future reports in paper free of charge. If you hold accounts directly with BlackRock, you can call (800) 537-4942 to inform BlackRock that you wish to continue receiving paper copies of your shareholder reports. If you hold accounts through a financial intermediary, you can follow the instructions included with this disclosure, if applicable, or contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. Please note that not all financial intermediaries may offer this service. Your election to receive reports in paper will apply to all funds advised by BlackRock Advisors, LLC, BlackRock Fund Advisors or their affiliates, or all funds held with your financial intermediary, as applicable.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive electronic delivery of shareholder reports and other communications by: (i) accessing the BlackRock website at blackrock.com/edelivery and logging into your accounts, if you hold accounts directly with BlackRock, or (ii) contacting your financial intermediary, if you hold accounts through a financial intermediary. Please note that not all financial intermediaries may offer this service.

 

Not FDIC Insured • May Lose Value • No Bank Guarantee


The Markets in Review

Dear Shareholder,

U.S. equities and bonds finished the last year of the decade with impressive returns, putting an exclamation point on a decade of strong performance despite the fears and doubts about the economy that were ultimately laid to rest with unprecedented monetary stimulus and a sluggish yet resolute performance from the U.S. economy. In many ways, it was fitting that the themes of 2019 — geopolitical uncertainty, fears of recession, and decisive monetary stimulus — put the capstone on a decade that was defined by grappling with these competing forces.

Equity and bond markets posted solid returns, particularly in the second half of the year, as investors began to realize that the U.S. economy was maintaining the modest yet steady growth that has characterized this economic cycle. U.S. large cap equities advanced the most, while equities at the high end of the risk spectrum — emerging markets and U.S. small cap — lagged while still posting solid returns.

Fixed-income securities played an important role in diversified portfolios by delivering strong returns amid economic uncertainty, as interest rates declined (and bond prices rose). Long-term bonds, particularly long-term Treasuries, generally posted the strongest returns, as inflation remained low. Investment-grade and high-yield corporate bonds also posted solid returns, as the credit fundamentals in corporate markets remained relatively solid.

As equity performance faltered in late 2018 and global economic growth slowed, the U.S. Federal Reserve (the “Fed”) shifted away from policies designed to decrease inflation in favor of renewed efforts to stimulate economic activity. The Fed left interest rates unchanged in January 2019, then reduced interest rates three times thereafter, starting in July 2019. Similarly, the Fed took measures to support liquidity in short-term lending markets. Following in the Fed’s footsteps, the European Central Bank announced aggressive economic stimulus measures, including lower interest rates and the return of its bond purchasing program. The Bank of Japan signaled a continuation of accommodative monetary policy, while China committed to looser credit conditions and an increase in fiscal spending.

The outpouring of global economic stimulus led to a sharp rally in risk assets throughout the world despite the headwind of rising geopolitical and trade tensions. Hopes continued to remain high as the current economic expansion became the longest in U.S. history.

Looking ahead, we believe U.S. economic growth will stabilize and gradually improve in 2020. The primary drivers of recent market performance — trade and monetary policies — could take a back seat to a nascent expansion in manufacturing and a recent uptick in global growth. The headwinds of policy uncertainty in 2019 could become tailwinds in 2020 due to pro-cyclical policy shifts.

Overall, we favor increasing investment risk to benefit from the brighter outlook. In addition to having a positive view for equities overall, we favor emerging market equities over developed market equities. Increasing cyclical exposure through value-style investing and maintaining a meaningful emphasis on high-quality companies through quality factors also makes sense for diversified investors. In fixed income, government bonds continue to be important portfolio stabilizers, while emerging market bonds, particularly local currency bonds, offer relatively attractive income opportunities.

In this environment, investors need to think globally, extend their scope across a broad array of asset classes, and be nimble as market conditions change. We encourage you to talk with your financial advisor and visit blackrock.com for further insight about investing in today’s markets.

Sincerely,

 

LOGO

Rob Kapito

President, BlackRock Advisors, LLC

LOGO

Rob Kapito

President, BlackRock Advisors, LLC

 

Total Returns as of December 31, 2019
     6-month   12-month

U.S. large cap equities
(S&P 500® Index)

  10.92%   31.49%

U.S. small cap equities
(Russell 2000® Index)

  7.30   25.52

International equities
(MSCI Europe, Australasia, Far East Index)

  7.01   22.01

Emerging market equities
(MSCI Emerging Markets Index)

  7.09   18.42

3-month Treasury bills
(ICE BofAML 3-Month U.S. Treasury Bill Index)

  1.03   2.28

U.S. Treasury securities
(ICE BofAML 10-Year U.S. Treasury Index)

  1.36   8.91

U.S. investment grade bonds
(Bloomberg Barclays U.S. Aggregate Bond Index)

  2.45   8.72

Tax-exempt municipal bonds
(S&P Municipal Bond Index)

  2.21   7.26

U.S. high yield bonds
(Bloomberg Barclays U.S. Corporate High Yield 2% Issuer Capped Index)

  3.98   14.32
Past performance is no guarantee of future results. Index performance is shown for illustrative purposes only. You cannot invest directly in an index.
 

 

 

2    THIS PAGE IS NOT PART OF YOUR FUND REPORT


Table of Contents

 

      Page  

The Markets in Review

     2  

Annual Report:

  

Fund Summary

     4  

About Fund Performance

     6  

Disclosure of Expenses

     6  

Derivative Financial Instruments

     6  

Financial Statements:

  

Schedule of Investments

     7  

Statement of Assets and Liabilities

     14  

Statement of Operations

     15  

Statements of Changes in Net Assets

     16  

Financial Highlights

     17  

Notes to Financial Statements

     19  

Report of Independent Registered Public Accounting Firm

     28  

Important Tax Information

     28  

Statement Regarding Liquidity Risk Management Program

     29  

Trustee and Officer Information

     30  

Additional Information

     33  

Glossary of Terms Used in this Report

     34  

 

 

 

LOGO

 

 

          3  


Fund Summary  as of December 31, 2019    BlackRock Emerging Markets Bond Fund

 

Investment Objective

BlackRock Emerging Markets Bond Fund’s (the “Fund”) investment objective is to seek total return.

Portfolio Management Commentary

How did the Fund perform?

For the 12-month period ended December 31, 2019, the Fund underperformed its benchmark, the J.P. Morgan Emerging Markets Bond Index (EMBI) Global Diversified Index.

What factors influenced performance?

Emerging market bonds performed very well in 2019. The combination of positive global growth and the accommodative policies of the world’s major central banks fueled a hearty appetite for risk among investors, boosting the returns of higher-yielding segments of the fixed-income markets.

An overweight position in Venezuela, which the Fund achieved through a holding in the bonds of the quasi-sovereign oil company Petroleos de Venezuela SA (“PDVSA”), detracted from performance. In January 2019, the bonds appreciated on the appointment of opposition leader Juan Guaido as interim president. However, the United States subsequently applied sanctions related to the trading of government and quasi-sovereign PDVSA debt in order to prevent further capital from reaching current President Maduro and his regime. As a result, the bonds exhibited pronounced price weakness over the remainder of the year.

An allocation to Argentina also detracted, as the country’s bonds declined in value after a surprising outcome in the presidential primary election in August. These losses were partially offset later in the year, as investors reacted favorably to market-friendly announcements made by the newly elected president Alberto Fernandez.

An overweight in Ukraine contributed to the Fund’s results. At the beginning of the year, these assets benefited from polling results that showed market-friendly candidate Volodymyr Zelensky was the front-runner in the upcoming presidential election. Following Zelensky’s victory in April, the country’s debt traded higher on hopes that the new government would be able to deliver on proposed reforms more easily. Ukraine’s debt market rallied further in the third calendar quarter on headlines indicating the new government would seek to achieve 5% GDP growth targets.

An overweight in the Persian Gulf region, including positions in Oman, Saudi Arabia and the United Arab Emirates, further aided results. These markets were added to the JPM EMBI Global Diversified Index, fueling increased investor demand.

The Fund did hold a cash position greater than 5% at period end to take advantage of anticipated supply in the beginning part of 2020. The Fund’s cash position had no material impact on the Fund’s performance.

Describe recent portfolio activity.

Toward the end of the period, the Fund’s investment adviser increased the portfolio’s beta (sensitivity to market movements) by adding a modest out-of-benchmark position in emerging market currencies. The investment adviser also reduced the Fund’s position in Petroleos Mexicanos, and it decreased the portfolio’s weighting in South Africa following disappointing news regarding the country’s budget. Additionally, management reduced the portfolio’s duration (interest-rate sensitivity) and increased its weighting in Turkey.

Describe portfolio positioning at period end.

The Fund’s duration was below that of the index. The Fund’s largest overweight positions were in Ukraine, Argentina and Nigeria, while the Philippines, Panama and Bahrain were its most significant underweights.

The views expressed reflect the opinions of BlackRock as of the date of this report and are subject to change based on changes in market, economic or other conditions. These views are not intended to be a forecast of future events and are no guarantee of future results.

Portfolio Information

 

PORTFOLIO COMPOSITION

 

Asset Type   Percent of
Total Investments
 (a)
 

Foreign Agency Obligations

    82

Corporate Bonds

    17  

U.S. Treasury Obligations

    1  

 

  (a) 

Excludes short-term securities.

 
   

CREDIT QUALITY ALLOCATION (b)

 

Credit Rating   Percent of
Total Investments
 (a)
 

AA/Aa

    6

A

    12  

BBB/Baa

    28  

BB/Ba

    13  

B/B

    34  

CCC

    5  

N/R

    2  

 

  (b)

For financial reporting purposes, credit quality ratings shown above reflect the highest rating assigned by either S&P Global Ratings or Moody’s Investors Service (“Moody’s”) if ratings differ. These rating agencies are independent, nationally recognized statistical rating organizations and are widely used. Investment grade ratings are credit ratings of BBB/Baa or higher. Below investment grade ratings are credit ratings of BB/Ba or lower. Credit quality ratings are subject to change.

 
 

 

 

4    2019 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Fund Summary  as of December 31, 2019 (continued)

 

TOTAL RETURN BASED ON A $10,000 INVESTMENT

 

LOGO

 

(a) 

Commencement of operations.

(b) 

Assuming transaction costs and other operating expenses, including investment advisory fees.

(c) 

The Fund invests primarily in a portfolio of fixed-income securities of issuers located in or tied economically to emerging market countries that are predominantly denominated in U.S. dollars and derivatives with similar economic characteristics. On September 17, 2018, the Fund acquired all of the assets, subject to the liabilities, of BlackRock Emerging Markets Bond Fund (the “Predecessor Fund”), a series of BlackRock Funds II, through a tax-free reorganization (the “Reorganization”). The Predecessor Fund is the performance and accounting survivor of the Reorganization.

(d) 

An unmanaged index that tracks total returns for U.S. dollar denominated debt instruments issued by emerging market sovereign and quasi-sovereign entities, including Brady bonds, loans and Eurobonds.

Performance Summary for the Period Ended December 31, 2019

 

                               Average Annual
Total Returns  (a)(c)
 
      Standardized
30-Day Yields
     Unsubsidized
30-Day Yields
     6-Month
Total Returns
          

1 Year

     Since
Inception
 (b)
 

Institutional

     4.63      2.62      2.32       14.07      3.58

Class K

     4.71        2.68        2.36         14.17        3.66  

J.P. Morgan EMBI Global Diversified Index

                   3.34               15.04        5.32  

 

  (a) 

See “About Fund Performance” on page 6 for a detailed description of share classes, including any related fees.

 
  (b) 

The Fund commenced operations on July 27, 2017.

 
  (c) 

On September 17, 2018, the Fund acquired all of the assets, subject to the liabilities, of BlackRock Emerging Markets Bond Fund (the “Predecessor Fund”), a series of BlackRock Funds II, through a tax-free reorganization (the “Reorganization”). The Predecessor Fund is the performance and accounting survivor of the Reorganization.

 

Past performance is not indicative of future results.

Performance results may include adjustments made for financial reporting purposes in accordance with U.S. generally accepted accounting principles.

Expense Example

 

    Actual           Hypothetical (b)  
     Beginning
Account Value
(07/01/19)
    

Ending
Account Value

(12/31/19)

     Expenses
Paid During
the Period
 (a)
          

Beginning

Account Value

(07/01/19)

     Ending
Account Value
(12/31/19)
     Expenses
Paid During
the Period
 (a)
     Annualized
Expense
Ratio
 

Institutional

  $ 1,000.00      $ 1,023.20      $ 3.47       $ 1,000.00      $ 1,021.78      $ 3.47        0.68

Class K

    1,000.00        1,023.60        3.01               1,000.00        1,022.23        3.01        0.59  

 

  (a) 

For each class of the Fund, expenses are equal to the annualized expense ratio for the class, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period shown).

 
  (b)

Hypothetical 5% annual return before expenses is calculated by prorating the number of days in the most recent fiscal half year divided by 365.

 

See “Disclosure of Expenses” on page 6 for further information on how expenses were calculated.

 

 

FUND SUMMARY      5  


About Fund Performance

 

Institutional and Class K Shares are not subject to any sales charge. These shares bear no ongoing distribution or service fees and are available only to certain eligible investors.

Performance information reflects past performance and does not guarantee future results. Current performance may be lower or higher than the performance data quoted. Refer to blackrock.com to obtain performance data current to the most recent month end. Performance results do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Figures shown in the performance tables on the previous pages assume reinvestment of all distributions, if any, at net asset value (“NAV”) on the ex-dividend date/payable date. Investment return and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Distributions paid to each class of shares will vary because of the different levels of service, distribution and transfer agency fees applicable to each class, which are deducted from the income available to be paid to shareholders.

BlackRock Advisors, LLC (the “Manager”), the Fund’s investment adviser, has contractually and voluntarily agreed to waive and/or reimburse a portion of the Fund’s expenses. Without such waiver and/or reimbursement, the Fund’s performance would have been lower. With respect to the Fund’s voluntary waivers, the Manager is under no obligation to waive and/or reimburse or to continue waiving and/or reimbursing its fees and such voluntary waivers may be reduced or discontinued at any time. With respect to the Fund’s contractual waiver, the Manager is under no obligation to continue waiving and/or reimbursing its fees after the applicable termination date of such agreement. See Note 5 of the Notes to Financial Statements for additional information on waivers and/or reimbursements.

The standardized 30-day yield includes the effects of any waivers and/or reimbursements. The unsubsidized 30-day yield excludes the effects of any waivers and/or reimbursements.

Disclosure of Expenses

Shareholders of the Fund may incur the following charges: (a) transactional expenses, such as sales charges; and (b) operating expenses, including investment advisory fees, service and distribution fees, including 12b-1 fees, acquired fund fees and expenses, and other fund expenses. The expense example on the previous page (which is based on a hypothetical investment of $1,000 invested on July 1, 2019 and held through December 31, 2019) is intended to assist shareholders both in calculating expenses based on an investment in the Fund and in comparing these expenses with similar costs of investing in other mutual funds.

The expense example provides information about actual account values and actual expenses. In order to estimate the expenses a shareholder paid during the period covered by this report, shareholders can divide their account value by $1,000 and then multiply the result by the number corresponding to the Fund and share class under the heading entitled “Expenses Paid During the Period.”

The expense example also provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses. In order to assist shareholders in comparing the ongoing expenses of investing in the Fund and other funds, compare the 5% hypothetical examples with the 5% hypothetical examples that appear in shareholder reports of other funds.

The expenses shown in the expense example are intended to highlight shareholders’ ongoing costs only and do not reflect transactional expenses, such as sales charges, if any. Therefore, the hypothetical examples are useful in comparing ongoing expenses only, and will not help shareholders determine the relative total expenses of owning different funds. If these transactional expenses were included, shareholder expenses would have been higher.

