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: 811-10333

Name of Fund:  BlackRock Municipal Income Investment Trust (BBF)

Fund Address:   100 Bellevue Parkway, Wilmington, DE 19809

Name and address of agent for service:  John M. Perlowski, Chief Executive Officer, BlackRock Municipal

Income Investment Trust, 55 East 52nd Street, New York, NY 10055

Registrant’s telephone number, including area code: (800) 882-0052, Option 4

Date of fiscal year end: 07/31/2020

Date of reporting period: 07/31/2020


Item 1 – Report to Stockholders


 

LOGO   JULY 31, 2020

 

   2020 Annual Report

 

BlackRock California Municipal Income Trust (BFZ)

BlackRock Municipal 2030 Target Term Trust (BTT)

BlackRock Municipal Income Investment Trust (BBF)

BlackRock New York Municipal Income Trust (BNY)

 

 

 

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of each Trust’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 Computershare at (800) 699-1236 to request that you 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 or its 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 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


Section 19(a) Notice

 

The amounts and sources of distributions reported are estimates and are being provided pursuant to regulatory requirements and are not being provided for tax reporting purposes. The actual amounts and sources for tax reporting purposes will depend upon each Fund’s investment experience during the year and may be subject to changes based on tax regulations. Shareholders will receive a Form 1099-DIV each calendar year that will inform them how to report these distributions for federal income tax purposes.

 

     Total Fiscal Year to Date Cumulative
Distributions by Character
    Percentage of Fiscal Year to Date Cumulative
Distributions by Character
 
Ticker   Net
Investment
Income
    Net Realized
Capital Gains
Short Term
    Net Realized
Capital Gains
Long Term
    Return of
Capital(a)
    Total Per
Common
Share
    Net
Investment
Income
    Net Realized
Capital Gains
Short-Term
    Net Realized
Capital Gains
Long-Term
    Return of
Capital
    Total Per
Common
Share
 

BFZ

  $ 0.459782     $     $     $ 0.010218       0.470000       98     0     0     2     100

BBF

    0.607207                   0.012793       0.620000       98       0       0       2       100  

 

  (a) 

The Trust estimates that it has distributed more than its net investment income and net realized capital gains; therefore, a portion of the distribution may be a return of capital. A return of capital may occur, for example, when some or all of the shareholder’s investment in the Fund is returned to the shareholder. A return of capital does not necessarily reflect the Fund’s investment performance and should not be confused with “yield” or “income.” When distributions exceed total return performance, the difference will reduce the Fund’s net asset value per share.

 

Section 19(a) notices for the Trusts, as applicable, are available on the BlackRock website at blackrock.com.

 

 

2  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


The Markets in Review

Dear Shareholder,

The last 12 months have been a time of sudden change in global financial markets, as a long period of growth and positive returns was interrupted in early 2020 by the emergence and spread of the coronavirus. For the first half of the reporting period, U.S. equities and bonds both delivered impressive returns, despite 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. But as the threat from the coronavirus (or “COVID-19”) became more apparent throughout February and March 2020, countries around the world took economically disruptive countermeasures, causing a global recession and a sharp fall in equity prices. While markets have since recovered most of these losses as countries around the world adapt to life with the virus, lingering uncertainty about the depth and duration of the pandemic and an uptick in global infection rates tempered optimism late in the reporting period.

Returns for most securities were robust for the first half of the reporting period, as investors began to realize that the U.S. economy was maintaining the modest yet steady growth that had characterized this economic cycle. However, once stay-at-home orders and closures of non-essential businesses became widespread, many workers were laid off and unemployment claims spiked. The subsequent rapid decline in equity prices was followed by a slow recovery, and some economic indicators began to improve. U.S. large-capitalization stocks, which are often considered more resilient than smaller companies during market turbulence, advanced significantly. International equities from developed economies ended the 12-month reporting period with negative performance, while emerging market stocks posted a positive return.

The performance of different types of fixed-income securities diverged substantially due to a reduced investor appetite for risk. Treasuries benefited from the risk-off environment, and posted healthy returns, as the 10-year U.S. Treasury yield (which is inversely related to bond prices) fell to an all-time low. Investment-grade corporate bonds also delivered solid returns, while high-yield corporate returns were more modest due to credit concerns.

The U.S. Federal Reserve (the “Fed”) reduced interest rates three times in 2019, to support slowing economic growth. After the coronavirus outbreak, the Fed instituted two emergency rate cuts, pushing short-term interest rates close to zero. To stabilize credit markets, the Fed also implemented a new bond-buying program, as did several other central banks around the world, including the European Central Bank and the Bank of Japan.

Looking ahead, while coronavirus-related disruptions have clearly hindered worldwide economic growth, we believe that the global expansion is likely to continue once the outbreak subsides. Several risks remain, however, including a potential resurgence of the coronavirus amid loosened restrictions, policy fatigue among governments already deep into deficit spending, and structural damage to the financial system from lengthy economic interruptions.

Overall, we favor a moderately positive stance toward risk, and in particular toward credit given the extraordinary central bank measures taken in recent months. This support extends beyond investment-grade corporates and into high-yield, leading to attractive opportunities throughout the credit market. We believe that both U.S. Treasuries and sustainable investments can help provide portfolio resilience, and the disruption created by the coronavirus appears to be accelerating the shift toward sustainable investments. We remain neutral on equities overall while favoring European stocks, which are poised for cyclical upside as re-openings continue.

In this environment, our view is that 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 July 31, 2020
     6-month   12-month

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

  2.42%   11.96%

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

  (7.61)   (4.59)

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

  (7.34)   (1.67)

Emerging market equities
(MSCI Emerging Markets Index)

  3.08   6.55

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

  0.48   1.46

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

  9.92   15.55

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

  5.69   10.12

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

  1.75   4.89

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

  0.62   4.07
Past performance is no guarantee of future results. Index performance is shown for illustrative purposes only. You cannot invest directly in an index.
 

 

 

3    THIS PAGE IS NOT PART OF YOUR FUND REPORT


Table of Contents

 

      Page  

Section 19(a) Notice

     2  

The Markets in Review

     3  

Annual Report:

  

Municipal Market Overview

     5  

The Benefits and Risks of Leveraging

     6  

Derivative Financial Instruments

     6  

Trust Summaries

     7  

Financial Statements:

  

Schedules of Investments

     15  

Statements of Assets and Liabilities

     41  

Statements of Operations

     42  

Statements of Changes in Net Assets

     43  

Statements of Cash Flows

     45  

Financial Highlights

     46  

Notes to Financial Statements

     50  

Report of Independent Registered Public Accounting Firm

     61  

Disclosure of Investment Advisory Agreements

     62  

Fund Investment Objectives, Policies and Risks

     66  

Automatic Dividend Reinvestment Plans

     78  

Trustee and Officer Information

     79  

Additional Information

     82  

Glossary of Terms Used in this Report

     84  

 

 

4       


Municipal Market Overview  For the Reporting Period Ended July 31, 2020

 

Municipal Market Conditions

Municipal bonds posted positive total returns during the period amid increased volatility created by the COVID-19 pandemic. Early in the period, consistently strong performance was driven by a favorable technical backdrop. However, as the economy shut down to stem the spread of COVID-19, the municipal market experienced volatility that was worse than during the height of the global financial crisis. Performance plummeted -10.87% during a two-week period in March 2020, before rebounding on valuation-based buying (for comparison, the -11.86% correction in 2008 spanned more than a month). As federal authorities stepped in to provide stimulus, passing the CARES Act and creating the Municipal Lending Facility, the market stabilized. Strong performance returned late in the period alongside the re-opening of the economy.

 

 
Similarly, strong technical support during most of the period temporarily waned as COVID-19 fears spurred risk-off sentiment and a streak of 60-consecutive weeks of inflows turned to record outflows. During the 12 months ended July 31, 2020, municipal bond funds experienced net inflows totaling $39 billion, drawn down by nearly $46 billion in outflows during the months of March and April (based on data from the Investment Company Institute). For the same 12-month period, new issuance was robust at $449 billion but slowed during the height of the pandemic as market liquidity became constrained amid   S&P Municipal Bond Index

Total Returns as of July 31, 2020

  6 months: 1.75%

12 months: 4.89%

 

the flight to quality. Taxable issuance was elevated as issuers increasingly advance refunded tax-exempt debt in the taxable municipal market for cost savings.

A Closer Look at Yields

 

LOGO

From July 31, 2019 to July 31, 2020, yields on AAA-rated 30-year municipal bonds decreased by 87 basis points (“bps”) from 2.24% to 1.37%, while ten-year rates decreased by 87 bps from 1.52% to 0.65% and five-year rates decreased by 88 bps from 1.11% to 0.23% (as measured by Thomson Municipal Market Data). As a result, the municipal yield curve bull steepened over the 12-month period with the spread between two- and 30-year maturities steepening by 7 bps, lagging the 45 bps of steepening experienced in the U.S. Treasury curve.

During the same period, tax-exempt municipal bonds significantly underperformed U.S. Treasuries across the yield curve. Relative valuations, which had been stretched since the passage of tax reform, reset to attractive levels not seen since 2008. This resulted in increased participation from crossover investors in a market that has mainly been driven by retail.

Financial Conditions of Municipal Issuers

The COVID-19 pandemic is an unprecedented shock to the system impacting nearly every sector in the municipal market. Luckily, most states and municipalities were in excellent fiscal health before the crisis and the federal government has provided an incredible amount of support. BlackRock expects ongoing stability in high-quality states as well as school districts and local governments given that property taxes have proven resilient in past economic downturns. Essential public services such as power, water, and sewer are protected segments. State housing authority bonds, flagship universities, and strong national and regional health systems are well positioned to absorb the impact of the economic shock. However, some segments are facing daunting financial challenges and federal support may be insufficient, requiring issuers to draw down reserves and/or borrow to meet financial obligations. Critical providers (safety net hospitals, mass transit, airports) with limited resources will require funding from the states and broader municipalities they serve. BlackRock anticipates that a small subset of the market, mainly non-rated stand-alone projects, will experience significant credit deterioration. Assuming the worst case, a prolonged recession would likely mean a spate of defaults, primarily in non-rated credits, and the migration of the muni market’s overall credit quality from double-A to a still-strong single-A rating. As a result, BlackRock advocates careful credit selection and anticipates increased credit dispersion as the market navigates near-term uncertainty.

The opinions expressed are those of BlackRock as of July 31, 2020 and are subject to change at any time due to changes in market or economic conditions. The comments should not be construed as a recommendation of any individual holdings or market sectors. Investing involves risk including loss of principal. Bond values fluctuate in price so the value of your investment can go down depending on market conditions. Fixed income risks include interest-rate and credit risk. Typically, when interest rates rise, there is a corresponding decline in bond values. Credit risk refers to the possibility that the bond issuer will not be able to make principal and interest payments. There may be less information on the financial condition of municipal issuers than for public corporations. The market for municipal bonds may be less liquid than for taxable bonds. Some investors may be subject to Alternative Minimum Tax (“AMT”). Capital gains distributions, if any, are taxable.

The S&P Municipal Bond Index, a broad, market value-weighted index, seeks to measure the performance of the U.S. municipal bond market. All bonds in the index are exempt from U.S. federal income taxes or subject to the AMT. Past performance is no guarantee of future results. Index performance is shown for illustrative purposes only. It is not possible to invest directly in an index.

 

 

MUNICIPAL MARKET OVERVIEW      5  


The Benefits and Risks of Leveraging

 

The Trusts may utilize leverage to seek to enhance the distribution rate on, and net asset value (“NAV”) of, their common shares (“Common Shares”). However, there is no guarantee that these objectives can be achieved in all interest rate environments.

In general, the concept of leveraging is based on the premise that the financing cost of leverage, which is based on short-term interest rates, is normally lower than the income earned by a Trust on its longer-term portfolio investments purchased with the proceeds from leverage. To the extent that the total assets of each Trust (including the assets obtained from leverage) are invested in higher-yielding portfolio investments, each Trust’s shareholders benefit from the incremental net income. The interest earned on securities purchased with the proceeds from leverage (after paying the leverage costs) is paid to shareholders in the form of dividends, and the value of these portfolio holdings (less the leverage liability) is reflected in the per share NAV.

To illustrate these concepts, assume a Trust’s Common Shares capitalization is $100 million and it utilizes leverage for an additional $30 million, creating a total value of $130 million available for investment in longer-term income securities. If prevailing short-term interest rates are 3% and longer-term interest rates are 6%, the yield curve has a strongly positive slope. In this case, a Trust’s financing costs on the $30 million of proceeds obtained from leverage are based on the lower short-term interest rates. At the same time, the securities purchased by a Trust with the proceeds from leverage earn income based on longer-term interest rates. In this case, a Trust’s financing cost of leverage is significantly lower than the income earned on a Trust’s longer-term investments acquired from such leverage proceeds, and therefore the holders of Common Shares (“Common Shareholders”) are the beneficiaries of the incremental net income.

However, in order to benefit Common Shareholders, the return on assets purchased with leverage proceeds must exceed the ongoing costs associated with the leverage. If interest and other costs of leverage exceed a Trust’s return on assets purchased with leverage proceeds, income to shareholders is lower than if the Trust had not used leverage. Furthermore, the value of the Trusts’ portfolio investments generally varies inversely with the direction of long-term interest rates, although other factors can influence the value of portfolio investments. In contrast, the value of each Trust’s obligations under its respective leverage arrangement generally does not fluctuate in relation to interest rates. As a result, changes in interest rates can influence the Trusts’ NAVs positively or negatively. Changes in the future direction of interest rates are very difficult to predict accurately, and there is no assurance that the Trust’s intended leveraging strategy will be successful.