Derivative Financial Instruments

The Fund may invest in various derivative financial instruments. These instruments are used to obtain exposure to a security, commodity, index, market, and/or other assets without owning or taking physical custody of securities, commodities and/or other referenced assets or to manage market, equity, credit, interest rate, foreign currency exchange rate, commodity and/or other risks. Derivative financial instruments may give rise to a form of economic leverage and involve risks, including the imperfect correlation between the value of a derivative financial instrument and the underlying asset, possible default of the counterparty to the transaction or illiquidity of the instrument. The Fund’s successful use of a derivative financial instrument depends on the investment adviser’s ability to predict pertinent market movements accurately, which cannot be assured. The use of these instruments may result in losses greater than if they had not been used, may limit the amount of appreciation the Fund can realize on an investment and/or may result in lower distributions paid to shareholders. The Fund’s investments in these instruments, if any, are discussed in detail in the Notes to Financial Statements.

 

 

6    2019 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Schedule of Investments

December 31, 2019

  

BlackRock Emerging Markets Bond Fund

(Percentages shown are based on Net Assets)

 

Security          Par
(000)
    Value  

Corporate Bonds — 16.2%

     
Azerbaijan — 1.1%  

Southern Gas Corridor CJSC, 6.88%, 03/24/26

    USD       224     $ 266,462  
   

 

 

 
Chile — 1.7%  

Corp. Nacional del Cobre de Chile:

     

4.50%, 09/16/25

      200       216,750  

3.00%, 09/30/29

      200       197,353  
   

 

 

 
        414,103  
China — 3.9%  

CNAC HK Finbridge Co. Ltd., 4.63%, 03/14/23

      200       210,125  

Export-Import Bank of China, 2.63%, 03/14/22

      200       201,572  

Sinopec Group Overseas Development 2015 Ltd., 3.25%, 04/28/25

      249       256,937  

Sinopec Group Overseas Development 2016 Ltd., 2.75%, 09/29/26

      263       262,178  
   

 

 

 
        930,812  
Indonesia — 1.9%  

Pertamina Persero PT, 5.63%, 05/20/43

      200       233,688  

Perusahaan Listrik Negara PT, 4.13%, 05/15/27

      200       210,500  
   

 

 

 
        444,188  
Kazakhstan — 1.1%  

KazMunayGas National Co. JSC, 6.38%, 10/24/48

      200       258,761  
   

 

 

 
Mexico — 3.9%  

Petroleos Mexicanos:

     

3.50%, 01/30/23

      153       154,148  

4.50%, 01/23/26

      68       67,585  

6.84%, 01/23/30

      487       521,041  

5.63%, 01/23/46

      50       44,953  

6.35%, 02/12/48

      64       61,967  

7.69%, 01/23/50

      80       87,657  
   

 

 

 
        937,351  
Oman — 0.8%                  

Oman Sovereign Sukuk SAOC, 4.40%, 06/01/24

      200       202,250  
   

 

 

 
Peru — 0.9%                  

Petroleos del Peru SA, 4.75%, 06/19/32

      200       219,000  
   

 

 

 
Venezuela — 0.9%                  

Petroleos de Venezuela SA(a)(b):

     

9.00%, 11/17/21

      435       33,739  

12.75%, 02/17/22

      442       34,216  

6.00%, 05/16/24

      945       73,233  

6.00%, 11/15/26

      213       16,495  

9.75%, 05/17/35

      746       57,804  
   

 

 

 
        215,487  
   

 

 

 

Total Corporate Bonds — 16.2%
(Cost — $4,435,570)

 

    3,888,414  
   

 

 

 

Foreign Agency Obligations — 76.1%

 

Argentina — 3.3%

     

Argentine Republic Government International Bond:

     

6.88%, 04/22/21

      150       80,391  

4.63%, 01/11/23

      30       14,962  

7.50%, 04/22/26

      171       88,546  

6.88%, 01/26/27

      404       201,369  

5.88%, 01/11/28

      121       56,832  

6.63%, 07/06/28

      150       70,875  

8.28%, 12/31/33

      248       150,628  

3.75%, 12/31/38(c)

      80       39,200  

6.88%, 01/11/48

      193       92,399  
   

 

 

 
        795,202  
Security          Par
(000)
    Value  
Bahrain — 0.9%  

Bahrain Government International Bond, 5.63%, 09/30/31

    USD       200     $ 214,000  
   

 

 

 
Brazil — 2.6%  

Brazilian Government International Bond:

     

2.63%, 01/05/23

      200       200,250  

4.25%, 01/07/25

      200       213,312  

5.00%, 01/27/45

      200       208,313  
   

 

 

 
        621,875  
Colombia — 2.8%  

Colombia Government International Bond:

     

2.63%, 03/15/23

      200       200,875  

4.50%, 01/28/26

      200       218,000  

5.63%, 02/26/44

      200       249,187  
   

 

 

 
        668,062  
Costa Rica — 2.1%  

Costa Rica Government International Bond:

     

6.13%, 02/19/31

      270       286,791  

7.16%, 03/12/45

      200       212,937  
   

 

 

 
        499,728  
Dominican Republic — 2.5%  

Dominican Republic International Bond:

     

5.50%, 01/27/25

      232       250,125  

6.85%, 01/27/45

      150       171,563  

6.50%, 02/15/48

      150       165,703  
   

 

 

 
        587,391  
Ecuador — 4.5%  

Ecuador Government International Bond:

     

10.75%, 03/28/22

      200       203,625  

8.75%, 06/02/23

      250       246,406  

7.88%, 01/23/28

      280       248,150  

10.75%, 01/31/29

      200       195,187  

9.50%, 03/27/30

      200       185,813  
   

 

 

 
        1,079,181  
Egypt — 4.0%  

Egypt Government International Bond:

     

6.13%, 01/31/22

      200       207,750  

6.59%, 02/21/28

      400       417,375  

16.10%, 05/07/29

    EGP       1,933       135,084  

7.90%, 02/21/48

    USD       200       209,500  
   

 

 

 
        969,709  
El Salvador — 1.2%  

El Salvador Government International Bond:

     

5.88%, 01/30/25

      78       82,412  

6.38%, 01/18/27

      113       120,451  

7.65%, 06/15/35

      80       91,075  
   

 

 

 
        293,938  
Ghana — 2.7%                  

Ghana Government International Bond, 7.63%, 05/16/29

      635       646,112  
   

 

 

 
Guatemala — 0.9%                  

Guatemala Government Bond, 4.50%, 05/03/26

      200       210,938  
   

 

 

 
Hungary — 1.3%  

Hungary Government International Bond:

     

5.38%, 02/21/23

      232       254,910  

7.63%, 03/29/41

      40       65,800  
   

 

 

 
        320,710  
 

 

 

SCHEDULE OF INVESTMENTS      7  


Schedule of Investments  (continued)

December 31, 2019

  

BlackRock Emerging Markets Bond Fund

(Percentages shown are based on Net Assets)

 

Security          Par
(000)
    Value  
Indonesia — 1.9%  

Indonesia Government International Bond:

     

4.35%, 01/08/27

    USD       200     $ 218,500  

4.75%, 07/18/47

      200       231,250  
   

 

 

 
        449,750  
Iraq — 0.9%  

Iraq International Bond, 6.75%, 03/09/23

      200       204,875  
   

 

 

 
Jamaica — 1.0%  

Jamaica Government International Bond, 6.75%, 04/28/28

      200       237,625  
   

 

 

 
Jordan — 0.9%  

Jordan Government International Bond, 5.75%, 01/31/27

      200       210,938  
   

 

 

 
Kazakhstan — 0.9%  

Kazakhstan Government International Bond, 3.88%, 10/14/24

      200       213,800  
   

 

 

 
Kenya — 0.9%  

Kenya Government International Bond, 7.25%, 02/28/28

      200       216,250  
   

 

 

 
Lebanon — 1.0%  

Lebanon Government International Bond:

     

6.65%, 04/22/24

      150       67,266  

6.20%, 02/26/25

      140       62,256  

6.60%, 11/27/26

      130       57,931  

6.65%, 11/03/28

      60       26,813  

6.65%, 02/26/30

      80       35,525  
   

 

 

 
        249,791  
Mexico — 2.0%  

Mexico Government International Bond:

     

4.13%, 01/21/26

      200       213,562  

4.75%, 03/08/44

      170       187,797  

5.75%, 10/12/10

      76       89,870  
   

 

 

 
        491,229  
Nigeria — 2.6%  

Nigeria Government International Bond:

     

7.14%, 02/23/30

      200       203,812  

7.88%, 02/16/32

      400       414,625  
   

 

 

 
        618,437  
Oman — 2.9%  

Oman Government International Bond:

     

5.38%, 03/08/27

      240       247,725  

5.63%, 01/17/28

      200       207,000  

6.00%, 08/01/29

      235       245,428  
   

 

 

 
        700,153  
Pakistan — 0.9%  

Pakistan Government International Bond, 8.25%, 04/15/24

      200       222,500  
   

 

 

 
Panama — 2.1%  

Panama Government International Bond:

     

4.00%, 09/22/24

      280       299,775  

3.16%, 01/23/30

      200       206,000  
   

 

 

 
        505,775  
Peru — 0.9%  

Peruvian Government International Bond, 5.63%, 11/18/50

      152       221,872  
   

 

 

 
Philippines — 1.6%  

Philippine Government International Bond, 3.00%, 02/01/28

      363       377,055  
   

 

 

 
Security          Par
(000)
    Value  
Poland — 1.4%  

Poland Government International Bond:

     

3.00%, 03/17/23

    USD       160     $ 164,900  

3.25%, 04/06/26

      150       159,000  
   

 

 

 
        323,900  
Qatar — 2.9%  

Qatar Government International Bond:

     

4.00%, 03/14/29

      400       447,125  

4.82%, 03/14/49

      200       247,375  
   

 

 

 
        694,500  
Russia — 2.9%  

Russian Foreign Bond — Eurobond:

     

4.25%, 06/23/27

      400       436,800  

5.25%, 06/23/47

      200       250,000  
   

 

 

 
        686,800  
Saudi Arabia — 1.9%  

Saudi Government International Bond:

     

4.38%, 04/16/29

      200       223,500  

4.63%, 10/04/47

      200       225,100  
   

 

 

 
        448,600  
Senegal — 1.3%  

Senegal Government International Bond, 6.25%, 05/23/33

      300       315,562  
   

 

 

 
South Africa — 2.6%  

Republic of South Africa Government International Bond:

     

4.30%, 10/12/28

      200       195,730  

5.88%, 06/22/30

      400       431,940  
   

 

 

 
        627,670  
Sri Lanka — 2.0%  

Sri Lanka Government International Bond:

     

6.25%, 10/04/20

      100       101,281  

6.20%, 05/11/27

      400       373,627  
   

 

 

 
        474,908  
Supranational — 0.8%  

European Bank for Reconstruction & Development, 16.95%, 04/03/20

    UAH       3,200       134,335  

International Finance Corp., 15.75%, 05/13/20(d)

      1,500       62,998  
   

 

 

 
        197,333  
Turkey — 1.8%  

Turkey Government International Bond:

     

5.13%, 02/17/28

    USD       200       191,500  

6.00%, 01/14/41

      270       251,522  
   

 

 

 
        443,022  
Ukraine — 5.5%  

Ukraine Government International Bond:

     

7.75%, 09/01/21

      235       248,513  

7.75%, 09/01/22

      172       184,900  

7.75%, 09/01/25

      400       435,800  

0.00%, 05/31/40(e)

      472       448,842  
   

 

 

 
        1,318,055  
United Arab Emirates — 1.2%  

Abu Dhabi Government International Bond, 2.50%, 09/30/29

      300       297,750  
   

 

 

 
Uruguay — 1.9%  

Uruguay Government International Bond:

     

4.38%, 10/27/27

      120       132,525  

5.10%, 06/18/50

      160       192,200  

4.98%, 04/20/55

      107       126,160  
   

 

 

 
        450,885  
 

 

 

8    2019 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Schedule of Investments  (continued)

December 31, 2019

  

BlackRock Emerging Markets Bond Fund

(Percentages shown are based on Net Assets)

 

Security          Par
(000)
    Value  
Zambia — 0.6%  

Zambia Government International Bond, 8.50%, 04/14/24

    USD       200     $ 137,688  
   

 

 

 

Total Foreign Agency Obligations — 76.1%
(Cost — $17,975,852)

 

    18,243,569  
   

 

 

 
U.S. Treasury Obligations — 1.0%  

U.S. Treasury Notes, 2.50%, 01/31/21

      240       242,203  
   

 

 

 

Total U.S. Treasury Obligations — 1.0%
(Cost — $241,855)

 

    242,203  
   

 

 

 

Total Long-Term Investments — 93.3%
(Cost — $22,653,277)

 

    22,374,186  
   

 

 

 
            Shares         
Short-Term Securities — 5.2%  

BlackRock Liquidity Funds, T-Fund, Institutional Class, 1.51%(f)(g)

      1,259,331       1,259,331  
   

 

 

 

Total Short-Term Securities — 5.2%
(Cost — $1,259,331)

 

    1,259,331  
   

 

 

 

Total Investments — 98.5%
(Cost — $23,912,608)

 

    23,633,517  

Other Assets Less Liabilities — 1.5%

 

    352,751  
   

 

 

 

Net Assets — 100.0%

 

  $ 23,986,268  
   

 

 

 

 

(a) 

Non-income producing security.

(b) 

Issuer filed for bankruptcy and/or is in default.

(c) 

Step-up bond that pays an initial coupon rate for the first period and then a higher coupon rate for the following periods. Rate as of period end.

(d) 

Security is valued using significant unobservable inputs and is classified as Level 3 in the fair value hierarchy.

(e) 

Variable or floating rate security, which interest rate adjusts periodically based on changes in current interest rates and prepayments on the underlying pool of assets. Rate shown is the rate in effect as of period end.

(f) 

Annualized 7-day yield as of period end.

 

 

(g) 

During the year ended December 31, 2019, investments in issuers considered to be an affiliate/affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:

 

Affiliate    Shares
Held at
12/31/18
     Net
Activity
     Shares
Held at
12/31/19
     Value at
12/31/19
     Income      Net
Realized
Gain (Loss)
 (a)
     Change in
Unrealized
Appreciation
(Depreciation)
 

BlackRock Liquidity Funds, T-Fund, Institutional Class

     78,056        1,181,275        1,259,331      $ 1,259,331      $ 19,079      $ 2      $  
           

 

 

    

 

 

    

 

 

    

 

 

 

 

  (a) 

Includes net capital gain distributions, if applicable.