The use of leverage also generally causes greater changes in each Trust’s NAV, market price and dividend rates than comparable portfolios without leverage. In a declining market, leverage is likely to cause a greater decline in the NAV and market price of a Trust’s Common Shares than if the Trust were not leveraged. In addition, each Trust may be required to sell portfolio securities at inopportune times or at distressed values in order to comply with regulatory requirements applicable to the use of leverage or as required by the terms of leverage instruments, which may cause the Trust to incur losses. The use of leverage may limit a Trust’s ability to invest in certain types of securities or use certain types of hedging strategies. Each Trust incurs expenses in connection with the use of leverage, all of which are borne by Common Shareholders and may reduce income to the Common Shares. Moreover, to the extent the calculation of each Trust’s investment advisory fees includes assets purchased with the proceeds of leverage, the investment advisory fees payable to the Trusts’ investment adviser will be higher than if the Trusts did not use leverage.

To obtain leverage, each Trust has issued Variable Rate Demand Preferred Shares (“VRDP Shares”), Variable Rate Muni Term Preferred Shares (“VMTP Shares”) or Remarketable Variable Rate Muni Term Preferred Shares (“RVMTP Shares”) (collectively, “Preferred Shares”) and/or leveraged its assets through the use of tender option bond trusts (“TOB Trusts”) as described in the Notes to Financial Statements.

Under the Investment Company Act of 1940, as amended (the “1940 Act”), each Trust is permitted to issue debt up to 33 1/3% of its total managed assets or equity securities (e.g., Preferred Shares) up to 50% of its total managed assets. A Trust may voluntarily elect to limit its leverage to less than the maximum amount permitted under the 1940 Act. In addition, a Trust may also be subject to certain asset coverage, leverage or portfolio composition requirements imposed by the Preferred Shares’ governing instruments or by agencies rating the Preferred Shares, which may be more stringent than those imposed by the 1940 Act.

If a Trust segregates or designates on its books and records cash or liquid assets having a value not less than the value of a Trust’s obligations under the TOB Trust (including accrued interest), then the TOB Trust is not considered a senior security and is not subject to the foregoing limitations and requirements imposed by the 1940 Act.

Derivative Financial Instruments

The Trusts 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 Trusts’ 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 a Trust can realize on an investment and/or may result in lower distributions paid to shareholders. The Trusts’ investments in these instruments, if any, are discussed in detail in the Notes to Financial Statements.

 

 

6  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Trust Summary  as of July 31, 2020    BlackRock California Municipal Income Trust

 

Trust Overview

BlackRock California Municipal Income Trust’s (BFZ) (the “Trust”) investment objective is to provide current income exempt from regular U.S. federal income and California income taxes. The Trust seeks to achieve its investment objective by investing primarily in municipal obligations exempt from U.S. federal income taxes (except that the interest may be subject to the federal alternative minimum tax) and California income taxes. The Trust invests, under normal market conditions, at least 80% of its assets in municipal obligations that are investment grade quality, or are considered by the Trust’s investment adviser to be of comparable quality, at the time of investment. The Trust may invest directly in securities or synthetically through the use of derivatives.

No assurance can be given that the Trust’s investment objective will be achieved.

Trust Information

 

Symbol on New York Stock Exchange (“NYSE”)

  BFZ

Initial Offering Date

  July 27, 2001

Yield on Closing Market Price as of July 31, 2020 ($13.79)(a)

  3.31%

Tax Equivalent Yield(b)

  7.21%

Current Monthly Distribution per Common Share(c)

  $0.0380

Current Annualized Distribution per Common Share(c)

  $0.4560

Leverage as of July 31, 2020(d)

  39%

 

  (a)

Yield on closing market price is calculated by dividing the current annualized distribution per share by the closing market price. Past performance does not guarantee future results.

 
  (b)

Tax equivalent yield assumes the maximum marginal U.S. federal and state tax rate of 54.10%, which includes the 3.8% Medicare tax. Actual tax rates will vary based on income, exemptions and deductions. Lower taxes will result in lower tax equivalent yields.

 
  (c)

The distribution rate is not constant and is subject to change. A portion of the distribution may be deemed a return of capital or net realized gain.

 
  (d)

Represents VMTP Shares and TOB Trusts as a percentage of total managed assets, which is the total assets of the Trust, including any assets attributable to VMTP Shares and TOB Trusts, minus the sum of accrued liabilities. Does not reflect derivatives or other instruments that may give rise to economic leverage. For a discussion of leveraging techniques utilized by the Trust, please see The Benefits and Risks of Leveraging and Derivative Financial Instruments on page 6.

 

Performance

Returns for the 12 months ended July 31, 2020 were as follows:

 

    Returns Based On  
     Market Price      NAV  

BFZ(a)(b)

    5.77      7.69

Lipper California Municipal Debt Funds(c)

    4.19        6.17  

 

  (a) 

All returns reflect reinvestment of dividends and/or distributions at actual reinvestment prices.

 
  (b) 

The Trust’s discount to NAV widened during the period, which accounts for the difference between performance based on market price and performance based on NAV.

 
  (c) 

Average return. Returns reflect reinvestment of dividends and/or distributions at NAV on the ex-dividend date as calculated by Lipper.

 
   

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

 
   

Past performance is no guarantee of future results.

 

The following discussion relates to the Trust’s absolute performance based on NAV:

Municipal bonds performed well from the beginning of the reporting period until February 2020 due to accommodative Fed policy and favorable supply-and-demand trends in the market. This supportive backdrop changed abruptly in March once the spread of COVID-19 led to travel restrictions, business closures and stay-at-home orders, leading to significant, broad-based weakness across the financial markets. Tax-exempt issues were hard hit in the sell-off, as investors withdrew cash from municipal bond funds and low market liquidity inhibited efficient pricing. Municipal bonds recovered in the April-July interval due to aggressive stimulus from the Fed and U.S. Congress, allowing the category to finish in positive territory for the full period.

California municipal bonds outperformed the national market due to strong demand from both retail and institutional investors. The high tax regime for state residents, together with the anticipation of potential higher taxes nationally to finance growing deficits, helped make California municipal bonds an attractive investment vehicle. Despite concerns about COVID-19, California’s diverse economic base gave investors confidence that the state’s debt service remained safely covered.

The Trust benefited from its position in longer-duration securities. (Duration is a measure of interest-rate sensitivity.) At the sector level, positions in transportation, tax-backed local, school district, utility and education issues made the largest contributions. The use of leverage, which added to the Trust’s income and amplified the effect of rising prices, was a further positive.

The Trust sought to manage interest rate risk using U.S. Treasury futures. Given that U.S. Treasury yields fell, as prices rose, this strategy detracted from performance.

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.

 

 

TRUST SUMMARY

  7


Trust Summary  as of July 31, 2020 (continued)    BlackRock California Municipal Income Trust

 

Market Price and Net Asset Value Per Share Summary

 

     07/31/20     07/31/19      Change      High      Low  

Market Price

  $ 13.79     $ 13.50        2.15    $ 14.38      $ 10.10  

Net Asset Value

    15.86       15.25        4.00        16.19        12.62  

Market Price and Net Asset Value History For the Past Five Years

 

LOGO

Overview of the Trust’s Total Investments *

 

SECTOR ALLOCATION

 

Sector   07/31/20     07/31/19  

County/City/Special District/School District

    30     36

Transportation

    22       17  

Utilities

    16       15  

Education

    11       11  

Health

    9       11  

State

    8       6  

Tobacco

    3       4  

Housing

    1       (b) 

 

   

For Trust compliance purposes, the Trust’s sector classifications refer to one or more of the sector sub-classifications used by one or more widely recognized market indexes or rating group indexes, and/or as defined by the investment adviser. These definitions may not apply for purposes of this report, which may combine such sector sub-classifications for reporting ease.

 

CALL /MATURITY SCHEDULE (c)

 

Calendar Year Ended December 31,

       

2020

    1

2021

    3  

2022

    6  

2023

    6  

2024

    6  

 

  (c)

Scheduled maturity dates and/or bonds that are subject to potential calls by issuers over the next five years.

 
  *

Excludes short-term securities.

 

CREDIT QUALITY ALLOCATION (a)

 

Credit Rating   07/31/20     07/31/19  

AAA/Aaa

    9     9

AA/Aa

    68       73  

A

    14       11  

BBB/Baa

    (b)      (b) 

BB/Ba

    (b)      1  

B/B

    1       (b) 

CC

    1       1  

N/R

    7       5  

 

  (a)

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. Investments designated N/R are not rated by either rating agency. Unrated investments do not necessarily indicate low credit quality. Credit quality ratings are subject to change.

 
  (b)

Represents less than 1% of the Trust’s total investments.

 
 

 

 

8  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Trust Summary  as of July 31, 2020    BlackRock Municipal 2030 Target Term Trust

 

Trust Overview

BlackRock Municipal 2030 Target Term Trust’s (BTT) (the “Trust”) investment objectives are to provide current income exempt from regular U.S. federal income tax (but which may be subject to the federal alternative minimum tax in certain circumstances) and to return $25.00 per common share (the initial offering price per share) to holders of common shares on or about December 31, 2030. The Trust seeks to achieve its investment objectives by investing at least 80% of its assets in municipal bonds exempt from U.S. federal income taxes (except that the interest may be subject to the federal alternative minimum tax). The Trust invests at least 80% of its assets in municipal bonds that are investment grade quality, or are considered by the Trust’s investment adviser to be of comparable quality, at the time of investment. The Trust actively manages the maturity of its bonds to seek to have a dollar weighted average effective maturity approximately equal to the Trust’s maturity date. The Trust may invest directly in securities or synthetically through the use of derivatives.

There is no assurance that the Trust will achieve its investment objectives, including its investment objective of returning $25.00 per share.

Trust Information

 

Symbol on NYSE

  BTT

Initial Offering Date

  August 30, 2012

Termination Date (on or about)

  December 31, 2030

Yield on Closing Market Price as of July 31, 2020 ($24.78)(a)

  3.02%

Tax Equivalent Yield(b)

  5.10%

Current Monthly Distribution per Common Share(c)

  $0.0624

Current Annualized Distribution per Common Share(c)

  $0.7488

Leverage as of July 31, 2020(d)

  35%

 

  (a)

Current Distribution Rate on closing market price is calculated by dividing the current annualized distribution per share by the closing market price. The current distribution rate may consist of income, net realized gains and/or a return of capital. See the financial highlights for the actual sources and character of distributions. Past performance does not guarantee future results.

 
  (b)

Tax equivalent yield assumes the maximum marginal U.S. federal tax rate of 40.80%, which includes the 3.8% Medicare tax. Actual tax rates will vary based on income, exemptions and deductions. Lower taxes will result in lower tax equivalent yields.

 
  (c)

The distribution rate is not constant and is subject to change.

 
  (d)

Represents RVMTP Shares and TOB Trusts as a percentage of total managed assets, which is the total assets of the Trust, including any assets attributable to RVMTP Shares and TOB Trusts, minus the sum of accrued liabilities. Does not reflect derivatives or other instruments that may give rise to economic leverage. For a discussion of leveraging techniques utilized by the Trust, please see The Benefits and Risks of Leveraging and Derivative Financial Instruments on page 6.

 

Performance

Returns for the 12 months ended July 31, 2020 were as follows:

 

    Returns Based On  
     Market Price      NAV  

BTT(a)(b)

    8.84      6.04

Lipper General & Insured Municipal Debt Funds (Leveraged)(c)

    3.68        4.99  

 

  (a) 

All returns reflect reinvestment of dividends and/or distributions at actual reinvestment prices.

 
  (b) 

The Trust’s discount to NAV narrowed during the period, which accounts for the difference between performance based on market price and performance based on NAV.

 
  (c) 

Average return. Returns reflect reinvestment of dividends and/or distributions at NAV on the ex-dividend date as calculated by Lipper.

 

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

Past performance is no guarantee of future results.

The following discussion relates to the Trust’s absolute performance based on NAV:

Municipal bonds performed well from the beginning of the reporting period until February 2020 due to accommodative Fed policy and favorable supply-and-demand trends in the market. This supportive backdrop changed abruptly in March once the spread of COVID-19 led to travel restrictions, business closures and stay-at-home orders, leading to significant, broad-based weakness across the financial markets. Tax-exempt issues were hard hit in the sell-off, as investors withdrew cash from municipal bond funds and low market liquidity inhibited efficient pricing. Municipal bonds recovered in the April-July interval due to aggressive stimulus from the Fed and U.S. Congress, allowing the category to finish in positive territory for the full period.

All segments of the market—industry, ratings, maturities and coupons—delivered positive returns. The Trust’s positions in the tax-backed sector made the largest contribution to performance, largely as a result of its position in Puerto Rico sales tax bonds. Health care and transportation, both of which are revenue sectors (i.e., backed by dedicated revenue streams), were also large contributors. The Trust’s use of leverage, which augmented income and amplified the effect of rising prices, was a further positive. Conversely, reinvestment risk remained a headwind since as the proceeds from bonds that matured or were called needed to be reinvested at lower yields compared to bonds that were issued when yields were higher.

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.

 

 

TRUST SUMMARY

  9


Trust Summary  as of July 31, 2020 (continued)    BlackRock Municipal 2030 Target Term Trust

 

Market Price and Net Asset Value Per Share Summary

 

     07/31/20     07/31/19      Change      High      Low  

Market Price

  $ 24.78     $ 23.49        5.49    $ 25.09      $ 18.69  

Net Asset Value

    26.31       25.60        2.77        27.30        22.40  

Market Price and Net Asset Value History For the Past Five Years

 

LOGO

 

Overview of the Trust’s Total Investments *

 

SECTOR ALLOCATION

 

Sector   07/31/20     07/31/19  

Transportation

    24     24

Health

    17       18  

State

    16       15  

County/City/Special District/School District

    14       14  

Education

    8       8  

Utilities

    8       7  

Corporate

    8       9  

Tobacco

    3       3  

Housing

    2       2  

 

   

For Trust compliance purposes, the Trust’s sector classifications refer to one or more of the sector sub-classifications used by one or more widely recognized market indexes or rating group indexes, and/or as defined by the investment adviser. These definitions may not apply for purposes of this report, which may combine such sector sub-classifications for reporting ease.