 

Derivative Financial Instruments Outstanding as of Period End

Futures Contracts

 

Description    Number of
Contracts
       Expiration
Date
       Notional
Amount (000)
       Value/
Unrealized
Appreciation
(Depreciation)
 

Short Contracts

                 

Euro Bund Futures

     2          03/06/20        $ 382        $ 5,136  

Euro Buxl Futures

     2          03/06/20          445          10,004  

U.S. Treasury Ultra Bond

     3          03/20/20          545          18,576  
                 

 

 

 
                  $ 33,716  
                 

 

 

 

Forward Foreign Currency Exchange Contracts

 

Currency
Purchased
       Currency
Sold
       Counterparty      Settlement Date        Unrealized
Appreciation
(Depreciation)
 
AUD     350,000        USD     239,981        Bank of America N.A.        01/16/20        $ 5,714  
AUD     350,000        USD     242,111        Natwest Markets PLC        01/16/20          3,584  
BRL     980,000        USD     240,314        Barclays Bank PLC        01/16/20          3,196  
EUR     10,000        USD     11,209        Bank of America N.A.        01/16/20          17  
EUR     10,000        USD     11,061        Morgan Stanley & Co. International PLC        01/16/20          165  

 

 

SCHEDULE OF INVESTMENTS      9  


Schedule of Investments  (continued)

December 31, 2019

  

BlackRock Emerging Markets Bond Fund

 

Forward Foreign Currency Exchange Contracts (continued)

 

Currency
Purchased
       Currency
Sold
       Counterparty      Settlement Date        Unrealized
Appreciation
(Depreciation)
 
EUR     10,000        USD     11,151        Morgan Stanley & Co. International PLC        01/16/20        $ 75  
EUR     10,000        USD     11,078        Natwest Markets PLC        01/16/20          149  
EUR     10,000        USD     11,113        Natwest Markets PLC        01/16/20          114  
MXN     1,686,769        USD     87,149        Bank of America N.A.        01/16/20          1,898  
MXN     2,290,000        USD     120,736        Barclays Bank PLC        01/16/20          156  
MXN     663,501        USD     33,859        Morgan Stanley & Co. International PLC        01/16/20          1,168  
MXN     563,231        USD     29,096        Natwest Markets PLC        01/16/20          638  
MXN     4,550,000        USD     235,477        Natwest Markets PLC        01/16/20          4,723  
MXN     1,646,499        USD     84,029        UBS AG        01/16/20          2,891  
RUB     20,957,671        USD     326,027        Barclays Bank PLC        01/16/20          11,355  
RUB     2,852,000        USD     44,534        Deutsche Bank AG        01/16/20          1,378  
RUB     3,162,559        USD     49,144        Goldman Sachs International        01/16/20          1,767  
RUB     3,680,000        USD     57,459        Goldman Sachs International        01/16/20          1,783  
RUB     3,587,357        USD     57,600        Morgan Stanley & Co. International PLC        01/16/20          150  
USD     26,221        TRY     154,900        Natwest Markets PLC        01/16/20          277  
USD     47,717        TRY     280,000        Natwest Markets PLC        01/16/20          820  
USD     58,639        TRY     341,100        UBS AG        01/16/20          1,508  
ZAR     1,291,238        USD     87,900        Bank of America N.A.        01/16/20          4,136  
ZAR     398,762        USD     27,147        Barclays Bank PLC        01/16/20          1,275  
ZAR     3,490,000        USD     234,937        Deutsche Bank AG        01/16/20          13,820  
ZAR     3,490,000        USD     236,371        Deutsche Bank AG        01/16/20          12,387  
ZAR     1,680,000        USD     117,876        UBS AG        01/16/20          1,870  
                       

 

 

 
                          77,014  
                       

 

 

 
EUR     10,000        USD     11,234        Morgan Stanley & Co. International PLC        01/16/20          (8
JPY     50,740,000        USD     469,401        UBS AG        01/16/20          (2,175
TRY     496,000        USD     83,089        Bank of America N.A.        01/16/20          (15
TRY     280,000        USD     47,943        Natwest Markets PLC        01/16/20          (1,047
USD     122,972        AUD     180,000        Bank of America N.A.        01/16/20          (3,385
USD     115,633        AUD     170,000        Natwest Markets PLC        01/16/20          (3,704
USD     11,043        EUR     10,000        BNP Paribas S.A.        01/16/20          (183
USD     11,192        EUR     10,000        Morgan Stanley & Co. International PLC        01/16/20          (34
USD     463,997        JPY     50,740,000        Bank of America N.A.        01/16/20          (3,229
USD     116,422        MXN     2,270,000        Bank of America N.A.        01/16/20          (3,414
USD     116,226        MXN     2,280,000        Goldman Sachs International        01/16/20          (4,138
USD     108,512        RUB     7,040,000        Bank of America N.A.        01/16/20          (4,820
USD     75,248        RUB     4,850,000        Goldman Sachs International        01/16/20          (2,828

USD

    60,105        TRY     359,019        Goldman Sachs International        01/16/20          (26

USD

    116,605        ZAR     1,740,000        Barclays Bank PLC        01/16/20          (7,417
USD     118,033        ZAR     1,760,000        Natwest Markets PLC        01/16/20          (7,414
                       

 

 

 
                          (43,837
                       

 

 

 
    Net Unrealized Appreciation        $ 33,177  
                       

 

 

 

Centrally Cleared Credit Default Swaps — Buy Protection

 

Reference Obligation/Index   Financing
Rate Paid
by the Fund
    Payment
Frequency
    Termination
Date
   Notional
Amount (000)
    Value     Upfront
Premium
Paid
(Received)
    Unrealized
Appreciation
(Depreciation)
 

Markit CDX North America High Yield Index, Series 33, Version 1

    5.00     Quarterly     12/20/24      USD       410     $ (40,269   $ (23,781   $ (16,488
            

 

 

   

 

 

   

 

 

 

 

 

10    2019 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Schedule of Investments  (continued)

December 31, 2019

  

BlackRock Emerging Markets Bond Fund

 

OTC Credit Default Swaps — Buy Protection

 

Reference Obligation/Index    Financing
Rate Paid
by the Fund
    Payment
Frequency
    Counterparty   Termination
Date
    Notional
Amount
(000)
    Value     Upfront
Premium
Paid
(Received)
    Unrealized
Appreciation
(Depreciation)
 

Federal Republic of Brazil

     1.00       Quarterly     Goldman Sachs International     12/20/24     USD     267     $ (208   $ 4,826     $ (5,034

Republic of Colombia

     1.00       Quarterly     Morgan Stanley & Co. International PLC     12/20/24     USD     223       (2,975     (855     (2,120

Republic of Turkey

     1.00       Quarterly     Morgan Stanley & Co. International PLC     12/20/24     USD     138       11,031       17,210       (6,179
            

 

 

   

 

 

   

 

 

 
               $ 7,848     $ 21,181     $ (13,333
              

 

 

   

 

 

   

 

 

 

Balances Reported in the Statement of Assets and Liabilities for Centrally Cleared Swaps and OTC Swaps

 

      Swap
Premiums
Paid
     Swap
Premiums
Received
     Unrealized
Appreciation
     Unrealized
Depreciation
 

Centrally Cleared Swaps(a)

   $      $ (23,781    $      $ (16,488

OTC Swaps

     22,036        (855             (13,333

 

  (a) 

Includes cumulative appreciation (depreciation) on centrally cleared swaps, as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities and is net of any previously paid (received) swap premium amounts.

 

Derivative Financial Instruments Categorized by Risk Exposure

As of period end, the fair values of derivative financial instruments located in the Statement of Assets and Liabilities were as follows:

 

      Commodity
Contracts
     Credit
Contracts
     Equity
Contracts
     Foreign
Currency
Exchange
Contracts
     Interest
Rate
Contracts
     Other
Contracts
     Total  

Assets — Derivative Financial Instruments

                    

Futures contracts

                    

Unrealized appreciation on future contracts(a)

   $      $      $      $      $ 33,716      $      $ 33,716  

Forward foreign currency exchange contracts

                    

Unrealized appreciation on forward foreign currency exchange contracts

                          77,014                      77,014  

Swaps — OTC

                    

Unrealized appreciation on OTC swaps; Swap premiums paid

            22,036                                    22,036  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 
   $      $ 22,036      $      $ 77,014      $ 33,716      $      $ 132,766  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Liabilities — Derivative Financial Instruments

                    

Forward foreign currency exchange contracts

                    

Unrealized depreciation on forward foreign currency exchange contracts

   $      $      $      $ 43,837      $      $      $ 43,837  

Swaps — centrally cleared

                    

Unrealized depreciation on centrally cleared swaps(a)

            16,488                                    16,488  

Swaps — OTC

                    

Unrealized depreciation on OTC swaps; Swap premiums received

            14,188                                    14,188  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 
   $      $ 30,676      $      $ 43,837      $      $      $ 74,513  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

  (a) 

Net cumulative unrealized appreciation (depreciation) on futures contracts and centrally cleared swaps, if any, are reported in the Schedule of Investments. In the Statement of Assets and Liabilities, only current day’s variation margin is reported in receivables or payables and the net cumulative unrealized appreciation (depreciation) is included in net accumulated earnings (loss).

 

 

 

SCHEDULE OF INVESTMENTS      11  


Schedule of Investments  (continued)

December 31, 2019

  

BlackRock Emerging Markets Bond Fund

 

For the year ended December 31, 2019, the effect of derivative financial instruments in the Statement of Operations was as follows:

 

      Commodity
Contracts
     Credit
Contracts
     Equity
Contracts
     Foreign
Currency
Exchange
Contracts
     Interest
Rate
Contracts
     Other
Contracts
     Total  

Net Realized Gain (Loss) from:

                    

Future Contracts

   $      $      $      $      $ 34,025      $      $ 34,025  

Forward foreign currency exchange contracts

                          32,112                      32,112  

Swaps

            (99,139                                  (99,139
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 
   $      $ (99,139    $      $ 32,112      $ 34,025      $      $ (33,002
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 
Net Change in Unrealized Appreciation (Depreciation) on:                                                 

Future Contracts

   $      $      $      $      $ 7,965      $      $ 7,965  

Forward foreign currency exchange contracts

                          36,483              36,483  

Swaps

            (37,459                                  (37,459
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 
   $      $ (37,459    $      $ 36,483      $ 7,965      $      $ 6,989  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Average Quarterly Balances of Outstanding Derivative Financial Instruments

 

Futures contracts:

        

Average notional value of contracts — long

   $ (a)  

Average notional value of contracts — short

   $ 1,608,743  

Forward foreign currency exchange contracts:

  

Average amounts purchased — in USD

   $ 1,199,158  

Average amounts sold — in USD

   $ 1,892,038  

Credit Default Swaps:

  

Average notional value — buy protection

   $ 1,567,080  

Average notional value — sell protection

   $ 22,500  

 

  (a)

Derivative not held at any quarter-end. The risk exposure table serves as an indicator of activity during the period.

 

For more information about the Fund’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.

Derivative Financial Instruments — Offsetting as of Period End

The Fund’s derivative assets and liabilities (by type) were as follows:.

 

      Assets        Liabilities  

Derivative Financial Instruments:

       

Futures contracts

   $ 3,469        $  

Forward foreign currency exchange contracts

     77,014          43,837  

Swaps — Centrally cleared

     88           

Swaps — OTC(a)

     22,036          14,188  
  

 

 

      

 

 

 

Total derivative assets and liabilities in the Statement of Assets and Liabilities

   $ 102,607        $ 58,025  

Derivatives not subject to a Master Netting Agreement or similar agreement (“MNA”)

     (3,557         
  

 

 

      

 

 

 

Total derivative assets and liabilities subject to an MNA

   $ 99,050        $ 58,025  
  

 

 

      

 

 

 

 

  (a)

Includes unrealized appreciation (depreciation) on OTC swaps and swap premiums (paid/received) in the Statement of Assets and Liabilities.

 

 

 

12    2019 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Schedule of Investments  (continued)

December 31, 2019

  

BlackRock Emerging Markets Bond Fund

 

The following table presents the Fund’s derivative assets (and liabilities) by counterparty net of amounts available for offset under a MNA and net of the related collateral received by the Fund:

 

Counterparty    Derivative
Assets
Subject to
an MNA by
Counterparty
       Derivatives
Available
for Offset
 (a)
       Non-cash
Collateral
Received
       Cash
Collateral
Received
       Net Amount
of Derivative
Assets
 (b)
 

Bank of America N.A.

     11,765          (11,765                           

Barclays Bank PLC

     15,982          (7,417                          8,565  

Deutsche Bank AG

     27,585                                     27,585  

Goldman Sachs International

     8,376          (8,376                           

Morgan Stanley & Co. International PLC

     18,768          (9,196                          9,572  

Natwest Markets PLC

     10,305          (10,305                           

UBS AG

     6,269          (2,175                          4,094  
  

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
   $ 99,050        $ (49,234      $        $        $ 49,816  
  

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

 

Counterparty   

Derivative
Liabilities
Subject to

an MNA by
Counterparty

       Derivatives
Available
for Offset
 (a)
       Non-cash
Collateral
Pledged
       Cash
Collateral
Pledged
       Net Amount
of Derivative
Liabilities
  (c)
 

Bank of America N.A.

   $ 14,863        $ (11,765      $        $        $ 3,098  

Barclays Bank PLC

     7,417          (7,417                           

BNP Paribas S.A.

     183                                     183  

Goldman Sachs International

     12,026          (8,376                          3,650  

Morgan Stanley & Co. International PLC

     9,196          (9,196                           

Natwest Markets PLC

     12,165          (10,305                          1,860  

UBS AG

     2,175          (2,175                           
  

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
   $ 58,025        $ (49,234      $        $        $ 8,791  
  

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

 

  (a)

The amount of derivatives available for offset is limited to the amount of derivative asset and/or liabilities that are subject to an MNA.

 
  (b)

Net amount represents the net amount receivable from the counterparty in the event of default.

 
  (c)

Net amount represents the net amount payable due to counterparty in the event of default.

 

Fair Value Hierarchy as of Period End

Various inputs are used in determining the fair value of investments and derivative financial instruments. For information about the Fund’s policy regarding valuation of investments and derivative financial instruments, refer to the Notes to Financial Statements.

The following tables summarize the Fund’s investments and derivative financial instruments categorized in the disclosure hierarchy:

 

      Level 1        Level 2        Level 3        Total  

Assets:

                 

Investments:

                 

Long-Term Investments:(a)

                 

Corporate Bonds

   $        $ 3,888,414        $        $ 3,888,414  

Foreign Agency Obligations

              18,180,571          62,998          18,243,569  

U.S. Treasury Obligations

              242,203                   242,203  

Short-Term Securities:

                 

Money Market Funds

     1,259,331                            1,259,331  
  

 

 

      

 

 

      

 

 

      

 

 

 
   $ 1,259,331        $ 22,311,188        $ 62,998        $ 23,633,517  
  

 

 

      

 

 

      

 

 

      

 

 

 

Derivative Financial Instruments(b)

                 

Assets:

                 

Forward foreign currency contracts

   $        $ 77,014        $        $ 77,014  

Interest rate contracts

     33,716                            33,716  

Liabilities:

                 

Credit contracts

              (29,821                 (29,821

Forward foreign currency contracts

              (43,837                 (43,837
  

 

 

      

 

 

      

 

 

      

 

 

 
   $ 33,716        $ 3,356        $        $ 37,072  
  

 

 

      

 

 

      

 

 

      

 

 

 

 

  (a) 

See above Schedule of Investments for values in each country.

 
  (b) 

Derivative financial instruments are swaps, futures contracts, forward foreign currency exchange contracts. Swaps, futures contracts and forward foreign currency exchange contracts are valued at the unrealized appreciation (depreciation) on the instrument.

 

See notes to financial statements.

 

 

SCHEDULE OF INVESTMENTS      13  


Statement of Assets and Liabilities

December 31, 2019

 

     BlackRock
Emerging Markets
Bond Fund
 

ASSETS

 

Investments at value — unaffiliated(a)

  $ 22,374,186  

Investments at value — affiliated(b)

    1,259,331  

Cash

    52  

Cash pledged:

 

Futures contracts

    34,000  

Centrally cleared swaps

    14,000  

Foreign currency at value(c)

    1,997  

Receivables:

 

Dividends — affiliated

    1,792  

Interest — unaffiliated

    385,565  

From the Manager

    32,935  

Variation margin on futures contracts

    3,469  

Variation margin on centrally cleared swaps

    88  

Swap premiums paid

    22,036  

Unrealized appreciation on forward foreign currency exchange contracts

    77,014  

Prepaid expenses

    24,330  
 

 

 

 

Total assets

    24,230,795  
 

 

 

 

LIABILITIES

 

Payables:

 

Investments purchased

    21,666  

Income dividend distributions

    96,372  

Trustees’ and Officer’s fees

    34  

Other accrued expenses

    68,430  

Swap premiums received

    855  

Unrealized depreciation on:

 

Forward foreign currency exchange contracts

    43,837  

OTC swaps

    13,333  
 

 

 

 

Total liabilities

    244,527  
 

 

 

 

NET ASSETS

  $ 23,986,268  
 

 

 

 

NET ASSETS CONSIST OF

 

Paid-in capital

  $ 24,947,016  

Accumulated loss

    (960,748
 

 

 

 

NET ASSETS

  $ 23,986,268  
 

 

 

 
Institutional      

Net assets

  $ 47,973  
 

 

 

 

Shares outstanding(d)

    5,000  
 

 

 

 

Net asset value

  $ 9.59  
 

 

 

 
Class K      

Net assets

  $ 23,938,295  
 

 

 

 

Shares outstanding(d)

    2,495,000  
 

 

 

 

Net asset value

  $ 9.59  
 

 

 

 

(a) Investments at cost — unaffiliated

  $ 22,653,277  

(b) Investments at cost — affiliated

  $ 1,259,331  

(c) Foreign currency at cost

  $ 2,030  

(d) Unlimited number of shares authorized, $0.001 par value.

 

See notes to financial statements.