 

CALL/MATURITY SCHEDULE (c)

 

Calendar Year Ended December 31,

       

2020

    3

2021

    1  

2022

    25  

2023

    9  

2024

    4  

 

  (c) 

Scheduled maturity dates and/or bonds that are subject to potential calls by issuers over the next five years.

 
  *

Excludes short-term securities.

 

CREDIT QUALITY ALLOCATION (a)

 

Credit Rating   07/31/20     07/31/19  

AAA/Aaa

    3     4

AA/Aa

    30       30  

A

    41       37  

BBB/Baa

    14       15  

BB/Ba

    3       3  

B

          2  

N/R(b)

    9       9  

 

  (a) 

For financial reporting purposes, credit quality ratings shown above reflect the highest rating assigned by either S&P Global Ratings or 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. Investments designated N/R are not rated by either rating agency. Unrated investments do not necessarily indicate low credit quality. Credit quality ratings are subject to change.

 
  (b) 

The investment adviser evaluates the credit quality of unrated investments based upon certain factors including, but not limited to, credit ratings for similar investments and financial analysis of sectors and individual investments. Using this approach, the investment adviser has deemed certain of these unrated securities as investment grade quality. As of July 31, 2020 and July 31, 2019, the market value of unrated securities deemed by the investment adviser to be investment grade represents less than 1% of the Trust’s total investments.

 
 

 

 

10  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Trust Summary  as of July 31, 2020    BlackRock Municipal Income Investment Trust

 

Trust Overview

BlackRock Municipal Income Investment Trust’s (BBF) (the “Trust”) investment objective is to provide current income exempt from regular U.S. federal income tax. The Trust seeks to achieve its investment objective by investing at least 80% of its assets in municipal bonds, the interest of which is exempt from U.S. federal income taxes. The Trust invests at least 80% of its assets in municipal bonds that are investment grade quality, or are considered by the Trust’s investment adviser to be of comparable quality, at the time of investment. The Trust may invest directly in such securities or synthetically through the use of derivatives.

On June 16, 2020, the Board of Trustees of BBF and the Board of Trustees of BlackRock Municipal Income Trust II (BLE) each approved the reorganization of BBF into BLE. Subject to approvals by each Trust’s shareholders and the satisfaction of customary closing conditions, the reorganization is expected to occur during the first quarter of 2021.

No assurance can be given that the Trust’s investment objective will be achieved.

Trust Information

 

Symbol on NYSE

  BBF

Initial Offering Date

  July 27, 2001

Yield on Closing Market Price as of July 31, 2020 ($13.32)(a)

  4.55%

Tax Equivalent Yield(b)

  7.69%

Current Monthly Distribution per Common Share(c)

  $0.0505

Current Annualized Distribution per Common Share(c)

  $0.6060

Leverage as of July 31, 2020(d)

  38%

 

  (a)

Yield on closing market price is calculated by dividing the current annualized distribution per share by the closing market price. Past performance does not guarantee future results.

 
  (b)

Tax equivalent yield assumes the maximum marginal U.S. federal tax rate of 40.80%, which includes the 3.8% Medicare tax. Actual tax rates will vary based on income, exemptions and deductions. Lower taxes will result in lower tax equivalent yields.

 
  (c)

The distribution rate is not constant and is subject to change. A portion of the distribution may be deemed a return of capital or net realized gain.

 
  (d)

Represents VRDP Shares and TOB Trusts as a percentage of total managed assets, which is the total assets of the Trust, including any assets attributable to VRDP Shares and TOB Trusts, minus the sum of accrued liabilities. Does not reflect derivatives or other instruments that may give rise to economic leverage. For a discussion of leveraging techniques utilized by the Trust, please see The Benefits and Risks of Leveraging and Derivative Financial Instruments on page 6.

 

Performance

Returns for the 12 months ended July 31, 2020 were as follows:

 

    Returns Based On  
     Market Price      NAV  

BBF(a)(b)

    (2.07 )%       4.77

Lipper General & Insured Municipal Debt Funds (Leveraged)(c)

    3.68        4.99  

 

  (a) 

All returns reflect reinvestment of dividends and/or distributions at actual reinvestment prices.

 
  (b) 

The Trust moved from a premium to NAV to a discount during the period, which accounts for the difference between performance based on market price and performance based on NAV.

 
  (c) 

Average return. Returns reflect reinvestment of dividends and/or distributions at NAV on the ex-dividend date as calculated by Lipper.

 
   

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

 
   

Past performance is no guarantee of future results.

 

The following discussion relates to the Trust’s absolute performance based on NAV:

Municipal bonds performed well from the beginning of the reporting period until February 2020 due to accommodative Fed policy and favorable supply-and-demand trends in the market. This supportive backdrop changed abruptly in March once the spread of COVID-19 led to travel restrictions, business closures and stay-at-home orders, leading to significant, broad-based weakness across the financial markets. Tax-exempt issues were hard hit in the sell-off, as investors withdrew cash from municipal bond funds and low market liquidity inhibited efficient pricing. Municipal bonds recovered in the April-July interval due to aggressive stimulus from the Fed and U.S. Congress, allowing the category to finish in positive territory for the full period.

The Trust sought to manage interest rate risk using U.S. Treasury futures. Given that U.S. Treasury yields fell, as prices rose, this strategy detracted from performance.

Positions in lower-duration, more defensive bonds—such as pre-refunded securities—aided absolute returns but did not keep pace with the broader market.

Holdings in long-duration securities, especially those with maturities of 20 years and above, made the largest contributions given that rates fell during the period. (Duration is a measure of interest rate sensitivity.) The Trust’s use of leverage contributed to results by enhancing income and amplifying the effect of rising prices. A large allocation to A rated securities was a further plus. At the sector level, holdings in state tax-backed, transportation and health care issues were key contributors.

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.

 

 

TRUST SUMMARY      11  


Trust Summary  as of July 31, 2020 (continued)    BlackRock Municipal Income Investment Trust

 

Market Price and Net Asset Value Per Share Summary

 

     07/31/20     07/31/19      Change      High      Low  

Market Price

  $ 13.32     $ 14.25        (6.53 )%     $ 14.49      $ 9.07  

Net Asset Value

    14.14       14.14        0.00        14.89        11.53  

Market Price and Net Asset Value History For the Past Five Years

 

LOGO

Overview of the Trust’s Total Investments *

 

SECTOR ALLOCATION

 

Sector   07/31/20     07/31/19  

Transportation

    26     21

County/City/Special District/School District

    21       21  

Health

    17       20  

Utilities

    9       9  

State

    8       8  

Housing

    7       8  

Tobacco

    7       7  

Education

    4       5  

Corporate

    1       1  

 

   

For Trust compliance purposes, the Trust’s sector classifications refer to one or more of the sector sub-classifications used by one or more widely recognized market indexes or rating group indexes, and/or as defined by the investment adviser. These definitions may not apply for purposes of this report, which may combine such sector sub-classifications for reporting ease.

 

CALL/MATURITY SCHEDULE (c)

 

Calendar Year Ended December 31,

       

2020

    3

2021

    13  

2022

    3  

2023

    16  

2024

    2  

 

  (c) 

Scheduled maturity dates and/or bonds that are subject to potential calls by issuers over the next five years.

 
  *

Excludes short-term securities.

 

CREDIT QUALITY ALLOCATION (a)

 

Credit Rating   07/31/20     07/31/19  

AAA/Aaa

    5     5

AA/Aa

    29       30  

A

    28       26  

BBB/Baa

    15       15  

BB/Ba

    5       2  

B

    1       2  

C

          1  

N/R(b)

    17       19  

 

  (a) 

For financial reporting purposes, credit quality ratings shown above reflect the highest rating assigned by either S&P Global Ratings or 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. Investments designated N/R are not rated by either rating agency. Unrated investments do not necessarily indicate low credit quality. Credit quality ratings are subject to change.

 
  (b) 

The investment adviser evaluates the credit quality of unrated investments based upon certain factors including, but not limited to, credit ratings for similar investments and financial analysis of sectors and individual investments. Using this approach, the investment adviser has deemed certain of these unrated securities as investment grade quality. As of July 31, 2020 and July 31, 2019, the market value of unrated securities deemed by the investment adviser to be investment grade represents 10% and 1%, respectively, of the Trust’s total investments.

 
 

 

 

12  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Trust Summary  as of July 31, 2020    BlackRock New York Municipal Income Trust

 

Trust Overview

BlackRock New York Municipal Income Trust’s (BNY) (the “Trust”) investment objective is to provide current income exempt from regular U.S. federal income tax and New York State and New York City personal income taxes. The Trust seeks to achieve its investment objective by investing primarily in municipal bonds exempt from U.S. federal income taxes (except that the interest may be subject to the federal alternative minimum tax) and New York State and New York City personal income taxes. The Trust invests at least 80% of its assets in municipal bonds that are investment grade quality, or are considered by the Trust’s investment adviser to be of comparable quality, at the time of investment. The Trust may invest directly in securities or synthetically through the use of derivatives.

On June 16, 2020, the Board of Trustees of BlackRock New York Municipal Income Quality Trust (BSE) and BlackRock New York Municipal Income Trust II (BFY) and the Board of Trustees of BNY each approved the reorganizations of BSE and BFY into BNY. Subject to approvals by each Trust’s shareholders and the satisfaction of customary closing conditions, the reorganizations are expected to occur during the first quarter of 2021.

No assurance can be given that the Trust’s investment objective will be achieved.

Trust Information

 

Symbol on NYSE

  BNY

Initial Offering Date

  July 27, 2001

Yield on Closing Market Price as of July 31, 2020 ($14.10)(a)

  4.26%

Tax Equivalent Yield(b)

  8.46%

Current Monthly Distribution per Common Share(c)

  $0.0500

Current Annualized Distribution per Common Share(c)

  $0.6000

Leverage as of July 31, 2020(d)

  41%

 

  (a)

Yield on closing market price is calculated by dividing the current annualized distribution per share by the closing market price. Past performance does not guarantee future results.

 
  (b)

Tax equivalent yield assumes the maximum marginal U.S. federal and state tax rate of 49.62%, which includes the 3.8% Medicare tax. Actual tax rates will vary based on income, exemptions and deductions. Lower taxes will result in lower tax equivalent yields.

 
  (c)

The distribution rate is not constant and is subject to change. A portion of the distribution may be deemed a return of capital or net realized gain.

 
  (d)

Represents VMTP Shares and TOB Trusts as a percentage of total managed assets, which is the total assets of the Trust, including any assets attributable to VMTP Shares and TOB Trusts, minus the sum of accrued liabilities. Does not reflect derivatives or other instruments that may give rise to economic leverage. For a discussion of leveraging techniques utilized by the Trust, please see The Benefits and Risks of Leveraging and Derivative Financial Instruments on page 6.

 

Performance

Returns for the 12 months ended July 31, 2020 were as follows:

 

    Returns Based On  
     Market Price      NAV  

BNY(a)(b)

    6.30      4.12

Lipper New York Municipal Debt Funds(c)

    2.54        4.01  

 

  (a) 

All returns reflect reinvestment of dividends and/or distributions at actual reinvestment prices.

 
  (b) 

The Trust’s discount to NAV narrowed during the period, which accounts for the difference between performance based on market price and performance based on NAV.

 
  (c) 

Average return. Returns reflect reinvestment of dividends and/or distributions at NAV on the ex-dividend date as calculated by Lipper.

 

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

Past performance is no guarantee of future results.

The following discussion relates to the Trust’s absolute performance based on NAV:

Municipal bonds performed well from the beginning of the reporting period until February 2020 due to accommodative Fed policy and favorable supply-and-demand trends in the market. This supportive backdrop changed abruptly in March once the spread of COVID-19 led to travel restrictions, business closures and stay-at-home orders, leading to significant, broad-based weakness across the financial markets. Tax-exempt issues were hard hit in the sell-off, as investors withdrew cash from municipal bond funds and low market liquidity inhibited efficient pricing. Municipal bonds recovered in the April-July interval due to aggressive stimulus from the Fed and U.S. Congress, allowing the category to finish in positive territory for the full period.

New York municipal bonds meaningfully underperformed the national market. New York City issues were a major drag on returns given that the impact of the coronavirus was particularly acute in major cities. Securities across most sectors were negatively affected by shuttered businesses, the lack of tourism, the disappearance of commuters and lower tax revenue.

Positions in long-duration securities, especially those with maturities of 20 years and above, made the largest contributions given that yields declined during the period. (Duration is a measure of interest rate sensitivity; prices rise as yields fall.) The Trust’s use of leverage contributed to results by enhancing income and amplifying the effect of rising prices. A large allocation to AA rated securities was a further plus. At the sector level, holdings in state tax-backed, transportation and utility issues were key contributors.

The Trust sought to manage interest rate risk using U.S. Treasury futures. Given that U.S. Treasury yields fell, as prices rose, this strategy detracted from performance.

Positions in lower-duration, more defensive bonds—such as pre-refunded securities—aided absolute returns but did not keep pace with the broader market.

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.