 

 

14    2019 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Statement of Operations

Year Ended December 31, 2019

 

     BlackRock
Emerging Markets
Bond Fund
 

INVESTMENT INCOME

 

Dividends — affiliated

  $ 19,079  

Interest — unaffiliated

    1,281,690  

Foreign taxes withheld

    (4,391
 

 

 

 

Total investment income

    1,296,378  
 

 

 

 

EXPENSES

 

Investment advisory

    129,817  

Professional

    102,556  

Registration

    44,187  

Printing

    16,444  

Accounting services

    10,560  

Custodian

    10,277  

Administration

    10,031  

Administration — class specific

    4,722  

Trustees and Officer

    1,821  

Transfer agent — class specific

    153  

Miscellaneous

    12,166  
 

 

 

 

Total expenses

    342,734  

Less:

 

Administration fees waived

    (9,355

Administration fees waived — class specific

    (4,717

Fees waived and/or reimbursed by the Manager

    (189,188

Transfer agent fees waived and/or reimbursed — class specific

    (115
 

 

 

 

Total expenses after fees waived and/or reimbursed

    139,359  
 

 

 

 

Net investment income

    1,157,019  
 

 

 

 

REALIZED AND UNREALIZED GAIN (LOSS)

 

Net realized gain (loss) from:

 

Capital gain distributions from investment companies — affiliated

    2  

Futures contracts

    34,025  

Forward foreign currency exchange contracts

    32,112  

Foreign currency transactions

    941  

Investments — unaffiliated

    305,594  

Swaps

    (99,139
 

 

 

 
    273,535  
 

 

 

 

Net change in unrealized appreciation (depreciation) on:

 

Futures contracts

    7,965  

Forward foreign currency exchange contracts

    36,483  

Foreign currency translations

    961  

Investments — unaffiliated

    1,647,838  

Swaps

    (37,459
 

 

 

 
    1,655,788  
 

 

 

 

Net realized and unrealized gain

    1,929,323  
 

 

 

 

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS

  $ 3,086,342  
 

 

 

 

See notes to financial statements.

 

 

FINANCIAL STATEMENTS      15  


Statements of Changes in Net Assets

 

    BlackRock Emerging Markets Bond Fund  
    Year Ended December 31,  
     2019        2018  

INCREASE (DECREASE) IN NET ASSETS

      

OPERATIONS

      

Net investment income

  $ 1,157,019        $ 946,123  

Net realized gain (loss)

    273,535          (405,596

Net change in unrealized appreciation (depreciation)

    1,655,788          (1,956,838
 

 

 

      

 

 

 

Net increase (decrease) in net assets resulting from operations

    3,086,342          (1,416,311
 

 

 

      

 

 

 

DISTRIBUTIONS TO SHAREHOLDERS(a)

 

Institutional

    (2,330        (2,599

Class K

    (1,183,568        (1,314,751
 

 

 

      

 

 

 

Decrease in net assets resulting from distributions to shareholders

    (1,185,898        (1,317,350
 

 

 

      

 

 

 

CAPITAL SHARE TRANSACTIONS

 

Net increase in net assets derived from capital share transactions

             14  
 

 

 

      

 

 

 

NET ASSETS

 

Total increase (decrease) in net assets

    1,900,444          (2,733,647

Beginning of year

    22,085,824          24,819,471  
 

 

 

      

 

 

 

End of year

  $ 23,986,268        $ 22,085,824  
 

 

 

      

 

 

 

 

(a) 

Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

See notes to financial statements.

 

 

16    2019 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Financial Highlights

(For a share outstanding throughout each period)

 

     BlackRock Emerging Markets Bond Fund  
     Institutional  
     Year Ended December 31,     

Period from

07/27/17 (a)

 
      2019      2018      to 12/31/17  

Net asset value, beginning of period

   $ 8.83      $ 9.93      $ 10.00  
  

 

 

    

 

 

    

 

 

 

Net investment income(b)

     0.46        0.37        0.21  

Net realized and unrealized gain (loss)

     0.77        (0.95      (0.06
  

 

 

    

 

 

    

 

 

 

Net increase (decrease) from investment operations

     1.23        (0.58      0.15  
  

 

 

    

 

 

    

 

 

 

Distributions from net investment income(c)

     (0.47      (0.52      (0.22
  

 

 

    

 

 

    

 

 

 

Net asset value, end of period

   $ 9.59      $ 8.83      $ 9.93  
  

 

 

    

 

 

    

 

 

 

Total Return(d)

        

Based on net asset value

     14.07      (5.95 )%       1.53 %(e) 
  

 

 

    

 

 

    

 

 

 

Ratios to Average Net Assets(f)

        

Total expenses

     1.58      1.86      1.35 %(g)(h) 
  

 

 

    

 

 

    

 

 

 

Total expenses after fees waived and/or reimbursed

     0.68      0.67      0.65 %(g) 
  

 

 

    

 

 

    

 

 

 

Net investment income

     4.81      3.95      4.93 %(g) 
  

 

 

    

 

 

    

 

 

 

Supplemental Data

        

Net assets, end of period (000)

   $ 48      $ 44      $ 50  
  

 

 

    

 

 

    

 

 

 

Portfolio turnover rate

     68      59      23
  

 

 

    

 

 

    

 

 

 

 

(a) 

Commencement of operations.

(b) 

Based on average shares outstanding.

(c) 

Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

(d) 

Where applicable, assumes the reinvestment of distributions.

(e) 

Aggregate total return.

(f) 

Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

 

     Year Ended December 31,     

Period from

07/27/17 (a)

 
     2019      2018      to 12/31/17  

Investments in underlying funds

         0.01      —       0.02
  

 

 

    

 

 

    

 

 

 

 

(g) 

Annualized.

(h) 

Audit, offering and organization costs were not annualized in the calculation of the expense ratios. If these expenses were annualized, the total expenses would have been 2.03%.

See notes to financial statements.

 

 

FINANCIAL HIGHLIGHTS      17  


Financial Highlights  (continued)

(For a share outstanding throughout each period)

 

     BlackRock Emerging Markets Bond Fund (continued)  
     Class K  
     Year Ended December 31,     

Period from

07/27/17 (a)

to 12/31/17

 
     2019      2018  
       

Net asset value, beginning of period

   $ 8.83      $ 9.93      $ 10.00  
  

 

 

    

 

 

    

 

 

 

Net investment income(b)

     0.46        0.38        0.21  

Net realized and unrealized gain (loss)

     0.77        (0.96      (0.06
  

 

 

    

 

 

    

 

 

 

Net increase (decrease) from investment operations

     1.23        (0.58      0.15  
  

 

 

    

 

 

    

 

 

 

Distributions from net investment income(c)

     (0.47      (0.52      (0.22
  

 

 

    

 

 

    

 

 

 

Net asset value, end of period

   $ 9.59      $ 8.83      $ 9.93  
  

 

 

    

 

 

    

 

 

 

Total Return(d)

 

Based on net asset value

     14.17      (5.87 )%       1.55 %(e) 
  

 

 

    

 

 

    

 

 

 

Ratios to Average Net Assets(f)

        

Total expenses

     1.45      1.70      1.31 %(g)(h) 
  

 

 

    

 

 

    

 

 

 

Total expenses after fees waived and/or reimbursed

     0.59      0.59      0.59 %(g) 
  

 

 

    

 

 

    

 

 

 

Net investment income

     4.90      4.03      4.98 %(g) 
  

 

 

    

 

 

    

 

 

 

Supplemental Data

        

Net assets, end of period (000)

   $ 23,938      $ 22,042      $ 24,770  
  

 

 

    

 

 

    

 

 

 

Portfolio turnover rate

     68      59      23
  

 

 

    

 

 

    

 

 

 

 

(a)

Commencement of operations.

(b)

Based on average shares outstanding.

(c)

Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

(d)

Where applicable, assumes the reinvestment of distributions.

(e)

Aggregate total return.

(f)

Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:

 

     Year Ended December 31,     

Period from

07/27/17 (a)

to 12/31/17

 
     2019      2018  

Investments in underlying funds

      0.01      —       0.02
  

 

 

    

 

 

    

 

 

 

 

(g)

Annualized.

(h)

Audit, offering and organization costs were not annualized in the calculation of the expense ratios. If these expenses were annualized, the total expenses would have been 1.98%.

See notes to financial statements.

 

 

18    2019 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Notes to Financial Statements   

 

1.

ORGANIZATION

BlackRock Funds V (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment

company. The Trust is organized as a Massachusetts business trust. BlackRock Emerging Markets Bond Fund (the “Fund”) is a series of the Trust. The Fund is classified as non-diversified.

The Fund offers multiple classes of shares. All classes of shares have identical voting, dividend, liquidation and other rights and are subject to the same terms and

conditions. Institutional and Class K Shares are sold only to certain eligible investors.

 

Share Class   Initial Sales Charge    CDSC    Conversion Privilege

Institutional and Class K Shares

  No    No    None

The Fund, together with certain other registered investment companies advised by BlackRock Advisors, LLC (the “Manager”) or its affiliates, is included in a complex of non-index fixed-income mutual funds and all BlackRock-advised closed-end funds referred to as the BlackRock Fixed-Income Complex.

 

2.

SIGNIFICANT ACCOUNTING POLICIES

The financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which may require management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. Below is a summary of significant accounting policies:

Investment Transactions and Income Recognition: For financial reporting purposes, investment transactions are recorded on the dates the transactions are executed. Realized gains and losses on investment transactions are determined on the identified cost basis. Dividend income is recorded on the ex-dividend date. Interest income, including amortization and accretion of premiums and discounts on debt securities, is recognized on an accrual basis. Income, expenses and realized and unrealized gains and losses are allocated daily to each class based on its relative net assets.

Foreign Currency Translation: The Fund’s books and records are maintained in U.S. dollars. Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates determined as of the close of trading on the New York Stock Exchange (“NYSE”). Purchases and sales of investments are recorded at the rates of exchange prevailing on the respective dates of such transactions. Generally, when the U.S. dollar rises in value against a foreign currency, the investments denominated in that currency will lose value; the opposite effect occurs if the U.S. dollar falls in relative value.

The Fund does not isolate the portion of the results of operations arising as a result of changes in the exchange rates from the changes in the market prices of investments held or sold for financial reporting purposes. Accordingly, the effects of changes in exchange rates on investments are not segregated in the Statement of Operations from the effects of changes in market prices of those investments, but are included as a component of net realized and unrealized gain (loss) from investments. The Fund reports realized currency gains (losses) on foreign currency related transactions as components of net realized gain (loss) for financial reporting purposes, whereas such components are generally treated as ordinary income for U.S. federal income tax purposes.

Segregation and Collateralization: In cases where the Fund enters into certain investments (e.g., futures contracts, forward foreign currency exchange contracts, swaps) that would be treated as “senior securities” for 1940 Act purposes, the Fund may segregate or designate on its books and records cash or liquid assets having a market value at least equal to the amount of its future obligations under such investments. Doing so allows the investment to be excluded from treatment as a “senior security.” Furthermore, if required by an exchange or counterparty agreement, the Fund may be required to deliver/deposit cash and/or securities to/with an exchange, or broker-dealer or custodian as collateral for certain investments or obligations.

Distributions: Distributions from net investment income are declared daily and paid monthly. Distributions of capital gains are recorded on the ex-dividend date and made at least annually. The character and timing of distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.

Deferred Compensation Plan: Under the Deferred Compensation Plan (the “Plan”) approved by the Board of Trustees of the Trust (the “Board”) effective January 1, 2019, the trustees who are not “interested persons” of the Fund, as defined in the 1940 Act (“Independent Trustees”), may defer a portion of their annual complex-wide compensation. Deferred amounts earn an approximate return as though equivalent dollar amounts had been invested in common shares of certain funds in the BlackRock Fixed-Income Complex selected by the Independent Trustees. This has the same economic effect for the Independent Trustees as if the Independent Trustees had invested the deferred amounts directly in certain funds in the BlackRock Fixed-Income Complex.

The Plan is not funded and obligations thereunder represent general unsecured claims against the general assets of the Fund, as applicable. Deferred compensation liabilities are included in the Trustees’ and Officer’s fees payable in the Statement of Assets and Liabilities and will remain as a liability of the Fund until such amounts are distributed in accordance with the Plan.

Indemnifications: In the normal course of business, the Fund enters into contracts that contain a variety of representations that provide general indemnification. The Fund’s maximum exposure under these arrangements is unknown because it involves future potential claims against the Fund, which cannot be predicted with any certainty.

Other: Expenses directly related to the Fund or its classes are charged to the Fund or the applicable class. Other operating expenses shared by several funds, including other funds managed by the Manager, are prorated among those funds on the basis of relative net assets or other appropriate methods. Expenses directly related to the Fund and other shared expenses prorated to the Fund are allocated daily to each class based on its relative net assets or other appropriate methods.

 

 

NOTES TO FINANCIAL STATEMENTS      19  


Notes to Financial Statements  (continued)

 

3.

INVESTMENT VALUATION AND FAIR VALUE MEASUREMENTS

Investment Valuation Policies: The Fund’s investments are valued at fair value (also referred to as “market value” within the financial statements) as of the close of trading on the NYSE (generally 4:00 p.m., Eastern time). U.S. GAAP defines fair value as the price the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. The Fund determines the fair values of its financial instruments using various independent dealers or pricing services under policies approved by the Board. The BlackRock Global Valuation Methodologies Committee (the “Global Valuation Committee”) is the committee formed by management to develop global pricing policies and procedures and to oversee the pricing function for all financial instruments.

Fair Value Inputs and Methodologies: The following methods and inputs are used to establish the fair value of the Fund’s assets and liabilities:

 

   

Fixed-income securities for which market quotations are readily available are generally valued using the last available bid prices or current market quotations provided by independent dealers or third party pricing services. Floating rate loan interests are valued at the mean of the bid prices from one or more independent brokers or dealers as obtained from a third party pricing service. Pricing services generally value fixed-income securities assuming orderly transactions of an institutional round lot size, but a fund may hold or transact in such securities in smaller, odd lot sizes. Odd lots may trade at lower prices than institutional round lots. The pricing services may use matrix pricing or valuation models that utilize certain inputs and assumptions to derive values, including transaction data (e.g., recent representative bids and offers), credit quality information, perceived market movements, news, and other relevant information. Certain fixed-income securities, including asset-backed and mortgage related securities may be valued based on valuation models that consider the estimated cash flows of each tranche of the entity, establish a benchmark yield and develop an estimated tranche specific spread to the benchmark yield based on the unique attributes of the tranche. The amortized cost method of valuation may be used with respect to debt obligations with sixty days or less remaining to maturity unless the Manager determines such method does not represent fair value.

Generally, trading in foreign instruments is substantially completed each day at various times prior to the close of trading on the NYSE. Occasionally, events affecting the values of such instruments may occur between the foreign market close and the close of trading on the NYSE that may not be reflected in the computation of the Fund’s net assets.

 

   

Investments in open-end U.S. mutual funds are valued at net asset value (“NAV”) each business day.

 

   

Futures contracts traded on exchanges are valued at their last sale price.

 

   

Forward foreign currency exchange contracts are valued at the mean between the bid and ask prices and are determined as of the close of trading on the NYSE based on that day’s prevailing forward exchange rate for the underlying currencies. Interpolated values are derived when the settlement date of the contract is an interim date for which quotations are not available.

 

   

Swap agreements are valued utilizing quotes received daily by the Fund’s pricing service or through brokers, which are derived using daily swap curves and models that incorporate a number of market data factors, such as discounted cash flows, trades and values of the underlying reference instruments.

If events (e.g., a company announcement, market volatility or a natural disaster) occur that are expected to materially affect the value of such investments, or in the event that the application of these methods of valuation results in a price for an investment that is deemed not to be representative of the market value of such investment, or if a price is not available, the investment will be valued by the Global Valuation Committee, or its delegate, in accordance with a policy approved by the Board as reflecting fair value (“Fair Valued Investments”). The fair valuation approaches that may be used by the Global Valuation Committee will include market approach, income approach and cost approach. Valuation techniques such as discounted cash flow, use of market comparables and matrix pricing are types of valuation approaches and are typically used in determining fair value. When determining the price for Fair Valued Investments, the Global Valuation Committee, or its delegate, seeks to determine the price that the Fund might reasonably expect to receive or pay from the current sale or purchase of that asset or liability in an arm’s-length transaction. Fair value determinations shall be based upon all available factors that the Global Valuation Committee, or its delegate, deems relevant and consistent with the principles of fair value measurement. The pricing of all Fair Valued Investments is subsequently reported to the Board or a committee thereof on a quarterly basis.

For investments in equity or debt issued by privately held companies or funds (“Private Company” or collectively, the “Private Companies”) and other Fair Valued Investments, the fair valuation approaches that are used by the Global Valuation Committee and third party pricing services utilize one or a combination of, but not limited to, the following inputs.

 

     Standard Inputs Generally Considered By Third Party Pricing Services

Market approach

 

(i)  recent market transactions, including subsequent rounds of financing, in the underlying investment or comparable issuers;

(ii) recapitalizations and other transactions across the capital structure; and

(iii)   market multiples of comparable issuers.

Income approach

 

(i)  future cash flows discounted to present and adjusted as appropriate for liquidity, credit, and/or market risks;

(ii) quoted prices for similar investments or assets in active markets; and

(iii)   other risk factors, such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, recovery rates, liquidation amounts and/or default rates.

Cost approach

 

(i)  audited or unaudited financial statements, investor communications and financial or operational metrics issued by the Private Company;

(ii) changes in the valuation of relevant indices or publicly traded companies comparable to the Private Company;

(iii)   relevant news and other public sources; and

(iv)   known secondary market transactions in the Private Company’s interests and merger or acquisition activity in companies comparable to the Private Company.

 

 

20    2019 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Notes to Financial Statements  (continued)

 

Investments in series of preferred stock issued by Private Companies are typically valued utilizing market approach in determining the enterprise value of the company. Such investments often contain rights and preferences that differ from other series of preferred and common stock of the same issuer. Valuation techniques such as an option pricing model (“OPM”), a probability weighted expected return model (“PWERM”) or a hybrid of those techniques are used in allocating enterprise value of the company, as deemed appropriate under the circumstances. The use of OPM and PWERM techniques involve a determination of the exit scenarios of the investment in order to appropriately allocate the enterprise value of the company among the various parts of its capital structure.

The Private Companies are not subject to the public company disclosure, timing, and reporting standards as other investments held by the Fund. Typically, the most recently available information by a Private Company is as of a date that is earlier than the date the Fund is calculating its NAV. This factor may result in a difference between the value of the investment and the price the Fund could receive upon the sale of the investment.

Fair Value Hierarchy: Various inputs are used in determining the fair value of investments and derivative financial instruments. These inputs to valuation techniques are categorized into a fair value hierarchy consisting of three broad levels for financial statement purposes as follows:

 

   

Level 1 — Unadjusted price quotations in active markets/exchanges for identical assets or liabilities that the Fund has the ability to access

 

   

Level 2 — Other observable inputs (including, but not limited to, quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market–corroborated inputs)

 

   

Level 3 — Unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are not available (including the Global Valuation Committee’s assumptions used in determining the fair value of investments and derivative financial instruments)

The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. Investments classified within Level 3 have significant unobservable inputs used by the Global Valuation Committee in determining the price for Fair Valued Investments. Level 3 investments include equity or debt issued by privately held companies or funds. There may not be a secondary market, and/or there are a limited number of investors. The categorization of a value determined for investments and derivative financial instruments is based on the pricing transparency of the investments and derivative financial instruments and is not necessarily an indication of the risks associated with investing in those securities.

 

4.

DERIVATIVE FINANCIAL INSTRUMENTS

The Fund engages in various portfolio investment strategies using derivative contracts both to increase the returns of the Fund and/or to manage its exposure to certain risks such as credit risk, equity risk, interest rate risk, foreign currency exchange rate risk, commodity price risk or other risks (e.g., inflation risk). Derivative financial instruments categorized by risk exposure are included in the Schedule of Investments. These contracts may be transacted on an exchange or over-the-counter (“OTC”).

Futures Contracts: Futures contracts are purchased or sold to gain exposure to, or manage exposure to, changes in interest rates (interest rate risk) and changes in the value of equity securities (equity risk) or foreign currencies (foreign currency exchange rate risk).

Futures contracts are agreements between the Fund and a counterparty to buy or sell a specific quantity of an underlying instrument at a specified price and on a specified date. Depending on the terms of a contract, it is settled either through physical delivery of the underlying instrument on the settlement date or by payment of a cash amount on the settlement date. Upon entering into a futures contract, the Fund is required to deposit initial margin with the broker in the form of cash or securities in an amount that varies depending on a contract’s size and risk profile. The initial margin deposit must then be maintained at an established level over the life of the contract. Amounts pledged, which are considered restricted, are included in cash pledged for futures contracts in the Statement of Assets and Liabilities.

Securities deposited as initial margin are designated in the Schedule of Investments and cash deposited, if any, are shown as cash pledged for futures contracts in the Statement of Assets and Liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in market value of the contract (“variation margin”). Variation margin is recorded as unrealized appreciation (depreciation) and, if any, shown as variation margin receivable (or payable) on futures contracts in the Statement of Assets and Liabilities. When the contract is closed, a realized gain or loss is recorded in the Statement of Operations equal to the difference between the notional amount of the contract at the time it was opened and the notional amount at the time it was closed. The use of futures contracts involves the risk of an imperfect correlation in the movements in the price of futures contracts and interest, foreign currency exchange rates or underlying assets.

Forward Foreign Currency Exchange Contracts: Forward foreign currency exchange contracts are entered into to gain or reduce exposure to foreign currencies (foreign currency exchange rate risk).

A forward foreign currency exchange contract is an agreement between two parties to buy and sell a currency at a set exchange rate on a specified date. These contracts help to manage the overall exposure to the currencies in which some of the investments held by the Fund are denominated and in some cases, may be used to obtain exposure to a particular market.

The contract is marked-to-market daily and the change in market value is recorded as unrealized appreciation (depreciation) in the Statement of Assets and Liabilities. When a contract is closed, a realized gain or loss is recorded in the Statement of Operations equal to the difference between the value at the time it was opened and the value at the time it was closed. Non-deliverable forward foreign currency exchange contracts are settled with the counterparty in cash without the delivery of foreign currency. The use of forward foreign currency exchange contracts involves the risk that the value of a forward foreign currency exchange contract changes unfavorably due to movements in the value of the referenced foreign currencies, and such value may exceed the amounts reflected in the Statement of Assets and Liabilities. Cash

 

 

NOTES TO FINANCIAL STATEMENTS      21  


Notes to Financial Statements  (continued)

 

amounts pledged for forward foreign currency exchange contracts are considered restricted and are included in cash pledged as collateral for OTC derivatives in the Statement of Assets and Liabilities.

Swaps: Swap contracts are entered into to manage exposure to issuers, markets and securities. Such contracts are agreements between the Fund and a counterparty to make periodic net payments on a specified notional amount or a net payment upon termination. Swap agreements are privately negotiated in the OTC market and may be entered into as a bilateral contract (“OTC swaps”) or centrally cleared (“centrally cleared swaps”).

For OTC swaps, any upfront premiums paid and any upfront fees received are shown as swap premiums paid and swap premiums received, respectively, in the Statement of Assets and Liabilities and amortized over the term of the contract. The daily fluctuation in market value is recorded as unrealized appreciation (depreciation) on OTC Swaps in the Statement of Assets and Liabilities. Payments received or paid are recorded in the Statement of Operations as realized gains or losses, respectively. When an OTC swap is terminated, a realized gain or loss is recorded in the Statement of Operations equal to the difference between the proceeds from (or cost of) the closing transaction and the Fund’s basis in the contract, if any. Generally, the basis of the contract is the premium received or paid.

In a centrally cleared swap, immediately following execution of the swap contract, the swap contract is novated to a central counterparty (the “CCP”) and the Fund’s counterparty on the swap agreement becomes the CCP. The Fund is required to interface with the CCP through the broker. Upon entering into a centrally cleared swap, the Fund is required to deposit initial margin with the broker in the form of cash or securities in an amount that varies depending on the size and risk profile of the particular swap. Securities deposited as initial margin are designated in the Schedule of Investments and cash deposited is shown as cash pledged for centrally cleared swaps in the Statement of Assets and Liabilities. Amounts pledged, which are considered restricted cash, are included in cash pledged for centrally cleared swaps in the Statement of Assets and Liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in market value of the contract (“variation margin”). Variation margin is recorded as unrealized appreciation (depreciation) and shown as variation margin receivable (or payable) on centrally cleared swaps in the Statement of Assets and Liabilities. Payments received from (paid to) the counterparty, including at termination, are recorded as realized gains (losses) in the Statement of Operations.

 

   

Credit default swaps — Credit default swaps are entered into to manage exposure to the market or certain sectors of the market, to reduce risk exposure to defaults of corporate and/or sovereign issuers or to create exposure to corporate and/or sovereign issuers to which a fund is not otherwise exposed (credit risk).

The Fund may either buy or sell (write) credit default swaps on single-name issuers (corporate or sovereign), a combination or basket of single-name issuers or traded indexes. Credit default swaps are agreements in which the protection buyer pays fixed periodic payments to the seller in consideration for a promise from the protection seller to make a specific payment should a negative credit event take place with respect to the referenced entity (e.g., bankruptcy, failure to pay, obligation acceleration, repudiation, moratorium or restructuring). As a buyer, if an underlying credit event occurs, the Fund will either (i) receive from the seller an amount equal to the notional amount of the swap and deliver the referenced security or underlying securities comprising the index, or (ii) receive a net settlement of cash equal to the notional amount of the swap less the recovery value of the security or underlying securities comprising the index. As a seller (writer), if an underlying credit event occurs, the Fund will either pay the buyer an amount equal to the notional amount of the swap and take delivery of the referenced security or underlying securities comprising the index or pay a net settlement of cash equal to the notional amount of the swap less the recovery value of the security or underlying securities comprising the index.

Swap transactions involve, to varying degrees, elements of interest rate, credit and market risk in excess of the amounts recognized in the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform or disagree as to the meaning of the contractual terms in the agreements, and that there may be unfavorable changes in interest rates and/or market values associated with these transactions.

Master Netting Arrangements: In order to define its contractual rights and to secure rights that will help it mitigate its counterparty risk, the Fund may enter into an International Swaps and Derivatives Association, Inc. Master Agreement (“ISDA Master Agreement”) or similar agreement with its counterparties. An ISDA Master Agreement is a bilateral agreement between the Fund and a counterparty that governs certain OTC derivatives and typically contains, among other things, collateral posting terms and netting provisions in the event of a default and/or termination event. Under an ISDA Master Agreement, the Fund may, under certain circumstances, offset with the counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment. The provisions of the ISDA Master Agreement typically permit a single net payment in the event of default including the bankruptcy or insolvency of the counterparty. Bankruptcy or insolvency laws of a particular jurisdiction may restrict or prohibit the right of offset in bankruptcy, insolvency or other events.

Collateral Requirements: For derivatives traded under an ISDA Master Agreement, the collateral requirements are typically calculated by netting the mark-to-market amount for each transaction under such agreement and comparing that amount to the value of any collateral currently pledged by the Fund and the counterparty.

Cash collateral that has been pledged to cover obligations of the Fund and cash collateral received from the counterparty, if any, is reported separately on the Statement of Assets and Liabilities as cash pledged as collateral and cash received as collateral, respectively. Non-cash collateral pledged by the Fund, if any, is noted in the Schedule of Investments. Generally, the amount of collateral due from or to a counterparty is subject to a certain minimum transfer amount threshold before a transfer is required, which is determined at the close of business of the Fund. Any additional required collateral is delivered to/pledged by the Fund on the next business day. Typically, the counterparty is not permitted to sell, re-pledge or use cash and non-cash collateral it receives. The Fund generally agrees not to use non-cash collateral that it receives but may, absent default or certain other circumstances defined in the underlying ISDA Master Agreement, be permitted to use cash collateral received. In such cases, interest may be paid pursuant to the collateral arrangement with the counterparty. To the extent amounts due to the Fund from its counterparties are not fully collateralized, it bears the risk of loss from counterparty non-performance. Likewise, to the extent the Fund has delivered collateral to a counterparty and stands ready to perform under the terms of its agreement with such counterparty, it bears the risk of loss from a counterparty in the amount of the value of the collateral in the event the counterparty fails to return such collateral. Based on the terms of agreements, collateral may not be required for all derivative contracts.

For financial reporting purposes, the Fund does not offset derivative assets and derivative liabilities that are subject to netting arrangements, if any, in the Statement of Assets and Liabilities.

 

 

22    2019 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Notes to Financial Statements  (continued)

 

5.

INVESTMENT ADVISORY AGREEMENT AND OTHER TRANSACTIONS WITH AFFILIATES

Investment Advisory: The Trust, on behalf of the Fund, entered into an Investment Advisory Agreement with the Manager, the Fund’s investment adviser and an indirect, wholly-owned subsidiary of BlackRock, Inc. (“BlackRock”), to provide investment advisory services. The Manager is responsible for the management of the Fund’s portfolio and provides the personnel, facilities, equipment and certain other services necessary to the operations of the Fund.

For such services, the Fund pays the Manager a monthly fee at an annual rate equal to the following percentages of the average daily value of the Fund’s net assets:

 

Average Daily Net Assets   Investment
Advisory Fee
 

First $1 Billion

    0.55

$1 Billion — $2 Billion

    0.51  

$2 Billion — $3 Billion

    0.48  

Greater than $3 Billion

    0.46  

With respect to the Fund, the Manager entered into a sub-advisory agreement with BlackRock International Limited (“BIL”), an affiliate of the Manager. The Manager pays BIL, for services it provides for that portion of the Fund for which BIL acts as sub-adviser, a monthly fee that is equal to a percentage of the investment advisory fees paid by the Fund to the Manager.

Administration: The Trust, on behalf of the Fund, entered into an Administration Agreement with the Manager, an indirect, wholly-owned subsidiary of BlackRock, to provide administrative services. For these services, the Manager receives an administration fee computed daily and payable monthly, based on a percentage of the average daily net assets of the Fund. The administration fee, which is shown as administration in the Statement of Operations, is paid at the annual rates below.

 

Average Daily Net Assets   Administration Fee  

First $500 Million

    0.0425

$500 Million — $1 Billion

    0.0400  

$1 Billion — $2 Billion

    0.0375  

$2 Billion — $4 Billion

    0.0350  

$4 Billion — $13 Billion

    0.0325  

Greater than $13 Billion

    0.0300  

In addition, the Manager charges each of the share classes an administration fee, which is shown as administration – class specific in the Statement of Operations, at an annual rate of 0.02% of the average daily net assets of each respective class.

For the year ended December 31, 2019, the following table shows the class specific administration fees borne directly by each share class of the Fund:

 

Institutional           Class K           Total  
$ 11          $ 4,711          $ 4,722  

Transfer Agent: Pursuant to written agreements, certain financial intermediaries, some of which may be affiliates, provide the Fund with sub-accounting, recordkeeping, sub-transfer agency and other administrative services with respect to servicing of underlying investor accounts. For these services, these entities receive an asset-based fee or an annual fee per shareholder account, which will vary depending on share class and/or net assets. For the year ended December 31, 2019, the Fund did not pay any amounts to affiliates in return for these services.

The Manager maintains a call center that is responsible for providing certain shareholder services to the Fund. Shareholder services include responding to inquiries and processing purchases and sales based upon instructions from shareholders. For the year ended December 31, 2019, the Fund reimbursed the Manager the following amounts for costs incurred in running the call center, which are included in transfer agent — class specific in the Statement of Operations:

 

Institutional           Class K           Total  
$ 14          $ 49          $ 63  

For the year ended December 31, 2019, the following table shows the class specific transfer agent fees borne directly by each share class of the Fund:

 

Institutional           Class K           Total  
$ 60          $ 93          $ 153  

Expense Limitations, Waivers and Recoupments: The Manager voluntarily agreed to waive its investment advisory fees by the amount of investment advisory fees the Fund pays to the Manager indirectly through its investment in affiliated money market funds (the “affiliated money market fund waiver”). The amount of waivers and/or reimbursements of fees and expenses made pursuant to the expense limitation described below will be reduced by the amount of the affiliated money market fund waiver. This amount is included in fees waived and/or reimbursed by the Manager in the Statement of Operations. For the year ended December 31, 2019, the Manager waived $702 pursuant to this arrangement.