 

 

TRUST SUMMARY

  13


Trust Summary  as of July 31, 2020 (continued)    BlackRock New York Municipal Income Trust

 

Market Price and Net Asset Value Per Share Summary

 

     07/31/20     07/31/19      Change      High      Low  

Market Price

  $ 14.10     $ 13.81        2.10    $ 14.84      $ 10.25  

Net Asset Value

    15.09       15.09        0.00        15.66        12.90  

Market Price and Net Asset Value History For the Past Five Years

 

LOGO

Overview of the Trust’s Total Investments *

 

SECTOR ALLOCATION

 

Sector   07/31/20     07/31/19  

Transportation

    24     22

County/City/Special District/School District

    23       25  

Education

    13       15  

Utilities

    13       12  

State

    11       10  

Health

    7       7  

Housing

    4       4  

Corporate

    3       3  

Tobacco

    2       2  

 

   

For Trust compliance purposes, the Trust’s sector classifications refer to one or more of the sector sub-classifications used by one or more widely recognized market indexes or rating group indexes, and/or as defined by the investment adviser. These definitions may not apply for purposes of this report, which may combine such sector sub-classifications for reporting ease.

 

CALL/MATURITY SCHEDULE (d)

 

Calendar Year Ended December 31,

       

2020

    5

2021

    16  

2022

    13  

2023

    12  

2024

    9  

 

  (d) 

Scheduled maturity dates and/or bonds that are subject to potential calls by issuers over the next five years.

 
  *

Excludes short-term securities.

 

CREDIT QUALITY ALLOCATION (a)

 

Credit Rating   07/31/20     07/31/19  

AAA/Aaa

    10     11

AA/Aa

    48       46  

A

    24       23  

BBB/Baa

    8       9  

BB/Ba

    1       2  

B/B

    1       1  

CC

    (b)       

N/R(c)

    8       8  

 

  (a) 

For financial reporting purposes, credit quality ratings shown above reflect the highest rating assigned by either S&P Global Ratings or 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. Investments designated N/R are not rated by either rating agency. Unrated investments do not necessarily indicate low credit quality. Credit quality ratings are subject to change.

 
  (b) 

Represents less than 1% of the Trust’s total investments.

 
  (c) 

The investment adviser evaluates the credit quality of unrated investments based upon certain factors including, but not limited to, credit ratings for similar investments and financial analysis of sectors and individual investments. Using this approach, the investment adviser has deemed certain of these unrated securities as investment grade quality. As of July 31, 2020 and July 31, 2019, the market value of unrated securities deemed by the investment adviser to be investment grade each represents 1%, of the Trust’s total investments.

 
 

 

 

14  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Schedule of Investments

July 31, 2020

  

BlackRock California Municipal Income Trust (BFZ)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  

Municipal Bonds — 93.5%

 

California — 87.7%

 

County/City/Special District/School District — 19.9%  

California Statewide Communities Development Authority, RB, Lancer Educational Student Housing Project, 5.00%, 06/01/51(a)

  $ 240     $ 245,580  

California Statewide Communities Development Authority, Special Assessment, Statewide Community Infrastructure Program, Series A:

   

5.00%, 09/02/39

    290       336,896  

5.00%, 09/02/44

    170       192,034  

5.00%, 09/02/48

    170       188,916  

City of San Jose California Hotel Tax Revenue, RB, Convention Center Expansion & Renovation Project:

   

6.13%, 05/01/31

    500       519,730  

6.50%, 05/01/36

    1,210       1,259,658  

6.50%, 05/01/42

    2,225       2,313,666  

County of Los Angeles California Metropolitan Transportation Authority, Refunding RB, Series A, 5.00%, 07/01/42

    5,000       6,247,150  

County of Riverside California Public Financing Authority, RB, Capital Facilities Project, 5.25%, 11/01/45

    8,990       10,771,998  

Fremont Union High School District, GO, Series A, 4.00%, 08/01/40

    4,000       4,708,440  

Glendale Community California College District, GO, Election of 2016, Series A, 5.25%, 08/01/41

    5,000       6,348,450  

Sacramento Area Flood Control Agency, Special Assessment Bonds, Consolidated Capital Assessment District, 5.00%, 10/01/41

    8,000       9,818,800  

San Diego Unified School District California, GO, Election of 2008, Series C, 0.00%, 07/01/40(b)

    7,215       4,891,914  

San Francisco Bay Area Rapid Transit District, GO:

   

Election of 2016, Green bond, Series B-1,
3.00%, 08/01/49

    9,965       10,874,506  

Green Bond, Election of 2004, Series F-1,
3.00%, 08/01/38

    5,000       5,611,650  

San Jose Financing Authority, Refunding LRB, Civic Center Project, Series A, 5.00%, 06/01/32

    3,375       3,801,836  

San Leandro Unified School District, GO, Election of 2010, Series A, 5.75%, 08/01/41

    3,060       3,212,051  

Santa Monica Public Financing Authority, RB, Downtown Fire Station Project, 5.00%, 07/01/42

    1,250       1,550,638  

State of California, GO, Refunding, Various Purposes-Bid Group, 5.00%, 08/01/37

    15,000       19,421,850  

West Contra Costa California Unified School District, GO, Election of 2012, Series A, 5.50%, 08/01/39

    2,500       2,848,950  

West Valley-Mission Community College District, GO, Series A, 4.00%, 08/01/44

    3,670       4,380,475  
   

 

 

 
      99,545,188  
Education — 4.3%  

California Enterprise Development Authority, RB, Academy for Academic Excellence Project, Series A(a):

   

5.00%, 07/01/50

    1,200       1,234,752  

5.00%, 07/01/55

    600       615,726  

California Municipal Finance Authority, RB, John Adams Academy, Series A(a):

   

5.00%, 10/01/39

    220       231,070  

5.00%, 10/01/49

    370       381,366  

5.00%, 10/01/57

    725       743,712  

California Municipal Finance Authority, Refunding RB:

   

The Master’s University,

   

5.00%, 08/01/34

    750       816,788  

5.00%, 08/01/48

    105       110,058  
Security   Par
(000)
    Value  
Education (continued)  

William Jessup University,

   

5.00%, 08/01/39

  $ 425     $ 451,418  

5.00%, 08/01/48

    510       534,567  

California Public Finance Authority, RB, Trinity Classical Academy Project, Series A, 5.00%, 07/01/54(a)

    285       292,094  

California School Finance Authority, RB(a):

   

Arts in Action Charter Schools,

   

5.00%, 06/01/40

    270       286,251  

5.00%, 06/01/50

    430       448,322  

5.00%, 06/01/59

    685       711,016  

Real Journey Academies, Series A, 5.00%, 06/01/58

    2,120       2,135,667  

Teach Public Schools, Series A, 5.00%, 06/01/49

    1,000       1,023,510  

University of California, Refunding RB:

   

General, Series AZ, 5.00%, 05/15/43

    5,035       6,371,440  

Series AR, 5.00%, 05/15/38

    4,250       5,260,608  
   

 

 

 
      21,648,365  
Health — 6.1%  

California Health Facilities Financing Authority, RB, Series A:

   

Children’s Hospital, 5.25%, 11/01/41

    8,500       8,961,805  

Sutter Health, 5.00%, 11/15/41

    4,580       5,393,958  

California Health Facilities Financing Authority, Refunding RB, Sutter Health, Series B, 5.00%, 11/15/46

    5,000       5,910,100  

California Municipal Finance Authority, Refunding RB, Series A(a):

   

5.00%, 11/01/39

    195       208,166  

5.00%, 11/01/49

    220       231,187  

State of California Public Works Board, Refunding RB, Various Capital Projects, Series C, 5.00%, 11/01/34

    7,750       9,602,250  
   

 

 

 
      30,307,466  
Housing — 0.9%  

California Community Housing Agency, RB, M/F Housing, Annadel Apartments, Series A, 5.00%, 04/01/49(a)

    2,450       2,722,023  

California Housing Finance, RB, M/F Housing, Series A, 4.25%, 01/15/35

    1       822  

California Statewide Communities Development Authority, Special Assessment Bonds, S/F Housing:

   

5.00%, 09/02/40

    300       343,791  

4.00%, 09/02/50

    240       247,054  

5.00%, 09/02/50

    240       267,216  

Statewide Community Infrastructure Program, Series C, 5.00%, 09/02/44

    595       672,118  
   

 

 

 
      4,253,024  
State — 6.5%  

Hayward Area Recreation & Park District, GO, Series A, 5.00%, 08/01/42

    4,950       6,228,189  

State of California, GO, Refunding, 3.00%, 10/01/37

    14,000       15,618,680  

State of California Public Works Board, RB:

   

Department of Corrections & Rehabilitation, Series F, 5.25%, 09/01/33

    4,335       4,941,857  

Various Capital Projects, Series I, 5.50%, 11/01/33

    4,940       5,705,156  
   

 

 

 
      32,493,882  
Tobacco — 5.4%  

County of California Tobacco Securitization Agency, Refunding RB:

   

Asset-Backed, Merced County,

   

Series A, 5.25%, 06/01/45

    1,135       1,134,943  

Series A, 4.00%, 06/01/49

    355       399,311  

CAB, Series B-2, 0.00%, 06/01/55(b)

    3,635       631,545  

Golden State Tobacco Securitization Corp., Refunding RB:

   

Series A-1, 5.00%, 06/01/47

    475       485,540  

Series A-2, 5.00%, 06/01/47

    18,670       19,084,287  
 

 

 

SCHEDULES OF INVESTMENTS

  15


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock California Municipal Income Trust (BFZ)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  
Tobacco (continued)  

Tobacco Securitization Authority of Northern California, Refunding RB, Asset-Backed Bonds, Series A-1, 5.38%, 06/01/38

  $ 2,000     $ 2,000,220  

Tobacco Securitization Authority of Southern California, Refunding RB, Tobacco Asset Securitization Corporation, 5.00%, 06/01/48

    2,695       3,137,843  
   

 

 

 
      26,873,689  
Transportation — 27.0%  

California Municipal Finance Authority, Refunding ARB, United Airlines, Inc. Project, AMT, 4.00%, 07/15/29

    3,460       3,483,597  

City & County of San Francisco California Airports Commission, Refunding ARB, AMT:

   

Series C, 5.00%, 05/01/42

    16,735       19,838,506  

San Francisco International Airport,

   

Series A, 5.00%, 05/01/44

    7,500       9,190,875  

Series D, 5.25%, 05/01/48

    2,250       2,730,960  

Series E, 5.00%, 05/01/40

    2,000       2,477,180  

City of Los Angeles California Department of Airports, ARB, AMT:

   

Los Angeles International Airport,

   

Series A, 5.00%, 05/15/37

    3,520       4,336,042  

Series A, 5.00%, 05/15/44

    2,885       3,513,670  

Los Angeles International Airport,

   

Series B, 5.00%, 05/15/36

    2,600       3,106,012  

Sub-Series A, 5.00%, 05/15/42

    26,875       31,436,494  

Subordinate, Series C, 5.00%, 05/15/44

    1,000       1,204,880  

City of Los Angeles California Department of Airports, Refunding ARB, AMT:

   

Los Angeles International Airport, 5.00%, 05/15/36

    600       757,212  

Subordinate, Series A, 5.00%, 05/15/38

    5,000       6,283,100  

City of Los Angeles Department of Airports, ARB:

   

Los Angeles International Airport, AMT, 5.00%, 05/15/29

    2,045       2,277,987  

Los Angeles International Airport, Subordinate, AMT, 5.00%, 05/15/34

    1,000       1,246,800  

AMT, Subordinate, Series C, 5.00%, 05/15/38

    590       718,484  

Los Angeles International Airport, AMT, Series A, 5.00%, 05/15/32

    4,600       5,061,702  

Los Angeles International Airport, Series E, 5.00%, 05/15/44

    1,230       1,540,858  

City of Los Angeles Department of Airports, Refunding RB:

   

AMT, 5.00%, 05/15/34

    1,000       1,274,940  

Los Angeles International Airport, 5.00%, 05/15/39

    4,240       5,482,532  

City of San Jose California, Refunding ARB, Norman Y Mineta San Jose International Airport SJC, Series A-1, AMT, 5.75%, 03/01/34

    5,875       6,029,454  

City of San Jose California International Airport, Refunding ARB, Norman Y Mineta San Jose International Airport SJC, Series A-1, AMT, 6.25%, 03/01/34

    2,650       2,727,248  

County of Sacramento California Airport System Revenue, Refunding ARB, Senior Series A, 5.00%, 07/01/41

    13,500       15,920,820  

Port of Los Angeles Harbor Department, Refunding RB, Series A, AMT, 5.00%, 08/01/44

    4,135       4,695,168  
   

 

 

 
      135,334,521  
Utilities — 17.6%  

City & County of San Francisco Public Utilities Commission Wastewater Revenue, RB, Series B, 5.00%, 10/01/43

    2,485       3,168,648  

City of Los Angeles California Department of Water & Power, RB, Power System, Series A, 5.00%, 07/01/42

    10,670       13,245,205  

City of Los Angeles California Department of Water & Power, Refunding RB, Series B, 5.00%, 07/01/43

    6,685       8,548,778  

City of San Francisco California Public Utilities Commission Water Revenue, Refunding RB, Green Bond, Series D, 5.00%, 11/01/32

    7,090       9,210,123  
Security   Par
(000)
    Value  
Utilities (continued)  

East Bay California Municipal Utility District Water System Revenue, RB:

   

Green Bond, Series A, 5.00%, 06/01/44

  $ 2,000     $ 2,614,680  

Green Bond, Series A, 5.00%, 06/01/45

    3,245       4,044,860  

Water System, Series C, 4.00%, 06/01/45

    5,000       5,628,500  

El Dorado Irrigation District, Refunding RB, Series A (AGM), 5.25%, 03/01/24(c)

    10,000       11,807,300  

Los Angeles Department of Water, Refunding RB, Series A:

   