The Manager has contractually agreed to waive its investment advisory fee with respect to any portion of the Fund’s assets invested in affiliated equity and fixed-income mutual funds and affiliated exchange-traded funds that have a contractual management fee through April 30, 2020. The contractual agreement may be terminated upon 90 days’ notice by a majority of the Independent Trustees, or by a vote of a majority of the outstanding voting securities of the Fund. For the year ended December 31, 2019, there were no fees waived and/or reimbursed by the Manager pursuant to this arrangement.

 

 

NOTES TO FINANCIAL STATEMENTS      23  


Notes to Financial Statements  (continued)

 

The Manager contractually agreed to waive and/or reimburse fees or expenses in order to limit expenses, excluding interest expense, dividend expense, tax expense, acquired fund fees and expenses, and certain other fund expenses, which constitute extraordinary expenses not incurred in the ordinary course of the Fund’s business (“expense limitation”). The expense limitations as a percentage of average daily net assets are as follows:

 

Institutional

    0.68

Class K

    0.59  

The Manager has agreed not to reduce or discontinue these contractual expense limitations through April 30, 2020, unless approved by the Board, including a majority of the Independent Trustees, or by a vote of a majority of the outstanding voting securities of the Fund. For the year ended December 31, 2019, amounts included in the Statement of Operations were as follows:

 

Fees waived and/or reimbursed by the Manager

  $ 188,486  

Administration fees waived

    9,355  

These amounts waived and/or reimbursed are included in administration fees waived — class specific, transfer agent fees waived and/or reimbursed — class specific, respectively, in the Statement of Operations. For the year ended December 31, 2019, class specific expense waivers and/or reimbursements are as follows:

 

     Institutional      Class K      Total  

Administration fees waived — class specific

  $ 6      $ 4,711      $ 4,717  

Transfer agent fees waived and/or reimbursed — class specific

    24        91        115  

With respect to the contractual expense limitation, if during the Fund’s fiscal year the operating expenses of a share class, that at any time during the prior two fiscal years received a waiver and/or reimbursement from the Manager, are less than the current expense limitation for that share class, the Manager is entitled to be reimbursed by such share class up to the lesser of: (a) the amount of fees waived and/or expenses reimbursed during those prior two fiscal years under the agreement and (b) an amount not to exceed either the current expense limitation of that share class or the expense limitation of the share class in effect at the time that the share class received the applicable waiver and/or reimbursement, provided that:

(1) the Fund, of which the share class is a part, has more than $50 million in assets for the fiscal year; and

(2) the Manager or an affiliate continues to serve as the Fund’s investment adviser or administrator.

This repayment applies only to the contractual expense limitation on net expenses and does not apply to the contractual investment advisory fee waiver described above or any voluntary waivers that may be in effect from time to time. Effective July 27, 2024, the repayment arrangement between the Fund and the Manager pursuant to which such Fund may be required to repay amounts waived and/or reimbursed under the Fund’s contractual caps on net expenses will be terminated.

As of December 31, 2019, the fund level and class specific waivers and/or reimbursements subject to possible future recoupment under the expense limitation agreement are as follows:

 

     Expiring December 31,  
     2020      2021  

Fund Level

  $ 220,267      $ 197,841  

Institutional

    48        30  

Class K

    4,809        4,802  

The following fund level and class specific waivers and/or reimbursements previously recorded by the Fund, which were subject to recoupment by the Manager, expired on December 31, 2019:

 

     Expired December 31,  
     2019  

Fund Level

  $ 125,026  

Institutional

     

Class K

    2,148  

Interfund Lending: In accordance with an exemptive order (the “Order”) from the U.S. Securities and Exchange Commission (“SEC”), the Fund may participate in a joint lending and borrowing facility for temporary purposes (the “Interfund Lending Program”), subject to compliance with the terms and conditions of the Order, and to the extent permitted by the Fund’s investment policies and restrictions. The Fund is currently permitted to borrow and lend under the Interfund Lending Program.

A lending BlackRock fund may lend in aggregate up to 15% of its net assets, but may not lend more than 5% of its net assets to any one borrowing fund through the Interfund Lending Program. A borrowing BlackRock fund may not borrow through the Interfund Lending Program or from any other source more than 33 1/3% of its total assets (or any lower threshold provided for by the fund’s investment restrictions). If a borrowing BlackRock fund’s total outstanding borrowings exceed 10% of its total assets, each of its outstanding interfund loans will be subject to collateralization of at least 102% of the outstanding principal value of the loan. All interfund loans are for temporary or emergency purposes and the interest rate to be charged will be the average of the highest current overnight repurchase agreement rate available to a lending fund and the bank loan rate, as calculated according to a formula established by the Board.

During the year ended December 31, 2019, the Fund did not participate in the Interfund Lending Program.

 

 

24    2019 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Notes to Financial Statements  (continued)

 

Trustees and Officers: Certain trustees and/or officers of the Fund are directors and/or officers of BlackRock or its affiliates. The Fund reimburses the Manager for a portion of the compensation paid to the Fund’s Chief Compliance Officer, which is included in Trustees and Officer in the Statement of Operations.

 

6.

PURCHASES AND SALES

For the year ended December 31, 2019, purchases and sales of investments excluding short-term securities, were $15,046,855 and $15,928,302 respectively.

 

7.

INCOME TAX INFORMATION

It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies, and to distribute substantially all of its taxable income to its shareholders. Therefore, no U.S. federal income tax provision is required.

The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s U.S. federal tax returns generally remains open for each of the years ended December 31, 2019 and December 31, 2018 and the period ended December 31, 2017. The statutes of limitations on the Fund’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.

Management has analyzed tax laws and regulations and their application to the Fund as of December 31, 2019, inclusive of the open tax return years, and does not believe that there are any uncertain tax positions that require recognition of a tax liability in the Fund’s financial statements.

The tax character of distributions paid was as follows:

 

     12/31/2019      12/31/2018  

Ordinary income

  $ 1,185,898      $ 1,317,350  
 

 

 

    

 

 

 
  $ 1,185,898      $ 1,317,350  
 

 

 

    

 

 

 

As of period end, the tax components of accumulated loss were as follows:

 

     Emerging
Markets
Bond
 

Undistributed ordinary income

  $ 32,286  

Non-expiring capital loss carryforwards(a)

    (273,592

Net unrealized losses(b)

    (719,442
 

 

 

 
  $ (960,748
 

 

 

 

 

  (a) 

Amounts available to offset future realized capital gains.

 
  (b) 

The difference between book-basis and tax-basis net unrealized gains (losses) was attributable primarily to the tax deferral of losses on wash sales, the realization for tax purposes of unrealized gains/losses on certain futures and foreign currency contracts, the accrual of income on securities in default, and the accounting for swap agreements.

 

During the year ended December 31, 2019, the Fund utilized $255,817 of their respective capital loss carryforward.

As of December 31, 2019, gross unrealized appreciation and depreciation for investments and derivatives based on cost for U.S. federal income tax purposes were as follows:

 

     Emerging
Markets
Bond
 

Tax cost

  $ 24,320,226  
 

 

 

 

Gross unrealized appreciation

  $ 1,337,992  

Gross unrealized depreciation

    (2,058,428
 

 

 

 

Net unrealized depreciation

  $ (720,436
 

 

 

 

 

8.

BANK BORROWINGS

The Fund, along with certain other funds managed by the Manager and its affiliates (“Participating Funds”), is a party to a 364-day, $2.25 billion credit agreement with a group of lenders. Under this agreement, the Fund may borrow to fund shareholder redemptions. Excluding commitments designated for certain individual funds, the Participating Funds, including the Fund, can borrow up to an aggregate commitment amount of $1.75 billion at any time outstanding, subject to asset coverage and other limitations as specified in the agreement. The credit agreement has the following terms: a fee of 0.10% per annum on unused commitment amounts and interest at a rate equal to the higher of (a) one-month LIBOR (but, in any event, not less than 0.00%) on the date the loan is made plus 0.80% per annum or (b) the Fed Funds rate (but, in any event, not less than 0.00%) in effect from time to time plus 0.80% per annum on amounts borrowed. The agreement expires in April 2020 unless extended or renewed. Prior to April 18, 2019, Participating Funds paid an upfront commitment fee of 0.02% on the total commitment amounts, in addition to administration, legal and arrangement fees, which are included in miscellaneous expenses in the Statement of Operations. These fees were allocated among such funds based upon portions of the aggregate commitment available to them and relative net assets of Participating Funds. During the year ended December 31, 2019, the Fund did not borrow under the credit agreement.

 

 

NOTES TO FINANCIAL STATEMENTS      25  


Notes to Financial Statements  (continued)

 

9.

PRINCIPAL RISKS

In the normal course of business, the Fund invests in securities or other instruments and may enter into certain transactions, and such activities subject the Fund to various risks, including among others, fluctuations in the market (market risk) or failure of an issuer to meet all of its obligations. The value of securities or other instruments may also be affected by various factors, including, without limitation: (i) the general economy; (ii) the overall market as well as local, regional or global political and/or social instability; (iii) regulation, taxation or international tax treaties between various countries; or (iv) currency, interest rate and price fluctuations. The Fund’s prospectus provides details of the risks to which the Fund is subject.

Investments in the securities of issuers domiciled in countries with emerging capital markets involve certain additional risks that do not generally apply to investments in securities of issuers in more developed capital markets, such as (i) low or nonexistent trading volume, resulting in a lack of liquidity and increased volatility in prices for such securities; (ii) uncertain national policies and social, political and economic instability, increasing the potential for expropriation of assets, confiscatory taxation, high rates of inflation or unfavorable diplomatic developments; and (iii) possible fluctuations in exchange rates, differing legal systems and the existence or possible imposition of exchange controls, custodial restrictions or other foreign or U.S. governmental laws or restrictions applicable to such investments.

The Fund may be exposed to prepayment risk, which is the risk that borrowers may exercise their option to prepay principal earlier than scheduled during periods of declining interest rates, which would force the Fund to reinvest in lower yielding securities. The Fund may also be exposed to reinvestment risk, which is the risk that income from the Fund’s portfolio will decline if the Fund invests the proceeds from matured, traded or called fixed-income securities at market interest rates that are below the Fund portfolio’s current earnings rate.

The price the Fund could receive upon the sale of any particular portfolio investment may differ from the Fund’s valuation of the investment, particularly for securities that trade in thin or volatile markets or that are valued using a fair valuation technique or a price provided by an independent pricing service. Changes to significant unobservable inputs and assumptions (i.e., publicly traded company multiples, growth rate, time to exit) due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As a result, the price received upon the sale of an investment may be less than the value ascribed by the Fund, and the Fund could realize a greater than expected loss or lesser than expected gain upon the sale of the investment. The Fund’s ability to value its investments may also be impacted by technological issues and/or errors by pricing services or other third party service providers.

Counterparty Credit Risk: The Fund may be exposed to counterparty credit risk, or the risk that an entity may fail to or be unable to perform on its commitments related to unsettled or open transactions. The Fund manages counterparty credit risk by entering into transactions only with counterparties that the Manager believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. Financial assets, which potentially expose the Fund to market, issuer and counterparty credit risks, consist principally of financial instruments and receivables due from counterparties. The extent of the Fund’s exposure to market, issuer and counterparty credit risks with respect to these financial assets is approximately their value recorded in the Statement of Assets and Liabilities, less any collateral held by the Fund.

A derivative contract may suffer a mark-to-market loss if the value of the contract decreases due to an unfavorable change in the market rates or values of the underlying instrument. Losses can also occur if the counterparty does not perform under the contract.

The Fund’s risk of loss from counterparty credit risk on OTC derivatives is generally limited to the aggregate unrealized gain less the value of any collateral held by the Fund.

With exchange-traded futures and centrally cleared swaps, there is less counterparty credit risk to the Fund since the exchange or clearinghouse, as counterparty to such instruments, guarantees against a possible default. The clearinghouse stands between the buyer and the seller of the contract; therefore, credit risk is limited to failure of the clearinghouse. While offset rights may exist under applicable law, the Fund does not have a contractual right of offset against a clearing broker or clearinghouse in the event of a default (including the bankruptcy or insolvency). Additionally, credit risk exists in exchange-traded futures and centrally cleared swaps with respect to initial and variation margin that is held in a clearing broker’s customer accounts. While clearing brokers are required to segregate customer margin from their own assets, in the event that a clearing broker becomes insolvent or goes into bankruptcy and at that time there is a shortfall in the aggregate amount of margin held by the clearing broker for all its clients, typically the shortfall would be allocated on a pro rata basis across all the clearing broker’s customers, potentially resulting in losses to the Fund.

Concentration Risk: The Fund may invest in securities that are rated below investment grade quality (sometimes called “junk bonds”), which are predominantly speculative, have greater credit risk and generally are less liquid than, and have more volatile prices than, higher quality securities.

The Fund invests a significant portion of its assets in fixed-income securities and/or uses derivatives tied to the fixed-income markets. Changes in market interest rates or economic conditions may affect the value and/or liquidity of such investments. Interest rate risk is the risk that prices of bonds and other fixed-income securities will increase as interest rates fall and decrease as interest rates rise. The Fund may be subject to a greater risk of rising interest rates due to the current period of historically low rates.

The Fund invests a significant portion of its assets in securities of issuers located in Asia or with significant exposure to Asian issuers or countries. The Asian financial markets have recently experienced volatility and adverse trends due to concerns in several Asian countries regarding monetary policy, government intervention in the markets, rising government debt levels or economic downturns. These events may spread to other countries in Asia and may affect the value and liquidity of certain of the Fund’s investments.

 

 

26    2019 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Notes to Financial Statements  (continued)

 

10.

CAPITAL SHARE TRANSACTIONS

Transactions in capital shares for each class were as follows:

 

     Year Ended
12/31/19
     Year Ended
12/31/18
 
     Shares      Amount      Shares     Amount  

Institutional

         

Shares sold

         $        20     $ 196  

Shares issued in reinvestment of distributions

                  1       4  

Shares Redeemed

                  (21     (186
 

 

 

    

 

 

    

 

 

   

 

 

 

Net increase

         $            $ 14  
 

 

 

    

 

 

    

 

 

   

 

 

 

Class K

         

Shares sold

         $            $  

Shares issued in reinvestment of distributions

                         

Shares Redeemed

                         
 

 

 

    

 

 

    

 

 

   

 

 

 

Net increase

         $            $  
 

 

 

    

 

 

    

 

 

   

 

 

 

Total Net Increase

         $            $ 14  
 

 

 

    

 

 

    

 

 

   

 

 

 

As of December 31, 2019, shares owned by BlackRock Financial Management, Inc. an affiliate of the Fund, were as follows:

 

Institutional

    5,000  

Class K

    2,495,000  

 

11.

SUBSEQUENT EVENTS

Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued and has determined that there were no subsequent events requiring adjustment or additional disclosure in the financial statements.

 

 

NOTES TO FINANCIAL STATEMENTS      27  


Report of Independent Registered Public Accounting Firm

 

To the Shareholders of BlackRock Emerging Markets Bond Fund and the Board of Trustees of BlackRock Funds V:

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying statement of assets and liabilities of BlackRock Emerging Markets Bond Fund of BlackRock Funds V (the “Fund”), including the schedule of investments, as of December 31, 2019, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the two years in the period then ended and for the period from July 27, 2017 (commencement of operations) through December 31, 2017, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Fund as of December 31, 2019, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the two years in the period then ended and for the period from July 27, 2017 (commencement of operations) through December 31, 2017, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of their internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of December 31, 2019, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

Deloitte & Touche LLP

Boston, Massachusetts

February 24, 2020

We have served as the auditor of one or more BlackRock investment companies since 1992.

 

 

Important Tax Information  (unaudited)

During the fiscal period December 31, 2019, the following information is provided with respect to the ordinary income distributions paid:

 

     Payable Dates   

Percent

 

Interest-Related Dividends and Qualified Short-Term Capital Gains for Non-US Residents(a)

  January 2019 — December 2019      1.98

Federal Obligation Interest(b)

  January 2019 — December 2019      1.01  

 

  (a) 

Represents the portion of the taxable ordinary income dividends eligible for exemption from U.S. withholding tax for nonresident aliens and foreign corporations.

 
  (b) 

The law varies in each state as to whether and what percentage of dividend income attributable to federal obligations is exempt from state income tax. We recommend that you consult your tax advisor to determine if any portion of the dividends you received is exempt from state income taxes.

 

 

 

28    2019 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Statement Regarding Liquidity Risk Management Program

 

The Securities and Exchange Commission adopted Rule 22e-4 under the Investment Company Act of 1940, as amended (the “Liquidity Rule”) to promote effective liquidity risk management throughout the open-end investment company industry, thereby reducing the risk that funds will be unable to meet their redemption obligations and mitigating dilution of the interests of fund shareholders.

The Board of Trustees (the “Board”) BlackRock Funds V, on behalf of BlackRock Emerging Markets Bond Fund, met on November 14-15, 2019 (the “Meeting”) to review the liquidity risk management program (the “Program”) applicable to the BlackRock open-end funds, excluding money market funds (each, a “Fund”), pursuant to the Liquidity Rule. The Board has appointed BlackRock Advisors, LLC or BlackRock Fund Advisors (“BlackRock”), each an investment adviser to certain Funds, as the program administrator for each Fund’s Program, as applicable. BlackRock has delegated oversight of the Program to the 40 Act Liquidity Risk Management Committee (the “Committee”). At the Meeting, the Committee, on behalf of BlackRock, provided the Board with a report that addressed the operation of the Program and assessed its adequacy and effectiveness of implementation, including the operation of each Fund’s Highly Liquid Investment Minimum (“HLIM”) where applicable, and any material changes to the Program (the “Report”). The Report covered the period from December 1, 2018 through September 30, 2019 (the “Program Reporting Period”).

The Report described the Program’s liquidity classification methodology for categorizing a Fund’s investments (including derivative transactions) into one of four liquidity buckets. It also described BlackRock’s methodology in establishing a Fund’s HLIM and noted that the Committee reviews and ratifies the HLIM assigned to each Fund no less frequently than annually.

The Report noted that the Program complied with the key factors for consideration under the Liquidity Rule for assessing, managing and periodically reviewing a Fund’s liquidity risk, as follows:

A. The Fund’s investment strategy and liquidity of portfolio investments during both normal and reasonably foreseeable stressed conditions: During the Program Reporting Period, the Committee reviewed whether each Fund’s strategy is appropriate for an open-end fund structure with a focus on Funds with more significant and consistent holdings of less liquid and illiquid assets. The Committee also factored a Fund’s concentration in an issuer into the liquidity classification methodology by taking issuer position sizes into account. Where a Fund participated in borrowings for investment purposes (such as tender option bonds and reverse repurchase agreements), such borrowings were factored into the Program’s calculation of a Fund’s liquidity bucketing. Derivative exposure was also considered in such calculation.

B. Short-term and long-term cash flow projections during both normal and reasonably foreseeable stressed conditions: During the Program Reporting Period, the Committee reviewed historical net redemption activity and used this information as a component to establish each Fund’s reasonably anticipated trading size (“RATS”). Each Fund has adopted an in-kind redemption policy which may be utilized to meet larger redemption requests. The Committee may also take into consideration a Fund’s shareholder ownership concentration (which, depending on product type and distribution channel, may or may not be available), a Fund’s distribution channels, and the degree of certainty associated with a Fund’s short-term and long-term cash flow projections.

C. Holdings of cash and cash equivalents, as well as borrowing arrangements: The Committee considered the terms of the credit facility applicable to the Funds, the financial health of the institution providing the facility and the fact that the credit facility is shared among multiple Funds (including that a portion of the aggregate commitment amount is specifically designated for BlackRock Floating Rate Income Portfolio and BlackRock Credit Strategies Income Fund, each a series of BlackRock Funds V). The Committee also considered other types of borrowing available to the Funds, such as the ability to use reverse repurchase agreements and interfund lending, as applicable.

There were no material changes to the Program during the Program Reporting Period. The Report provided to the Board stated that the Committee concluded that based on the operation of the functions, as described in the Report, the Program is operating as intended and is effective in implementing the requirements of the Liquidity Rule.

 

 

STATEMENT REGARDING LIQUIDITY RISK MANAGEMENT PROGRAM      29  


Trustee and Officer Information

 

Independent Trustees (a)
         
Name
Year of Birth
 (b)
   Position(s) Held
(Length of Service)
 (c)
   Principal Occupation(s) During Past Five Years    Number of BlackRock-Advised
Registered Investment Companies
(“RICs”)  Consisting of
Investment Portfolios
(“Portfolios”) Overseen
   Public Company
and Other
Investment Company
Directorships Held
During Past Five Years

Richard E. Cavanagh

1946

  

Co-Chair of the Board and Trustee

(Since 2019)

   Director, The Guardian Life Insurance Company of America since 1998; Board Chair, Volunteers of America (a not-for-profit organization) from 2015 to 2018 (board member since 2009); Director, Arch Chemicals (chemical and allied products) from 1999 to 2011; Trustee, Educational Testing Service from 1997 to 2009 and Chairman thereof from 2005 to 2009; Senior Advisor, The Fremont Group since 2008 and Director thereof since 1996; Faculty Member/Adjunct Lecturer, Harvard University since 2007 and Executive Dean from 1987 to 1995; President and Chief Executive Officer, The Conference Board, Inc. (global business research organization) from 1995 to 2007.    86 RICs consisting of 110 Portfolios    None

Karen P. Robards

1950

  

Co-Chair of the Board and Trustee

(Since 2019)

   Principal of Robards & Company, LLC (consulting and private investing) since 1987; Co-founder and Director of the Cooke Center for Learning and Development (a not-for-profit organization) since 1987; Director of Enable Injections, LLC (medical devices) since 2019; Investment Banker at Morgan Stanley from 1976 to 1987.    86 RICs consisting of 110 Portfolios    Greenhill & Co., Inc.; AtriCure, Inc. (medical devices) from 2000 until 2017

Michael J. Castellano

1946

   Trustee
(Since 2019)
   Chief Financial Officer of Lazard Group LLC from 2001 to 2011; Chief Financial Officer of Lazard Ltd from 2004 to 2011; Director, Support Our Aging Religious (non-profit) from 2009 to June 2015 and since 2017; Director, National Advisory Board of Church Management at Villanova University since 2010; Trustee, Domestic Church Media Foundation since 2012; Director, CircleBlack Inc. (financial technology company) since 2015.    86 RICs consisting of 110 Portfolios    None

Cynthia L. Egan

1955

  

Trustee

(Since 2019)

   Advisor, U.S. Department of the Treasury from 2014 to 2015; President, Retirement Plan Services, for T. Rowe Price Group, Inc. from 2007 to 2012; executive positions within Fidelity Investments from 1989 to 2007.    86 RICs consisting of 110 Portfolios    Unum (insurance); The Hanover Insurance Group (insurance); Envestnet (investment platform) from 2013 until 2016

Frank J. Fabozzi  (d)

1948

  

Trustee

(Since 2019)

   Editor of The Journal of Portfolio Management since 1986; Professor of Finance, EDHEC Business School (France) since 2011; Visiting Professor, Princeton University for the 2013 to 2014 academic year and Spring 2017 semester; Professor in the Practice of Finance, Yale University School of Management from 1994 to 2011 and currently a Teaching Fellow in Yale’s Executive Programs; Board Member, BlackRock Equity-Liquidity Funds from 2014 to 2016; affiliated professor Karlsruhe Institute of Technology from 2008 to 2011.    87 RICs consisting of 111 Portfolios    None

Henry Gabbay

1947

  

Trustee

(Since 2007)

   Board Member, BlackRock Equity-Bond Board from 2007 to 2018; Board Member, BlackRock Equity-Liquidity and BlackRock Closed-End Fund Boards from 2007 through 2014; Consultant, BlackRock, Inc. from 2007 to 2008; Managing Director, BlackRock, Inc. from 1989 to 2007; Chief Administrative Officer, BlackRock Advisors, LLC from 1998 to 2007; President of BlackRock Funds and BlackRock Allocation Target Shares (formerly, BlackRock Bond Allocation Target Shares) from 2005 to 2007 and Treasurer of certain closed-end funds in the BlackRock fund complex from 1989 to 2006.    86 RICs consisting of 110 Portfolios    None

 

 

30    2019 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Trustee and Officer Information  (continued)

 

Independent Trustees (a) (continued)
         
Name
Year of Birth
 (b)
   Position(s) Held
(Length of Service)
 (c)
   Principal Occupation(s) During Past Five Years    Number of BlackRock-Advised
Registered Investment Companies
(“RICs”)  Consisting of
Investment Portfolios
(“Portfolios”) Overseen
   Public Company
and Other
Investment Company
Directorships Held
During Past Five Years

R. Glenn Hubbard

1958

  

Trustee

(Since 2019)

   Dean, Columbia Business School from 2004 to 2019; Faculty member, Columbia Business School since 1988.    86 RICs consisting of 110 Portfolios    ADP (data and information services); Metropolitan Life Insurance Company (insurance); KKR Financial Corporation (finance) from 2004 until 2014

W. Carl Kester  (d)

1951

  

Trustee

(Since 2019)

   George Fisher Baker Jr. Professor of Business Administration, Harvard Business School since 2008; Deputy Dean for Academic Affairs from 2006 to 2010; Chairman of the Finance Unit, from 2005 to 2006; Senior Associate Dean and Chairman of the MBA Program from 1999 to 2005; Member of the faculty of Harvard Business School since 1981.    87 RICs consisting of 111 Portfolios    None

Catherine A. Lynch (d)

1961

  

Trustee

(Since 2019)

   Chief Executive Officer, Chief Investment Officer and various other positions, National Railroad Retirement Investment Trust from 2003 to 2016; Associate Vice President for Treasury Management, The George Washington University from 1999 to 2003; Assistant Treasurer, Episcopal Church of America from 1995 to 1999.    87 RICs consisting of 111 Portfolios    None
Interested Trustees (a)(e)
         
Name
Year of Birth
 (b)
   Position(s) Held
(Length of Service)
 (c)
   Principal Occupation(s) During Past Five Years   

Number of BlackRock-Advised
Registered Investment Companies
(“RICs”) Consisting of

Investment Portfolios
(“Portfolios”) Overseen

  

Public Company
and Other

Investment Company
Directorships Held
During Past Five Years

Robert Fairbairn

1965

  

Trustee

(Since 2015)

   Vice Chairman of BlackRock, Inc. since 2019; Member of BlackRock’s Global Executive and Global Operating Committees; Co-Chair of BlackRock’s Human Capital Committee; Senior Managing Director of BlackRock, Inc. from 2010 to 2019; oversaw BlackRock’s Strategic Partner Program and Strategic Product Management Group from 2012 to 2019; Member of the Board of Managers of BlackRock Investments, LLC from 2011 to 2018; Global Head of BlackRock’s Retail and iShares® businesses from 2012 to 2016.    123 RICs consisting of 287 Portfolios    None

John M. Perlowski (d)

1964

   Trustee (Since 2015); President and Chief Executive Officer (Since 2010)    Managing Director of BlackRock, Inc. since 2009; Head of BlackRock Global Accounting and Product Services since 2009; Advisory Director of Family Resource Network (charitable foundation) since 2009.    124 RICs consisting of 288 Portfolios    None

(a) The address of each Trustee is c/o BlackRock, Inc., 55 East 52nd Street, New York, New York 10055.

(b) Each Independent Trustee holds office until his or her successor is duly elected and qualifies or until his or her earlier death, resignation, retirement or removal as provided by the Trust’s by-laws or charter or statute, or until December 31 of the year in which he or she turns 75. Trustees who are “interested persons,” as defined in the Investment Company Act serve until their successor is duly elected and qualifies or until their earlier death, resignation, retirement or removal as provided by the Trust’s by-laws or statute, or until December 31 of the year in which they turn 72. The Board may determine to extend the terms of Independent Trustees on a case-by-case basis, as appropriate.

(c) Following the combination of Merrill Lynch Investment Managers, L.P. (“MLIM”) and BlackRock, Inc. in September 2006, the various legacy MLIM and legacy BlackRock fund boards were realigned and consolidated into three new fund boards in 2007. Certain Independent Trustees first became members of the boards of other legacy MLIM or legacy BlackRock funds as follows: Richard E. Cavanagh, 1994; Frank J. Fabozzi, 1988; R. Glenn Hubbard, 2004; W. Carl Kester, 1995; and Karen P. Robards, 1998. Certain other Independent Trustees became members of the boards of the closed-end funds in the Fixed-Income Complex as follows: Michael J. Castellano, 2011; Cynthia L. Egan, 2016; and Catherine A. Lynch, 2016.

(d) Dr. Fabozzi, Dr. Kester, Ms. Lynch and Mr. Perlowski are also trustees of the BlackRock Credit Strategies Fund.

(e) Mr. Fairbairn and Mr. Perlowski are both “interested persons,” as defined in the 1940 Act, of the Trust based on their positions with BlackRock, Inc. and its affiliates. Mr. Fairbairn and Mr. Perlowski are also board members of the BlackRock Multi-Asset Complex.

 

 

TRUSTEE AND OFFICER INFORMATION      31  


Trustee and Officer Information  (continued)

 

Officers Who Are Not Trustees (a)
     
Name
Year of Birth
 (b)
   Position(s) Held
(Length of Service)
   Principal Occupation(s) During Past Five Years

Jennifer McGovern

1977

   Vice President
(Since 2014)
   Managing Director of BlackRock, Inc. since 2016; Director of BlackRock, Inc. from 2011 to 2015; Head of Product Development and Oversight for BlackRock’s Strategic Product Management Group since 2019; Head of Product Structure and Oversight for BlackRock’s U.S. Wealth Advisory Group from 2013 to 2019.

Neal J. Andrews

1966

  

Chief Financial Officer

(Since 2007)

   Chief Financial Officer of the iShares® exchange traded funds since 2019; Managing Director of BlackRock, Inc. since 2006.

Jay M. Fife

1970

  

Treasurer

(Since 2007)

   Managing Director of BlackRock, Inc. since 2007.

Charles Park

1967

  

Chief Compliance Officer

(Since 2014)

   Anti-Money Laundering Compliance Officer for certain BlackRock-advised Funds from 2014 to 2015; Chief Compliance Officer of BlackRock Advisors, LLC and the BlackRock-advised Funds in the BlackRock Multi-Asset Complex and the BlackRock Fixed-Income Complex since 2014; Principal of and Chief Compliance Officer for iShares® Delaware Trust Sponsor LLC since 2012 and BlackRock Fund Advisors (“BFA”) since 2006; Chief Compliance Officer for the BFA-advised iShares® exchange traded funds since 2006; Chief Compliance Officer for BlackRock Asset Management International Inc. since 2012.

Lisa Belle

1968

  

Anti-Money Laundering Compliance Officer

(Since 2019)

   Managing Director of BlackRock, Inc. since 2019; Global Financial Crime Head for Asset and Wealth Management of JP Morgan from 2013 to 2019; Managing Director of RBS Securities from 2012 to 2013; Head of Financial Crimes for Barclays Wealth Americas from 2010 to 2012.

Janey Ahn

1975

   Secretary
(Since 2019)
   Managing Director of BlackRock, Inc. since 2018; Director of BlackRock, Inc. from 2009 to 2017.

(a) The address of each Officer is c/o BlackRock, Inc., 55 East 52nd Street, New York, New York 10055.

(b) Officers of the Trust serve at the pleasure of the Board.

Further information about the Trust’s Trustees and Officers is available in the Trust’s Statement of Additional Information, which can be obtained without charge by calling (800) 441-7762.

 

Effective September 4, 2019, Janey Ahn replaced Benjamin Archibald as the Secretary of the Trust.