5.00%, 07/01/41

    5,000       6,213,950  

5.25%, 07/01/44

    3,000       3,781,770  

Water System, 5.00%, 07/01/44

    1,500       1,858,665  

Los Angeles Department of Water & Power, Refunding RB, Series B, 5.00%, 07/01/40

    2,000       2,696,120  

Los Angeles Department of Water & Power System Revenue, RB, Series B, 5.00%, 07/01/38

    3,000       3,693,900  

South Coast Water District Financing Authority, Refunding RB, Series A, 5.00%, 02/01/44

    9,130       11,674,805  
   

 

 

 
      88,187,304  
   

 

 

 

Total Municipal Bonds in California

 

    438,643,439  
 

 

 

 

Puerto Rico — 5.8%

 

State — 4.2%  

Puerto Rico Sales Tax Financing Corp. Sales Tax Revenue, RB, Restructured:

   

CAB, Series A-1, 0.00%, 07/01/46(b)

    8,577       2,499,938  

Series A-1, 4.75%, 07/01/53

    2,845       3,020,821  

Series A-1, 5.00%, 07/01/58

    9,299       10,015,209  

Series A-2, 4.33%, 07/01/40

    2,588       2,691,805  

Series A-2, 4.78%, 07/01/58

    2,530       2,694,323  
   

 

 

 
      20,922,096  
Tobacco — 0.1%  

Children’s Trust Fund, Refunding RB, Tobacco Settlement Asset-Backed Bonds, 5.50%, 05/15/39

    505       505,152  
   

 

 

 
Utilities — 1.5%  

Commonwealth of Puerto Rico Aqueduct & Sewer Authority, RB, Senior Lien, Series A:

   

5.00%, 07/01/33

    3,865       3,967,693  

5.13%, 07/01/37

    1,105       1,136,769  

Commonwealth of Puerto Rico Aqueduct & Sewer Authority, Refunding RB, Senior Lien, Series A, 6.00%, 07/01/38

    2,550       2,572,618  
   

 

 

 
      7,677,080  
   

 

 

 

Total Municipal Bonds in Puerto Rico

 

    29,104,328  
 

 

 

 

Total Municipal Bonds — 93.5%
(Cost — $429,170,604)

 

    467,747,767  
 

 

 

 

Municipal Bonds Transferred to Tender Option Bond Trusts(d) — 68.0%

 

California — 68.0%

 

County/City/Special District/School District — 28.2%  

County of Los Angeles California Metropolitan Transportation Authority, RB, Green Bond, Series A, 5.00%, 07/01/44

    11,200       14,235,984  

County of Santa Clara California Financing Authority, RB, County Facilities, Series A, 4.00%, 05/01/45

    22,230       26,207,614  

Palomar Community College District, GO, Election of 2006, Series C, 5.00%, 08/01/44

    15,140       18,225,532  

San Diego Unified School District California, GO, Election of 2012, Series I, 5.00%, 07/01/47

    10,000       12,332,800  

San Francisco California Bay Area Rapid Transit District, GO, Election 2016, Green Bond, Series A, 5.00%, 08/01/47

    10,615       13,189,137  
 

 

 

16  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock California Municipal Income Trust (BFZ)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  
County/City/Special District/School District (continued)  

San Joaquin California Delta Community College District, GO, Election of 2004, Series C, 5.00%, 08/01/24(c)

  $ 14,505     $ 17,243,974  

San Jose Unified School District, GO, Series C, 4.00%, 08/01/39

    6,100       6,844,505  

Santa Monica Community College District, GO, Election of 2016, Series A, 5.00%, 08/01/43

    10,000       12,658,900  

State of California, GO, Refunding, 4.00%, 10/01/39

    16,620       20,302,660  
   

 

 

 
      141,241,106  
Education — 13.0%  

State of California University, Refunding RB, Series A, 5.00%, 11/01/43

    11,792       14,193,957  

University of California, RB:

   

Limited Project, Series M, 5.00%, 05/15/42

    10,000       12,391,300  

Series AM, 5.25%, 05/15/44

    5,000       5,839,000  

University of California, Refunding RB:

   

Series AI, 5.00%, 05/15/38

    14,225       15,999,422  

Series I, 5.00%, 05/15/40

    14,065       16,755,492  
   

 

 

 
      65,179,171  
Health — 8.9%  

California Health Facilities Financing Authority, RB, Sutter Health, Series A:

   

5.00%, 11/15/41

    11,620       13,685,106  

5.00%, 08/15/52

    9,695       10,743,997  

California Statewide Communities Development Authority, RB, Kaiser Permanente, Series A, 5.00%, 04/01/42

    18,960       20,238,852  
   

 

 

 
    44,667,955  
State — 2.5%  

University of California, Refunding RB, Series AR, 5.00%, 05/15/41

    10,165       12,452,020  
   

 

 

 
Transportation — 8.9%  

City & County of San Francisco California, COP, Green Bond, 49 South Van Ness Project, 4.00%, 04/01/43

    10,865       12,501,809  

City & County of San Francisco California Airports Commission, Refunding RB, San Francisco International Airport, Series B, AMT, 5.00%, 05/01/41

    8,720       10,203,621  

City of Los Angeles California Department of Airports, ARB, Series D, AMT, 5.00%, 05/15/41

    18,632       21,644,856  
   

 

 

 
    44,350,286  
Security   Par
(000)
    Value  
Utilities — 6.5%  

Los Angeles Department of Water, Refunding RB, Series A, 5.00%, 07/01/46

  $ 6,412     $ 7,707,416  

Sacramento Municipal Utility District, Refunding RB, Electric Revenue, Series H, 4.00%, 08/15/45

    20,000       24,542,800  
   

 

 

 
    32,250,216  
 

 

 

 

Total Municipal Bonds Transferred to Tender Option Bond
Trusts — 68.0%
(Cost — $313,954,021)

 

    340,140,754  
 

 

 

 

Total Long-Term Investments — 161.5%
(Cost — $743,124,625)

 

    807,888,521  
 

 

 

 
     Shares         
Short-Term Securities — 0.1%  

BlackRock Liquidity Funds California Money Fund,
Institutional Class,
0.02%(e)(f)

    613,980       614,041  
   

 

 

 

Total Short-Term Securities — 0.1%
(Cost — $614,041)

 

    614,041  
 

 

 

 

Total Investments — 161.6%
(Cost — $743,738,666)

 

    808,502,562  

Other Assets Less Liabilities — 1.2%

 

    6,659,935  

Liability for TOB Trust Certificates, Including Interest Expense and Fees Payable — (28.6)%

 

    (143,509,095

VMTP Shares, at Liquidation Value — (34.2)%

 

    (171,300,000
 

 

 

 

Net Assets Applicable to Common Shares — 100.0%

 

  $ 500,353,402  
 

 

 

 

 

(a) 

Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration to qualified institutional investors.

(b) 

Zero-coupon bond.

(c) 

U.S. Government securities held in escrow, are used to pay interest on this security as well as to retire the bond in full at the date indicated, typically at a premium to par.

(d) 

Represent bonds transferred to a TOB Trust in exchange of cash and residual certificates received by the Trust. These bonds serve as collateral in a secured borrowing. See Note 4 of the Notes to Financial Statements for details.

(e) Annualized 7-day yield as of period end.

 
(f) 

Investments in issuers considered to be an affiliate/affiliates of the Trust during the year ended July 31, 2020 for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:

 

Affiliated Issuer    Shares
Held at
07/31/19
     Shares
Purchased
     Shares
Sold
     Shares
Held at
07/31/20
     Value at
07/31/20
     Income      Net
Realized
Gain (Loss)
 (a)
     Change in
Unrealized
Appreciation
(Depreciation)
 

BlackRock Liquidity Funds California Money Fund, Institutional Class

            613,980 (b)              613,980      $ 614,041      $ 37,767      $ 1,750      $  
              

 

 

    

 

 

    

 

 

    

 

 

 

 

  (a) 

Includes net capital gain distributions, if applicable.

 
  (b) 

Represents net shares purchased (sold).

 

For Trust compliance purposes, the Trust’s sector classifications refer to one or more of the sector sub-classifications used by one or more widely recognized market indexes or rating group indexes, and/or as defined by the investment adviser. These definitions may not apply for purposes of this report, which may combine such sector sub-classifications for reporting ease.

 

 

SCHEDULES OF INVESTMENTS

  17


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock California Municipal Income Trust (BFZ)

 

Derivative Financial Instruments Categorized by Risk Exposure

For the year ended July 31, 2020, the effect of derivative financial instruments in the Statements of Operations were as follows:

 

     

Commodity

Contracts

    

Credit

Contracts

    

Equity

Contracts

    

Foreign

Currency

Exchange

Contracts

    

Interest

Rate

Contracts

    

Other

Contracts

     Total  

Net Realized Gain (Loss) from:

                    

Futures contracts

   $      $      $      $      $ (8,034,237    $      $ (8,034,237
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 
Net Change in Unrealized Appreciation (Depreciation) on:                                                 

Futures Contracts

   $      $      $      $      $ 303,466      $      $ 303,466  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Average Quarterly Balances of Outstanding Derivative Financial Instruments:

 

Futures contracts:

 

Average notional value of contracts — long

   $ (a) 

Average notional value of contracts — short

     21,676,482  

 

  (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 Trust’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.

Fair Value Hierarchy as of Period End

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

The following tables summarize the Trust’s investments categorized in the disclosure hierarchy:

 

      Level 1        Level 2        Level 3        Total  

Assets:

 

Investments:

 

Long-Term Investments

   $        $ 807,888,521        $        $ 807,888,521  

Short-Term Securities

     614,041                            614,041  
  

 

 

      

 

 

      

 

 

      

 

 

 
   $ 614,041        $ 807,888,521        $             —        $ 808,502,562  
  

 

 

      

 

 

      

 

 

      

 

 

 

The breakdown of the Trust’s investments into major categories is disclosed in the Schedule of Investments above.

The Trust may hold assets and/or liabilities in which the fair value approximates the carrying amount for financial statement purposes. As of period end, such assets and/or liabilities are categorized within the disclosure hierarchy as follows:

 

      Level 1        Level 2        Level 3        Total  

Liabilities:

 

TOB Trust Certificates

   $        $ (143,275,836      $        $ (143,275,836

VMTP Shares at Liquidation Value

              (171,300,000                 (171,300,000
  

 

 

      

 

 

      

 

 

      

 

 

 
   $             —        $ (314,575,836      $             —        $ (314,575,836
  

 

 

      

 

 

      

 

 

      

 

 

 

See notes to financial statements.

 

 

18  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Schedule of Investments

July 31, 2020

  

BlackRock Municipal 2030 Target Term Trust (BTT)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  

Municipal Bonds — 125.8%

 

Alabama — 2.2%  

Alabama Federal Aid Highway Finance Authority, RB, Series A:

   

5.00%, 09/01/33

  $ 3,985     $ 5,073,423  

5.00%, 09/01/34

    3,500       4,442,655  

Alabama Special Care Facilities Financing Authority-Birmingham, Refunding RB, Children’s Hospital of Alabama, 5.00%, 06/01/30

    10,000       11,901,600  

Birmingham-Jefferson Civic Center Authority, Special Tax Bonds, Series A:

   

5.00%, 07/01/31

    1,100       1,236,202  

5.00%, 07/01/32

    1,150       1,292,025  

5.00%, 07/01/33

    1,600       1,789,680  

County of Jefferson Alabama Sewer Revenue, Refunding RB, CAB, Senior Lien-Warrants, Series B (AGM)(a):

   

0.00%, 10/01/31

    7,375       4,492,703  

0.00%, 10/01/32

    6,295       3,560,893  

0.00%, 10/01/33

    1,275       669,197  

Homewood Educational Building Authority, Refunding RB, Educational Facilities, Samford University, Series A:

   

5.00%, 12/01/33

    1,010       1,228,988  

5.00%, 12/01/34

    1,380       1,669,979  

University of South Alabama, Refunding RB (AGM):

   

5.00%, 11/01/29

    1,105       1,344,663  

5.00%, 11/01/30

    2,000       2,425,560  
   

 

 

 
      41,127,568  
Alaska — 0.0%  

Northern Tobacco Securitization Corp., Refunding RB, Tobacco Settlement, Asset-Backed, Series A, 4.63%, 06/01/23

    745       746,050  
   

 

 

 
Arizona — 2.0%  

Arizona Health Facilities Authority, Refunding RB, Phoenix Children’s Hospital:

   

Series A, 5.00%, 02/01/34

    6,340       6,726,867  

Series B, 5.00%, 02/01/33

    1,810       1,992,158  

Arizona IDA, RB(b):

   

Leman Academy of Excellence, Series A, 4.00%, 07/01/29

    4,135       4,245,239  

Leman Academy of Excellence- Parker Colorado Campus Project, Series A, 4.50%, 07/01/29

    765       799,486  

Odyssey Preparatory Academy Project, 4.00%, 07/01/29

    760       808,344  

City of Phoenix Arizona IDA, RB, Facility:

   

Candeo Schools, Inc. Project, 6.00%, 07/01/23(c)

    275       305,399  

Eagle College Preparatory Project, Series A, 4.50%, 07/01/22

    205       210,283  

Eagle College Preparatory Project, Series A, 5.00%, 07/01/33

    1,000       1,027,370  

Legacy Traditional Schools Project, Series A, 5.75%, 07/01/24(b)

    620       664,919  

City of Phoenix Arizona IDA, Refunding RB, Downtown Phoenix Student Housing, Series A, 5.00%, 07/01/29

    175       194,318  

County of Maricopa IDA, Refunding RB:

   

Banner Health, Series A, 5.00%, 01/01/31

    10,000       12,287,400  

Legacy Traditional School Project, 4.00%, 07/01/29(b)