Effective September 5, 2019, Lisa Belle replaced John MacKessy as the Anti-Money Laundering Compliance Officer of the Trust.

Effective February 19, 2020, Henry Gabbay resigned as a Trustee of the Trust.

 

Investment Adviser

BlackRock Advisors, LLC

Wilmington, DE 19809

 

Sub-Adviser

BlackRock International Limited

Edinburgh EH3 8BL

United Kingdom

Accounting Agent and Custodian

State Street Bank and Trust Company

Boston, MA 02111

 

Transfer Agent

BNY Mellon Investment Servicing (US) Inc.

Wilmington, DE 19809

Independent Registered Public Accounting Firm

Deloitte & Touche LLP

Boston, MA 02116

Distributor

BlackRock Investments, LLC

New York, NY 10022

Legal Counsel

Willkie Farr & Gallagher LLP

New York, NY 10019

Address of the Fund

100 Bellevue Parkway

Wilmington, DE 19809

 

 

 

32    2019 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Additional Information

 

General Information

Householding

The Fund will mail only one copy of shareholder documents, including prospectuses, annual and semi-annual reports and proxy statements, to shareholders with multiple accounts at the same address. This practice is commonly called “householding” and is intended to reduce expenses and eliminate duplicate mailings of shareholder documents. Mailings of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please call the Fund at (800) 537-4942.

Availability of Quarterly Schedule of Investments

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT, and for reporting periods ended prior to March 31, 2019, filed such information on Form N-Q. The Fund’s Forms N-PORT and N-Q are available on the SEC’s website at sec.gov. The Fund’s Form N-Q may also be obtained upon request and without charge by calling (800) 537-4942.

Availability of Proxy Voting Policies and Procedures

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available upon request and without charge (1) by calling (800) 537-4942; (2) at blackrock.com; and (3) on the SEC’s website at sec.gov.

Availability of Proxy Voting Record

Information about how the Fund voted proxies relating to securities held in the Fund’s portfolio during the most recent 12-month period ended June 30 is available upon request and without charge (1) at blackrock.com; or by calling (800) 537-4942; and (2) on the SEC’s website at sec.gov.

BlackRock’s Mutual Fund Family

BlackRock offers a diverse lineup of open-end mutual funds crossing all investment styles and managed by experts in equity, fixed income and tax-exempt investing. Visit blackrock.com for more information.

Shareholder Privileges

Account Information

Call us at (800) 537-4942 from 8:00 AM to 6:00 PM ET on any business day to get information about your account balances, recent transactions and share prices. You can also visit blackrock.com for more information.

Automatic Investment Plans

Investor class shareholders who want to invest regularly can arrange to have $50 or more automatically deducted from their checking or savings account and invested in any of the BlackRock funds.

Systematic Withdrawal Plans

Investor class shareholders can establish a systematic withdrawal plan and receive periodic payments of $50 or more from their BlackRock funds, as long as their account balance is at least $10,000.

Retirement Plans

Shareholders may make investments in conjunction with Traditional, Rollover, Roth, Coverdell, Simple IRAs, SEP IRAs and 403(b) Plans.

 

 

ADDITIONAL INFORMATION      33  


Additional Information  (continued)

 

BlackRock Privacy Principles

BlackRock is committed to maintaining the privacy of its current and former fund investors and individual clients (collectively, “Clients”) and to safeguarding their non-public personal information. The following information is provided to help you understand what personal information BlackRock collects, how we protect that information and why in certain cases we share such information with select parties.

If you are located in a jurisdiction where specific laws, rules or regulations require BlackRock to provide you with additional or different privacy-related rights beyond what is set forth below, then BlackRock will comply with those specific laws, rules or regulations.

BlackRock obtains or verifies personal non-public information from and about you from different sources, including the following: (i) information we receive from you or, if applicable, your financial intermediary, on applications, forms or other documents; (ii) information about your transactions with us, our affiliates, or others; (iii) information we receive from a consumer reporting agency; and (iv) from visits to our websites.

BlackRock does not sell or disclose to non-affiliated third parties any non-public personal information about its Clients, except as permitted by law or as is necessary to respond to regulatory requests or to service Client accounts. These non-affiliated third parties are required to protect the confidentiality and security of this information and to use it only for its intended purpose.

We may share information with our affiliates to service your account or to provide you with information about other BlackRock products or services that may be of interest to you. In addition, BlackRock restricts access to non-public personal information about its Clients to those BlackRock employees with a legitimate business need for the information. BlackRock maintains physical, electronic and procedural safeguards that are designed to protect the non-public personal information of its Clients, including procedures relating to the proper storage and disposal of such information.

Glossary of Terms Used in this Report

 

Currency
AUD    Australian Dollar
BRL    Brazilian Real
EGP    Egyptian Pound
EUR    Euro
JPY    Japanese Yen
MXN    Mexican Peso
RUB    Russian Ruble
TRY    Turkish Lira
USD    United States Dollar
UAH    Ukrainian Hryvnia
ZAR    South African Rand

 

 

34    2019 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Want to know more?

blackrock.com    |    877-275-1255 (1-877-ASK-1BLK)

This report is intended for current holders. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless preceded or accompanied by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.

EMB-12/19-AR

 

 

LOGO    LOGO


Item 2 –

Code of Ethics – The registrant (or the “Fund”) has adopted a code of ethics, as of the end of the period covered by this report, applicable to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. During the period covered by this report, the code of ethics was amended to update certain information and to make other non-material changes. During the period covered by this report, there have been no waivers granted under the code of ethics. The registrant undertakes to provide a copy of the code of ethics to any person upon request, without charge, who calls 1-800-441-7762.

 

Item 3 –

Audit Committee Financial Expert – The registrant’s board of directors (the “board of directors”), has determined that (i) the registrant has the following audit committee financial experts serving on its audit committee and (ii) each audit committee financial expert is independent:

Michael Castellano

Frank J. Fabozzi

Henry Gabbay

Catherine A. Lynch

Karen P. Robards

The registrant’s board of directors has determined that Karen P. Robards qualifies as an audit committee financial expert pursuant to Item 3(c)(4) of Form N-CSR.

Ms. Robards has a thorough understanding of generally accepted accounting principles, financial statements and internal control over financial reporting as well as audit committee functions. Ms. Robards has been President of Robards & Company, a financial advisory firm, since 1987. Ms. Robards was formerly an investment banker for more than 10 years where she was responsible for evaluating and assessing the performance of companies based on their financial results. Ms. Robards has over 30 years of experience analyzing financial statements. She also is a member of the audit committee of one publicly held company and a non-profit organization. Under applicable securities laws, a person determined to be an audit committee financial expert will not be deemed an “expert” for any purpose, including without limitation for the purposes of Section 11 of the Securities Act of 1933, as a result of being designated or identified as an audit committee financial expert. The designation or identification of a person as an audit committee financial expert does not impose on such person any duties, obligations, or liabilities greater than the duties, obligations, and liabilities imposed on such person as a member of the audit committee and board of directors in the absence of such designation or identification. The designation or identification of a person as an audit committee financial expert does not affect the duties, obligations, or liability of any other member of the audit committee or board of directors.

 

Item 4 –

Principal Accountant Fees and Services

The following table presents fees billed by Deloitte & Touche LLP (“D&T”) in each of the last two fiscal years for the services rendered to the Fund:

 

2


           (a) Audit Fees    (b) Audit-Related Fees1    (c) Tax Fees2    (d) All Other Fees
Entity Name         Current
Fiscal Year    
End
   Previous
Fiscal Year    
End
   Current
Fiscal Year    
End
   Previous
Fiscal Year    
End
   Current
Fiscal Year    
End
   Previous
Fiscal Year    
End
   Current
Fiscal Year    
End
   Previous
Fiscal Year    
End
BlackRock Emerging Markets Bond Fund        $40,800    $40,800    $0    $0    $18,100    $17,500    $0    $0

The following table presents fees billed by D&T that were required to be approved by the registrant’s audit committee (the “Committee”) for services that relate directly to the operations or financial reporting of the Fund and that are rendered on behalf of BlackRock Advisors, LLC (the “Investment Adviser” or “BlackRock”) and entities controlling, controlled by, or under common control with BlackRock (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) that provide ongoing services to the Fund (“Affiliated Service Providers”):

 

      Current Fiscal Year End    Previous Fiscal Year End

(b) Audit-Related Fees1

   $0    $0

(c) Tax Fees2

   $0    $0

(d) All Other Fees3

   $2,050,500    $2,274,000

1 The nature of the services includes assurance and related services reasonably related to the performance of the audit or review of financial statements not included in Audit Fees, including accounting consultations, agreed-upon procedure reports, attestation reports, comfort letters, out-of-pocket expenses and internal control reviews not required by regulators.

2 The nature of the services includes tax compliance and/or tax preparation, including services relating to the filing or amendment of federal, state or local income tax returns, regulated investment company qualification reviews, taxable income and tax distribution calculations.

3 Non-audit fees of $2,050,500 and $2,274,000 for the current fiscal year and previous fiscal year, respectively, were paid to the Fund’s principal accountant in their entirety by BlackRock, in connection with services provided to the Affiliated Service Providers of the Fund and of certain other funds sponsored and advised by BlackRock or its affiliates for a service organization review and an accounting research tool subscription. These amounts represent aggregate fees paid by BlackRock and were not allocated on a per fund basis.

(e)(1) Audit Committee Pre-Approval Policies and Procedures:

The Committee has adopted policies and procedures with regard to the pre-approval of services. Audit, audit-related and tax compliance services provided to the registrant on an annual basis require specific pre-approval by the Committee. The Committee also must approve other non-audit services provided to the registrant and those non-audit services provided to the Investment Adviser and Affiliated Service Providers that relate directly to the operations and the financial reporting of the registrant. Certain of these non-audit services that the Committee believes are (a) consistent with the SEC’s auditor independence rules and (b) routine and recurring services that will not impair the independence of the independent accountants may be approved by the Committee without consideration on a specific case-by-case basis (“general pre-approval”). The term of any general pre-approval is 12 months from the date of the pre-approval, unless the Committee provides for a different period. Tax or other non-audit services provided to the registrant which have a direct impact on the operations or financial reporting of the registrant will only be deemed pre-approved provided that any individual project does not exceed $10,000 attributable to the registrant or $50,000 per project. For this purpose, multiple projects will be aggregated to determine if they exceed the previously mentioned cost levels.

 

3


Any proposed services exceeding the pre-approved cost levels will require specific pre-approval by the Committee, as will any other services not subject to general pre-approval (e.g., unanticipated but permissible services). The Committee is informed of each service approved subject to general pre-approval at the next regularly scheduled in-person board meeting. At this meeting, an analysis of such services is presented to the Committee for ratification. The Committee may delegate to the Committee Chairman the authority to approve the provision of and fees for any specific engagement of permitted non-audit services, including services exceeding pre-approved cost levels.

(e)(2) None of the services described in each of Items 4(b) through (d) were approved by the Committee pursuant to the de minimis exception in paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) Not Applicable

(g) The aggregate non-audit fees, defined as the sum of the fees shown under “Audit-Related Fees,” “Tax Fees” and “All Other Fees,” paid to the accountant for services rendered by the accountant to the registrant, the Investment Adviser and the Affiliated Service Providers were:

 

Entity Name   Current Fiscal Year
End
 

Previous Fiscal

Year End

       
BlackRock Emerging Markets Bond Fund   $18,100   $17,500

Additionally, the amounts billed by D&T in connection with services provided to the Affiliated Service Providers of the Fund and of other funds sponsored and advised by BlackRock or its affiliates during the current and previous fiscal years for a service organization review and an accounting research tool subscription were:

 

Current Fiscal Year

End

  

Previous Fiscal Year

End

$2,050,500

   $2,274,000

These amounts represent aggregate fees paid by BlackRock and were not allocated on a per fund basis.

(h) The Committee has considered and determined that the provision of non-audit services that were rendered to the Investment Adviser and the Affiliated Service Providers that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.

 

Item 5 –

Audit Committee of Listed Registrants – Not Applicable

 

Item 6 –

Investments

(a) The registrant’s Schedule of Investments is included as part of the Report to Stockholders filed under Item 1 of this Form.

(b) Not Applicable due to no such divestments during the semi-annual period covered since the previous Form N-CSR filing.

 

4


Item 7 – 

Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies – Not Applicable

 

Item 8 – 

Portfolio Managers of Closed-End Management Investment Companies – Not Applicable

 

Item 9 – 

Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers – Not Applicable

 

Item 10 – 

Submission of Matters to a Vote of Security Holders – There have been no material changes to these procedures.

 

Item 11 – 

Controls and Procedures

(a) –     The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing of this report based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rule 15d-15(b) under the Securities Exchange Act of 1934, as amended.

(b) –     There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

Item 12 – 

Disclosure of Securities Lending Activities for Closed-End Management Investment Companies – Not Applicable to the registrant.

 

Item 13 – 

Exhibits attached hereto

(a)(1) Code of Ethics – See Item 2

(a)(2) Certifications – Attached hereto

(a)(3) Not Applicable

(a)(4) Not Applicable

(b) Certifications – Attached hereto

 

 

5


Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

BlackRock Funds V

 

By:    

  /s/ John M. Perlowski                    
  John M. Perlowski
  Chief Executive Officer (principal executive officer) of
  BlackRock Funds V

Date: March 6, 2020

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By:       /s/ John M. Perlowski                    
  John M. Perlowski
 

Chief Executive Officer (principal executive officer) of

BlackRock Funds V

Date: March 6, 2020

 

By:       /s/ Neal J. Andrews                    
  Neal J. Andrews
  Chief Financial Officer (principal financial officer) of
  BlackRock Funds V

Date: March 6, 2020

 

 

6

EX-99. CERT

CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE 1940 ACT AND SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

 

I, John M. Perlowski, Chief Executive Officer (principal executive officer) of BlackRock Funds V, certify that:

1.        I have reviewed this report on Form N-CSR of BlackRock Funds V;

2.        Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.        Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4.        The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a)        designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)        designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)        evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

d)        disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.        The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)        all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

b)        any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: March 6, 2020

/s/ John M. Perlowski                
John M. Perlowski
Chief Executive Officer (principal executive officer) of
BlackRock Funds V


EX-99. CERT

CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE 1940 ACT AND SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

 

 

I, Neal J. Andrews, Chief Financial Officer (principal financial officer) of BlackRock Funds V, certify that:

1.        I have reviewed this report on Form N-CSR of BlackRock Funds V;

2.        Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.        Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4.        The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a)        designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)        designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)        evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

d)        disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.        The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)        all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

b)        any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: March 6, 2020

/s/ Neal J. Andrews            
Neal J. Andrews
Chief Financial Officer (principal financial officer) of
BlackRock Funds V

Exhibit 99.906CERT

Certification Pursuant to Rule 30a-2(b) under the 1940 Act and

Section 906 of the Sarbanes-Oxley Act of 2002

Pursuant to 18 U.S.C. § 1350, the undersigned officer of BlackRock Funds V (the “registrant”), hereby certifies, to the best of his knowledge, that the registrant’s Report on Form N-CSR for the period ended December 31, 2019 (the “Report”) fully complies with the requirements of Section 15(d) of the Securities Exchange Act of 1934, as amended, and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the registrant.

Date: March 6, 2020

/s/ John M. Perlowski                

John M. Perlowski

Chief Executive Officer (principal executive officer) of

BlackRock Funds V

Pursuant to 18 U.S.C. § 1350, the undersigned officer of BlackRock Funds V (the “registrant”), hereby certifies, to the best of his knowledge, that the registrant’s Report on Form N-CSR for the period ended December 31, 2019 (the “Report”) fully complies with the requirements of Section 15(d) of the Securities Exchange Act of 1934, as amended, and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the registrant.

Date: March 6, 2020

/s/ Neal J. Andrews                

Neal J. Andrews

Chief Financial Officer (principal financial officer) of

BlackRock Funds V

This certification is being furnished pursuant to Rule 30a-2(b) under the Investment Company Act of 1940, as amended, and 18 U.S.C. § 1350 and is not being filed as part of the Form N-CSR with the Securities and Exchange Commission.