    855       904,487  

County of Pima Arizona IDA, Refunding RB, Tucson Electric Power Co. Project, Series A, 4.00%, 09/01/29

    6,000       6,386,460  
   

 

 

 
      36,552,730  
California — 8.5%  

Alameda Corridor Transportation Authority, Refunding RB, CAB, Sub-Lien, Series A (AMBAC), 0.00%, 10/01/30(a)

    10,530       8,063,242  
Security   Par
(000)
    Value  
California (continued)  

California Health Facilities Financing Authority, RB, Sutter Health, Series A:

   

5.00%, 11/15/32

  $ 1,600     $ 2,009,216  

5.00%, 11/15/33

    1,855       2,320,494  

California Municipal Finance Authority, ARB, LINX APM Project, AMT, 5.00%, 12/31/33

    4,000       4,782,800  

California Municipal Finance Authority, RB:

   

Biola University, 4.00%, 10/01/33

    2,500       2,634,525  

Senior, S/F Housing, Caritas Affordable Housing, Inc. Project, Series A, 5.00%, 08/15/30

    1,000       1,116,610  

California Municipal Finance Authority, Refunding RB, Eisenhower Medical Center, Series A:

   

5.00%, 07/01/30

    1,200       1,419,264  

5.00%, 07/01/31

    1,050       1,237,246  

California Pollution Control Financing Authority, RB, Republic Services, Inc. Project, AMT, 0.60%, 11/01/42(b)(d)

    8,500       8,414,048  

California School Finance Authority, RB(b):

   

Arts In Action Charter Schools, 5.00%, 06/01/30

    565       619,986  

Real Journey Academies, Series A, 5.00%, 06/01/32

    1,100       1,159,675  

Teach Public Schools, Series A, 5.00%, 06/01/29

    290       313,151  

City of Long Beach California Harbor Revenue, RB, AMT, Series A:

   

5.00%, 05/15/31

    1,200       1,478,664  

5.00%, 05/15/32

    1,800       2,210,166  

5.00%, 05/15/33

    675       826,902  

5.00%, 05/15/34

    1,650       2,015,722  

City of San Jose California, Refunding ARB, Norman Y Mineta San Jose International Airport SJC, Series A, AMT:

   

5.00%, 03/01/30

    500       609,200  

5.00%, 03/01/31

    1,500       1,821,255  

5.00%, 03/01/32

    1,000       1,209,300  

5.00%, 03/01/33

    975       1,175,353  

5.00%, 03/01/34

    1,250       1,503,187  

5.00%, 03/01/35

    2,000       2,389,800  

Compton Unified School District, GO, Series B (BAM)(a):

   

0.00%, 06/01/33

    1,000       757,860  

0.00%, 06/01/34

    1,125       821,678  

0.00%, 06/01/35

    1,000       704,270  

0.00%, 06/01/36

    1,000       676,680  

County of San Diego Regional Airport Authority, ARB, AMT, Sub-Series B, 5.00%, 07/01/33

    1,000       1,223,730  

El Camino Community College District Foundation, GO, CAB, Election of 2002, Series C(a):

   

0.00%, 08/01/30

    9,090       8,163,184  

0.00%, 08/01/31

    12,465       10,908,994  

0.00%, 08/01/32

    17,435       14,863,686  

Golden State Tobacco Securitization Corp., Refunding RB, Series A-1, 5.00%, 06/01/29

    14,500       17,927,800  

Los Angeles California Unified School District, GO, Election of 2008, Series A, 4.00%, 07/01/33

    3,000       3,451,290  

Los Angeles Regional Airports Improvement Corp., Refunding RB, LAXFuel Corp., Los Angeles International, AMT, 5.00%, 01/01/32

    4,110       4,340,160  

M-S-R Energy Authority, RB, Series C, 6.13%, 11/01/29

    2,465       3,183,005  

Monterey Peninsula Community College District, GO, Refunding, CAB(a):

   

0.00%, 08/01/30

    3,500       2,886,030  

0.00%, 08/01/31

    5,940       4,676,146  

Poway Unified School District, GO, Election of 2008, Series A(a):

   

0.00%, 08/01/30

    10,000       8,888,700  

0.00%, 08/01/32

    12,500       10,542,500  
 

 

 

SCHEDULES OF INVESTMENTS

  19


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock Municipal 2030 Target Term Trust (BTT)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  
California (continued)  

State of California, GO, Refunding, 5.00%, 08/01/30

  $ 10,000     $ 12,961,500  

Washington Township Health Care District, Refunding RB, Series B, 3.00%, 07/01/28

    750       786,210  
   

 

 

 
      157,093,229  
Colorado — 3.4%  

Central Platte Valley Metropolitan District, GO, Series A:

   

5.13%, 12/01/29

    700       767,816  

5.50%, 12/01/29

    750       831,645  

City & County of Denver Colorado, RB, CAB, Series A-2, 0.00%, 08/01/30(a)

    1,000       796,990  

City & County of Denver Colorado Airport System RevenueÐ_, Refunding ARB, AMT, Series A, 5.00%, 12/01/33

    25,000       31,162,250  

City of Lakewood Colorado Plaza Metropolitan District No. 1, Refunding, Tax Allocation Bonds(b):

   

4.00%, 12/01/23

    1,000       1,005,170  

4.10%, 12/01/24

    5,080       5,110,378  

4.20%, 12/01/25

    5,280       5,316,590  

Colorado Health Facilities Authority, Refunding RB:

   

Commonspirit Health, Series A, 4.00%, 08/01/37

    3,000       3,398,070  

Covenant Retirement Communities, Series A, 5.00%, 12/01/33

    3,000       3,139,950  

NCMC, Inc. Project, 4.00%, 05/15/26(e)

    2,860       3,457,197  

Copperleaf Metropolitan District No. 2, GO, Refunding, 5.25%, 12/01/30

    500       515,325  

Park Creek Metropolitan District, Refunding, Tax Allocation Bonds, Senior Limited Property, Series A:

   

5.00%, 12/01/27

    1,500       1,790,730  

5.00%, 12/01/28

    1,500       1,787,850  

5.00%, 12/01/30

    1,350       1,603,004  

5.00%, 12/01/31

    1,500       1,775,340  

Tallyns Reach Metropolitan District No. 3, GO, Refunding, Go, Refunding, Convertible to Unlimited Tax, 5.00%, 12/01/33

    503       505,857  
   

 

 

 
      62,964,162  
Connecticut — 0.8%  

Capital Region Development Authority, Refunding RB:

   

5.00%, 06/15/30

    1,095       1,380,248  

5.00%, 06/15/31

    1,125       1,408,331  

State of Connecticut, GO, Series A, 5.00%, 04/15/33

    7,000       8,855,980  

State of Connecticut Health & Educational Facilities Authority, RB:

   

Sacred Heart University Issue, Series I-1, 5.00%, 07/01/35

    400       483,484  

Series A, 5.00%, 01/01/30(b)

    370       402,927  

State of Connecticut Health & Educational Facilities Authority, Refunding RB, Series G-1(b):

   

5.00%, 07/01/27

    225       254,115  

5.00%, 07/01/28

    300       342,087  

5.00%, 07/01/29

    300       345,144  

5.00%, 07/01/30

    300       343,443  

5.00%, 07/01/32

    425       482,277  

5.00%, 07/01/34

    355       399,538  
   

 

 

 
      14,697,574  
Delaware — 0.3%  

County of Kent Delaware, RB, CHF-Dover, LLC-Delaware State University Project, Series A:

   

4.00%, 07/01/22

    230       232,875  

5.00%, 07/01/24

    705       743,394  

5.00%, 07/01/25

    805       855,836  

5.00%, 07/01/26

    850       909,645  

5.00%, 07/01/27

    890       956,688  

5.00%, 07/01/28

    935       1,004,358  
Security   Par
(000)
    Value  
Delaware (continued)  

State of Delaware Health Facilities Authority, RB, Beebe Medical Center Project, 4.00%, 06/01/35

  $ 1,250     $ 1,380,662  
   

 

 

 
      6,083,458  
District of Columbia — 0.1%  

District of Columbia, Refunding RB, Kipp Charter School, Series A, 6.00%, 07/01/23(e)

    1,700       1,989,221  
   

 

 

 
Florida — 8.2%  

Capital Trust Agency, Inc., RB, Renaissance Charter School, Inc., Series A, 4.00%, 06/15/29(b)

    1,790       1,894,858  

Central Florida Expressway Authority, Refunding RB, Senior Lien:

   

5.00%, 07/01/32

    1,610       2,061,637  

5.00%, 07/01/33

    2,750       3,500,585  

City of Lakeland Florida, Refunding RB, Lakeland Regional Health System, 5.00%, 11/15/30

    3,750       4,573,800  

City of Tampa Florida, Refunding RB, H. Lee Moffitt Cancer Center Project, Series A, 4.00%, 09/01/33

    10,000       10,571,800  

County of Broward Florida, RB, Fort Lauderdale Fuel Facilities, Series A, AMT (AGM):

   

5.00%, 04/01/30

    600       655,446  

5.00%, 04/01/33

    740       806,393  

County of Martin Florida IDA, Refunding RB, Indiantown Cogeneration, L.P. Project, AMT, 4.20%, 12/15/25(b)

    7,250       7,265,950  

County of Miami-Dade Florida, Refunding RB, Series B, 4.00%, 04/01/32

    6,690       7,711,362  

County of Miami-Dade Florida School Board, COP, Refunding, Series A, 5.00%, 05/01/32

    9,000       10,923,930  

County of Orange Convention Center, Refunding RB, 4.00%, 10/01/32

    9,485       10,441,183  

County of Orange Florida Tourist Development Tax Revenue, Refunding RB, 5.00%, 10/01/30

    11,470       14,646,616  

County of Palm Beach Florida, RB, S/F Housing, Palm Beach Atlantic University, 5.00%, 04/01/29(b)

    1,000       1,075,090  

County of Palm Beach Florida Health Facilities Authority, RB, Lifespace Communities, Inc., 5.00%, 05/15/31

    410       446,822  

County of Palm Beach Florida Health Facilities Authority, Refunding RB, Acts Retirement-Life Communities, Inc. Obligated Group, 5.00%, 11/15/32

    16,805       19,524,553  

County of St. Johns Florida Water & Sewer Revenue, Refunding RB, CAB, Series B(a):

   

0.00%, 06/01/30

    2,000       1,789,880  

0.00%, 06/01/31

    1,295       1,130,626  

0.00%, 06/01/32

    2,495       2,123,270  

Double Branch Community Development District, Refunding, Special Assessment Bonds, Senior Lien, Series A-1, 4.13%, 05/01/31

    1,200       1,275,312  

Florida Development Finance Corp., RB, Waste Pro USA, Inc. Project, AMT, 5.00%, 05/01/29(b)

    6,930       7,398,884  

Florida Development Finance Corp., Refunding RB, Renaissance Charter School, Inc., Series C, 4.00%, 09/15/30(b)

    470       492,485  

Greater Orlando Aviation Authority, Refunding RB, Jet Blue Airways Corp. Project, AMT, 5.00%, 11/15/26

    2,000       2,071,520  

Jacksonville Florida Port Authority, Refunding ARB, AMT, 4.50%, 11/01/22(e)

    630       688,061  

Jacksonville Florida Port Authority, Refunding RB, AMT, 4.50%, 11/01/22 (e)

    8,815       9,627,390  

Lakewood Ranch Stewardship District, Special Assessment Bonds, S/F Housing, Stewardship Dist-Azario Project, 3.40%, 05/01/30

    375       378,923  

LT Ranch Community Development District, Special Assessment Bonds, 3.40%, 05/01/30

    985       995,953  
 

 

 

20  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock Municipal 2030 Target Term Trust (BTT)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  
Florida (continued)  

Miami Beach Health Facilities Authority, Refunding RB, Mont Sinai Medical Center, 5.00%, 11/15/30

  $ 1,000     $ 1,130,960  

Reedy Creek Improvement District, GO, Series A, 5.25%, 06/01/23(e)

    3,825       4,374,805  

Tolomato Community Development District, Refunding, Special Assessment Bonds, Series A-2, 3.85%, 05/01/29

    520       528,752  

Village Community Development District No. 10, Special Assessment Bonds, Sumter County:

   

4.50%, 05/01/23

    1,205       1,246,717  

5.00%, 05/01/32

    5,335       5,509,188  

Village Community Development District No. 5, Refunding, Special Assessment Bonds, Sumter County:

   

Phase I, 3.50%, 05/01/28

    5,330       5,588,558  

Phase II, 4.00%, 05/01/33

    1,055       1,114,185  

Phase II, 4.00%, 05/01/34

    2,245       2,368,408  

Village Community Development District No. 6, Refunding, Special Assessment Bonds, Sumter County, 4.00%, 05/01/29

    5,575       5,805,192  
   

 

 

 
      151,739,094  
Georgia — 1.2%  

Main Street Natural Gas, Inc., RB, Series A:

   

5.00%, 05/15/29

    1,250       1,578,487  

5.00%, 05/15/30

    8,000       10,069,680  

Municipal Electric Authority of Georgia, RB, Plant Vogtle Units 3 & 4 Project, Series A, 5.00%, 01/01/34

    8,000       10,021,360  
   

 

 

 
      21,669,527  
Idaho — 0.0%  

Idaho Housing & Finance Association, RB, Compass Charter School Project, Series A, 4.63%, 07/01/29(b)

    185       196,094  
   

 

 

 
Illinois — 14.3%  

Chicago Board of Education, GO, Refunding:

   

Dedicated Revenues, Series C, 5.00%, 12/01/30

    7,025       7,823,321  

Dedicated Revenues, Series F, 5.00%, 12/01/22

    4,760       5,006,616  

Series C, 5.00%, 12/01/22

    14,830       15,598,342  

Chicago Housing Authority, RB, M/F Housing, Series A:

   

5.00%, 01/01/33

    3,000       3,756,660  

5.00%, 01/01/35

    1,500       1,856,865  

Chicago Midway International Airport, Refunding ARB, 2nd Lien, Series A, AMT, 5.00%, 01/01/33

    5,000       5,509,400  

Chicago Transit Authority, Refunding RB:

   

Section 5307, Urbanized Area Formula Funds, 5.00%, 06/01/26

    2,000       2,411,640  

Section 5337, State of Good Repair Formula Funds, 5.00%, 06/01/26

    1,000       1,240,080  

City of Chicago Illinois, RB, Wastewater Transmission, 2nd Lien:

   

4.00%, 01/01/31

    10,375       10,744,558  

4.00%, 01/01/32

    10,790       11,170,455  

4.00%, 01/01/33

    11,220       11,610,568  

4.00%, 01/01/35

    9,135       9,444,859  

City of Chicago Illinois Motor Fuel Tax Revenue, Refunding RB, (AGM), 5.00%, 01/01/30

    730       812,132  

City of Chicago O’Hare International Airport, Refunding ARB, O’Hare International Airport Passenger Facility Charge, Series B, AMT, 4.00%, 01/01/27

    5,000       5,203,450  

City of Chicago O’Hare International Airport, Refunding GARB, Senior Lien, Series B, 5.00%, 01/01/33

    6,000       7,255,860  

City of St. Charles Illinois, GO, Refunding, Corporate Purpose:

   

4.00%, 12/01/30

    1,620       1,742,731  

4.00%, 12/01/31

    1,715       1,843,419  
Security   Par
(000)
    Value  
Illinois (continued)  

Counties of Kane McHenry Cook & De Kalb Unit School District No. 300, GO, Refunding, Series A, 5.00%, 01/01/30

  $ 6,350     $ 7,942,326  

County of Cook Illinois, GO, Refunding, Series C, 4.00%, 11/15/29

    19,750       20,449,348  

Illinois Finance Authority, Refunding RB:

   

DePaul University, Series A, 5.00%, 10/01/30

    1,000       1,207,360  

DePaul University, Series A, 4.00%, 10/01/32

    1,000       1,124,630  

Lutheran Communities, Series A, 4.00%, 11/01/24

    425       431,005  

Lutheran Communities, Series A, 5.00%, 11/01/26

    460       490,328  

Lutheran Communities, Series A, 5.00%, 11/01/28

    1,745       1,872,525  

Lutheran Communities, Series A, 5.00%, 11/01/29

    1,840       1,976,031  

Lutheran Communities, Series A, 5.00%, 11/01/30

    1,935       2,066,038  

Presence Health Network, Series C, 5.00%, 02/15/30

    12,000       14,933,640  

Rush University Medical Center, Series A, 5.00%, 11/15/31

    8,415       9,941,902  

Rush University Medical Center, Series A, 5.00%, 11/15/32

    2,075       2,443,458  

Rush University Medical Center, Series A, 5.00%, 11/15/33

    2,125       2,493,241  

The Peoples Gas Light & Coke Company Project, 4.00%, 02/01/33

    11,000       11,868,890  

The University of Chicago Medical Centre, Series B, 5.00%, 08/15/30

    3,205       3,956,316  

Illinois State Toll Highway Authority, Refunding RB, Senior, Series A, 4.00%, 12/01/31

    20,000       22,728,800  

Metropolitan Pier & Exposition Authority, Refunding RB, McCormick Place Expansion Project:

   

5.00%, 12/15/28

    1,200       1,329,228  

5.00%, 12/15/30

    1,385       1,517,988  

State of Illinois, GO :

   

Series A, 5.00%, 12/01/28

    9,950       11,485,683  

Series D, 5.00%, 11/01/28

    10,805       12,459,029  

State of Illinois, GO, Refunding, Series B, 5.00%, 10/01/30

    7,000       8,113,910  

Upper Illinois River Valley Development Authority, Refunding RB, Prairie Crossing Charter School, 4.00%, 01/01/31(b)

    370       376,871  

Winnebago & Boone Counties School District No. 205 Rockford, GO:

   

4.00%, 02/01/29

    9,080       9,853,525  

4.00%, 02/01/30

    9,835       10,664,681  
   

 

 

 
      264,757,709  
Indiana — 2.7%  

City of Indianapolis Department of Public Utilities Water System Revenue, Refunding RB, First Lien, Series A, 5.00%, 10/01/35

    10,000       12,800,800  

City of Valparaiso Indiana, RB, Exempt Facilities, Pratt Paper LLC Project, AMT, 5.88%, 01/01/24

    1,105       1,165,709  

City of Whiting Indiana, RB, BP Products North America, Inc. Project, AMT, 5.00%, 03/01/46(d)

    8,500       9,393,010  

Indiana Finance Authority, Refunding RB, Community Health Network Project, Series A, 4.00%, 05/01/35

    22,565       24,217,660  

Northern Indiana Commuter Transportation District, RB:

   

5.00%, 07/01/32

    1,000       1,218,310  

5.00%, 07/01/33

    1,400       1,700,734  
   

 

 

 
      50,496,223  
Iowa — 2.2%  

Iowa Finance Authority, Refunding RB, Midwestern Disaster Area, Iowa Fertilizer Co. Project, 5.25%, 12/01/25

    13,345       14,031,200  
 

 

 

SCHEDULES OF INVESTMENTS

  21


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock Municipal 2030 Target Term Trust (BTT)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  
Iowa (continued)  

PEFA, Inc., RB, 5.00%, 09/01/49(d)

  $ 21,415     $ 26,167,203  
   

 

 

 
      40,198,403  
Kansas — 0.1%  

Wyandotte County-Kansas City Unified Government Utility System Revenue, RB, Series A, 5.00%, 09/01/33

    1,370       1,632,725  
   

 

 

 
Kentucky — 0.6%  

County of Louisville/Jefferson Metropolitan Government, Refunding RB, Norton Healthcare, Inc., Series A, 5.00%, 10/01/32

    7,300       8,811,611  

Kentucky Public Transportation Infrastructure Authority, RB, CAB, 1st Tier-Downtown Crossing Project:

   

Series B, 0.00%, 07/01/30(a)

    1,230       821,345  

Convertible Series C, 6.40%, 07/01/33(f)

    1,500       1,502,685  
   

 

 

 
      11,135,641  
Louisiana — 3.1%  

City of Ruston Louisiana, RB (AGM):

   

5.00%, 06/01/29

    1,060       1,315,460  

5.00%, 06/01/30

    1,000       1,239,130  

5.00%, 06/01/31

    1,020       1,260,506  

5.00%, 06/01/32

    1,225       1,509,433  

Louisiana Local Government Environmental Facilities & Community Development Authority, RB, Westlake Chemical Corp., Series A-2, 6.50%, 11/01/35

    2,130       2,154,431  

Louisiana Public Facilities Authority, RB, Series A(b):

   

Lake Charles Collage Prep Project, 5.00%, 06/01/29

    710       764,088  

Young Audiences Charter School Project, 5.00%, 04/01/30

    525       554,563  

Louisiana Public Facilities Authority, Refunding RB:

   

5.00%, 05/15/29

    1,235       1,483,247  

5.00%, 05/15/30

    990       1,185,901  

3.00%, 05/15/31

    2,225       2,355,986  

5.00%, 05/15/32

    1,485       1,765,323  

5.00%, 05/15/33

    2,175       2,576,549  

Entergy Louisiana, Series B, 3.50%, 06/01/30

    5,990       6,128,369  

Louisiana Stadium & Exposition District, Refunding RB, Senior, Series A, 5.00%, 07/01/30

    3,000       3,198,810  

Parish of St. John the Baptist Louisiana, Refunding RB, Marathon Oil Corporation Project(d):

   

2.00%, 06/01/37

    2,250       2,230,898  

2.10%, 06/01/37

    1,305       1,286,965  

Port New Orleans Board of Commissioners, Refunding RB, Series B, AMT, 5.00%, 04/01/23(e)

    2,875       3,226,210  

State of Louisiana, GO, Series A, 4.00%, 05/15/30

    6,540       7,160,057  

Terrebonne Levee & Conservation District, RB, Sales Tax, 5.00%, 07/01/29

    1,925       2,129,647  

Tobacco Settlement Financing Corp., Refunding RB, Asset-Backed, Series A:

   

5.25%, 05/15/31

    3,425       3,511,584  

5.25%, 05/15/32

    4,375       4,614,706  

5.25%, 05/15/33

    4,750       5,005,692  

5.25%, 05/15/35

    1,500       1,613,325  
   

 

 

 
      58,270,880  
Maine — 0.1%  

City of Portland Maine General Airport Revenue, Refunding RB, Green Bond:

   

5.00%, 01/01/33

    695       864,872  

5.00%, 01/01/34

    305       376,974  

4.00%, 01/01/35

    1,000       1,129,200  
   

 

 

 
      2,371,046  
Security   Par
(000)
    Value  
Maryland — 1.9%  

City of Baltimore Maryland, Refunding RB, Convention Center Hotel, 5.00%, 09/01/31

  $ 1,250     $ 1,151,325  

County of Anne Arundel Maryland Consolidated, Special Taxing District, Special Tax Bonds, Villages At Two Rivers Project :

   

4.20%, 07/01/24

    540       545,989  

4.90%, 07/01/30

    1,315       1,339,091  

County of Howard Maryland Housing Commission, RB, M/F Housing, Woodfield Oxford Square Apartments, 5.00%, 12/01/33

    1,765       2,197,231  

County of Prince George’s Maryland, Tax Allocation Bonds, Westphalia Town Center Project, 5.00%, 07/01/30(b)

    585       614,677  

Maryland EDC, RB, Purple Line Light Rail Project, Series D, AMT, 5.00%, 03/31/30

    1,325       1,327,835  

Maryland EDC, Refunding RB, CNX Marine Terminal, Inc., 5.75%, 09/01/25

    1,985       1,988,553  

Maryland Health & Higher Educational Facilities Authority, Refunding RB:

   

Charlestown Community, Series A, 5.00%, 01/01/31

    2,865       3,298,961  

Charlestown Community, Series A, 5.00%, 01/01/32

    3,010       3,452,711  

Charlestown Community, Series A, 5.00%, 01/01/33

    3,165       3,616,171  

LifeBridge Health Issue, 5.00%, 07/01/31

    1,000       1,240,120  

LifeBridge Health Issue, 5.00%, 07/01/32

    500       617,335  

LifeBridge Health Issue, 5.00%, 07/01/33

    1,000       1,231,270  

Lifebridge Health Issue, 5.00%, 07/01/33

    385       464,160  

Lifebridge Health Issue, 5.00%, 07/01/34

    775       950,367  

Meritus Medical Center, 5.00%, 07/01/29

    2,200       2,514,534  

Meritus Medical Center, 5.00%, 07/01/31

    1,400       1,593,592  

Meritus Medical Center, 5.00%, 07/01/33

    1,200       1,360,404  

State of Maryland, GO, State and Local Facilities Loan of 2019, First Series, 3.00%, 03/15/34

    5,000       5,698,350  
   

 

 

 
      35,202,676  
Massachusetts — 2.2%  

Commonwealth of Massachusetts, GO, Refunding, Series A (AMBAC), 5.50%, 08/01/30

    2,500       3,595,550  

Commonwealth of Massachusetts, GO, Series I, 5.00%, 12/01/33

    5,000       6,284,850  

Massachusetts Bay Transportation Authority, Refunding RB, CAB, Series A, 0.00%, 07/01/32(a)

    5,500       4,346,375  

Massachusetts Development Finance Agency, RB:

   

Emmanuel College Issue, Series A, 5.00%, 01/01/33

    1,070       1,229,836  

UMass Darthmouth Student Housing Project, 5.00%, 10/01/29

    2,365       2,490,889  

UMass Darthmouth Student Housing Project, 5.00%, 10/01/30

    2,485       2,609,722  

Massachusetts Development Finance Agency, Refunding RB, Series A:

   

5.00%, 01/01/32

    2,020       2,369,036  

5.00%, 01/01/33

    1,500       1,747,110  

5.00%, 01/01/34

    2,085       2,413,471  

5.00%, 01/01/35

    2,000       2,303,840  

Emmanuel College Issue, 5.00%, 10/01/31

    3,635       4,247,934  

Emmanuel College Issue, 5.00%, 10/01/33

    1,285       1,485,576  

Massachusetts Educational Financing Authority, Refunding RB, Series K, AMT, 5.25%, 07/01/29

    4,495       4,738,359  
   

 

 

 
      39,862,548  
Michigan — 1.6%  

City of Detroit Michigan, GO:

   

5.00%, 04/01/26

    735       779,776  

5.00%, 04/01/27

    580       618,448  
 

 

 

22  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock Municipal 2030 Target Term Trust (BTT)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  
Michigan (continued)  

5.00%, 04/01/28

  $ 665     $ 711,949  

5.00%, 04/01/29

    665       709,668  

5.00%, 04/01/30

    510       552,243  

5.00%, 04/01/31

    735       779,122  

5.00%, 04/01/32

    625       660,369  

5.00%, 04/01/33

    830       873,957  

Michigan Finance Authority, Refunding RB:

   

MidMichigan Health, 5.00%, 06/01/33

    2,750       3,161,043  

Oakwood Obligation Group, 5.00%, 08/15/30

    2,105       2,366,231  

Michigan Strategic Fund, RB, I-75 Improvement Projects, AMT, 5.00%, 12/31/32

    2,000       2,315,480  

Michigan Strategic Fund, Refunding RB, Holland Home Obligated Group:

   

5.00%, 11/15/29

    1,260       1,372,354  

5.00%, 11/15/34

    1,410       1,493,218  

Saginaw Valley State University, Refunding RB, Series A:

   

5.00%, 07/01/31

    2,070       2,520,763  

5.00%, 07/01/32

    1,430       1,735,477  

State of Michigan Hospital Finance Authority, Refunding RB, Trinity Health Credit Group, Series C, 4.00%, 12/01/32

    8,195       8,650,560  
   

 

 

 
      29,300,658  
Minnesota — 0.4%  

City of Spring Lake Park Minnesota, RB, Academy for Higher Learning Project, 4.00%, 06/15/29

    1,185       1,232,270  

Sartell-St Stephen Independent School District No. 748, GO, Capital Appreciation Bonds, Series B(a):

   

0.00%, 02/01/30

    3,915       3,225,177  

0.00%, 02/01/31

    2,190       1,736,998  

0.00%, 02/01/32

    1,450       1,104,987  
   

 

 

 
      7,299,432  
Mississippi — 1.5%  

Mississippi Development Bank, Refunding RB, Municipal Energy Agency of Mississippi, Series A (AGM):

   

5.00%, 03/01/30

    2,280       2,677,427  

5.00%, 03/01/31

    1,595       1,866,182  

5.00%, 03/01/32

    2,000       2,331,640  

5.00%, 03/01/33

    1,275       1,481,601  

State of Mississippi, RB:

   

Series A, 5.00%, 10/15/35

    5,000       5,982,550  

Series E, 5.00%, 10/15/33

    12,225       13,886,377  
   

 

 

 
      28,225,777  
Missouri — 0.6%  

City of St. Louis Missouri IDA, Refunding RB, Ballpark Village Development Project, Series A, 3.88%, 11/15/29

    970       860,128  

Missouri State Health & Educational Facilities Authority, Refunding RB:

   

CoxHealth, Series A, 4.00%, 11/15/33

    2,010       2,187,483  

St. Louis College of Pharmacy, 5.00%, 05/01/30

    3,000       3,216,390  

The Children’s Mercy Hospital, 5.00%, 05/15/31

    1,175       1,423,630  

The Children’s Mercy Hospital, 4.00%, 05/15/32

    1,680       1,918,123  

The Children’s Mercy Hospital, 4.00%, 05/15/33

    2,000       2,274,100  
   

 

 

 
      11,879,854  
Montana — 0.6%  

City of Forsyth Montana, Refunding RB, Puget Sound Energy Project, Series A, 3.90%, 03/01/31(d)

    10,050       10,696,918  
   

 

 

 
Nebraska — 0.6%  

Central Plains Energy Project, RB:

   

Energy Project No. 3, 5.00%, 09/01/27

    5,000       5,422,150  

Gas Project No. 3, 5.00%, 09/01/32

    4,500       4,877,415  
Security   Par
(000)
    Value  
Nebraska (continued)  

Elkhorn School District, GO, Elkhorn Public Schools:

   

4.00%, 12/15/32

  $ 325     $ 399,594  

4.00%, 12/15/33

    375       458,014  
   

 

 

 
      11,157,173  
Nevada — 0.1%  

Nevada Department of Business & Industry, RB, Series A, 5.00%, 07/15/27(b)

    335       362,266  

State of Nevada Department of Business & Industry, RB, Somerset Academy, Series A, 4.50%, 12/15/29(b)

    655       692,027  
   

 

 

 
      1,054,293  
New Hampshire — 0.4%  

New Hampshire Business Finance Authority, Refunding RB, Resource Recovery, Covanta Project, Series A, AMT, 4.00%, 11/01/27(b)

    2,205       2,245,594  

New Hampshire State Turnpike System, RB, Series C, 4.00%, 08/01/33

    4,350       4,650,150  
   

 

 

 
      6,895,744  
New Jersey — 14.7%  

Casino Reinvestment Development Authority, Inc., Refunding RB:

   

5.00%, 11/01/21

    2,465       2,518,293  

5.00%, 11/01/22

    1,890       1,962,104  

County of Gloucester New Jersey Pollution Control Financing Authority, Refunding RB, Keystone Urban Renewal Project, Series A, AMT, 5.00%, 12/01/24

    1,270       1,331,163  

New Jersey EDA, RB:

   

Beloved Community Charter School, Inc. Project, Series A, 4.00%, 06/15/29(b)

    665       695,690  

Continental Airlines, Inc. Project, Series A, AMT, 5.63%, 11/15/30

    1,740       1,804,571  

Continental Airlines, Inc. Project, Series B, AMT, 5.63%, 11/15/30

    1,315       1,369,073  

Foundation Academy Charter School Project, Series A, 4.00%, 07/01/29

    350       369,891  

Private Activity Bond, The Goethals Bridge Replacement Project, AMT, 5.00%, 01/01/28

    4,705       5,228,384  

Series DDD, 5.00%, 06/15/35

    2,000       2,300,040  

State Government Buildings Project, Series A, 5.00%, 06/15/32

    4,500       5,269,455  

State Government Buildings Project, Series C, 5.00%, 06/15/32

    3,600       4,215,564  

New Jersey EDA, Refunding RB:

   

Cigarette Tax, 5.00%, 06/15/26

    10,610       11,001,509  

Cigarette Tax, 4.25%, 06/15/27

    16,500       16,862,505  

Cranes Mill Project, 5.00%, 01/01/29

    2,280       2,372,317  

Provident Group — Montclaire Properties LLC (AGM), 5.00%, 06/01/28

    1,000       1,235,750  

Provident Group — Montclaire Properties LLC (AGM), 5.00%, 06/01/30

    1,500       1,837,020  

Provident Group — Montclaire Properties LLC (AGM), 5.00%, 06/01/31

    1,750       2,135,420  

Provident Group — Montclaire Properties LLC (AGM), 4.00%, 06/01/32

    2,125       2,429,491  

Series BBB, 5.50%, 06/15/29

    10,000       12,011,600  

Series MMM, 4.00%, 06/15/35

    5,000       5,496,750  

Sub-Series A, 4.00%, 07/01/32

    9,855       10,499,221  

New Jersey EDA, Refunding, Special Assessment Bonds, Kapkowski Road Landfill Project, 5.75%, 04/01/31

    5,000       5,201,150  

New Jersey Educational Facilities Authority, RB, Higher Education Capital Improvement Fund, Series A, 4.00%, 09/01/30

    5,860       6,267,622  
 

 

 

SCHEDULES OF INVESTMENTS

  23


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock Municipal 2030 Target Term Trust (BTT)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  
New Jersey (continued)  

New Jersey Health Care Facilities Financing Authority, Refunding RB:

   

Princeton HealthCare System, 5.00%, 07/01/29

  $ 2,900     $ 3,536,666  

Princeton HealthCare System, 5.00%, 07/01/30

    2,400       2,919,144  

RWJ Barnabas Health Obligated Group, Series A, 5.00%, 07/01/30

    11,245       13,703,832  

St. Joseph Health System, 5.00%, 07/01/28

    1,500       1,716,930  

St. Joseph Health System, 5.00%, 07/01/29

    1,250       1,426,675  

St. Joseph Health System Obligated Group Issue, 5.00%, 07/01/30

    1,100       1,250,612  

New Jersey Higher Education Student Assistance Authority, RB, Senior Student Loan, AMT:

   

Series 1A, 5.00%, 12/01/25

    5,500       6,316,200  

Series 1A, 5.00%, 12/01/26

    2,250       2,577,397  

Series A, 4.00%, 12/01/32

    2,500       2,710,950  

Series A, 4.00%, 12/01/33

    2,000       2,154,920  

Series A, 4.00%, 12/01/34

    1,000       1,072,190  

Series A, 4.00%, 12/01/35

    1,000       1,067,690  

New Jersey Housing & Mortgage Finance Agency, Refunding RB, S/F Housing, Series BB, AMT, 3.80%, 10/01/32

    12,350       13,450,879  

New Jersey Transportation Trust Fund Authority, RB:

   

Series BB, 5.00%, 06/15/30

    1,500       1,809,600  

Transportation Program, Series AA, 5.25%, 06/15/27

    4,225       4,910,802  

Transportation Program, Series AA, 5.25%, 06/15/28

    4,500       5,214,735  

Transportation System, Series AA, 4.00%, 06/15/30

    10,815       11,295,943  

Transportation System, Series C, 5.25%, 06/15/32

    10,000       11,275,800  

Transportation System, Series D, 5.00%, 06/15/32

    5,000       5,593,300  

New Jersey Transportation Trust Fund Authority, Refunding RB, Series A:

   

Federal Highway Reimbursement Revenue Notes, 5.00%, 06/15/30

    6,600       7,659,894  

5.00%, 12/15/30

    21,325       25,608,979  

Newark Housing Authority Scholarship Foundation A New Jersey Non, Refunding RB, Newark Redevelopment Project (NPFGC), 5.25%, 01/01/27

    5,000       5,720,200  

South Jersey Transportation Authority, Refunding RB, Transportation System, Series A, 5.00%, 11/01/33

    500       551,540  

Tobacco Settlement Financing Corp., Refunding RB, Series A:

   

5.00%, 06/01/30

    16,740       21,045,193  

5.00%, 06/01/32

    8,270       10,295,406  

Township of Irvington New Jersey, GO, Refunding, Series A (AGM):

   

5.00%, 07/15/30

    2,000       2,276,400  

5.00%, 07/15/31

    1,450       1,649,216  
   

 

 

 
      273,225,676  
New Mexico — 1.4%  

City of Santa Fe New Mexico, RB, EL Castillo Retirement Residences Project, Series A, 5.00%, 05/15/34

    480       501,288  

New Mexico Educational Assistance Foundation, RB, AMT:

   

Series A-1 (GTD), 3.88%, 04/01/34

    2,000       2,132,380  

Education Loan, Series A-1, 3.75%, 09/01/31

    6,250       6,680,312  

Education Loan, Series A-2, 3.80%, 11/01/32

    5,850       6,244,466  

Education Loan, Series A-2, 3.80%, 09/01/33

    10,000       10,650,300  
   

 

 

 
      26,208,746  
New York — 3.8%  

Build NYC Resource Corp., Refunding RB, Pratt Paper, Inc. Project, AMT, 4.50%, 01/01/25(b)

    820       845,691  

County of Nassau New York, GO, Series A (AGM):

   

5.00%, 04/01/34

    4,165       5,223,201  

5.00%, 04/01/35

    4,385       5,477,084  
Security   Par
(000)
    Value  
New York (continued)  

Metropolitan Transportation Authority, Refunding RB:

   

CAB, Series A, 0.00%, 11/15/30(a)

  $ 23,000     $ 17,318,770  

Green Bond, Climate Bond Certified, Series C-1, 5.00%, 11/15/34

    10,000       11,165,000  

Green Bond, CAB, Series C-2, 0.00%, 11/15/32(a)

    19,315       12,818,207  

New York City Transitional Finance Authority Future Tax Secured Revenue, RB, Sub-Series B-1, 5.00%, 08/01/30

    4,980       6,337,299  

New York Transportation Development Corp., RB, LaGuardia Airport Terminal B Redevelopment Project, Series A, AMT:

   

4.00%, 07/01/32

    5,500       5,846,225  

4.00%, 07/01/33

    6,000       6,352,560  
   

 

 

 
      71,384,037  
Ohio — 1.3%  

County of Butler Ohio, Refunding RB, UC Health:

   

5.00%, 11/15/30

    1,225       1,516,869  

5.00%, 11/15/31

    2,500       3,079,375  

5.00%, 11/15/32

    2,200       2,698,850  

County of Franklin Ohio, RB, Health Care Facilities Improvement, OPRS Communities, Series A:

   

5.25%, 07/01/28

    470       470,531  

5.63%, 07/01/32

    940       941,194  

County of Hamilton Ohio Sales Tax Revenue, Refunding RB, Series A, 5.00%, 12/01/30

    4,500       5,513,355  

Ohio Air Quality Development Authority, Refunding RB, Ohio Valley Electric Corp., 3.25%, 09/01/29

    4,450       4,641,127  

State of Ohio, RB, Portsmouth Bypass Project, AMT (AGM):

   

5.00%, 12/31/29

    1,625       1,917,110  

5.00%, 12/31/30

    2,400       2,822,808  
   

 

 

 
      23,601,219  
Oklahoma — 0.7%  

Norman Regional Hospital Authority, Refunding RB:

   

5.00%, 09/01/27

    2,100       2,514,141  

5.00%, 09/01/28

    2,000       2,387,880  

5.00%, 09/01/29

    2,150       2,560,715  

5.00%, 09/01/30

    5,130       6,092,285  
   

 

 

 
      13,555,021  
Oregon — 0.5%  

Oregon Health & Science University, Refunding RB, Series B, 5.00%, 07/01/35

    7,390       8,984,023  
   

 

 

 
Pennsylvania — 17.9%  

Allentown Neighborhood Improvement Zone Development Authority, RB, City Center Project(b):

   

5.00%, 05/01/23

    490       506,190  

5.00%, 05/01/28

    835       903,412  

Allentown Neighborhood Improvement Zone Development Authority, Refunding RB, Series A:

   

5.00%, 05/01/27

    6,750       7,064,752  

5.00%, 05/01/28

    5,000       5,231,200  

5.00%, 05/01/29

    3,745       3,916,633  

5.00%, 05/01/30

    5,300       5,540,620  

Chester County Health and Education Facilities Authority, Refunding RB, Series A:

   

Main Line Health System, 5.00%, 10/01/32

    1,450       1,809,063  

Main Line Health System, 5.00%, 10/01/33

    2,300       2,863,109  

Simpson Senior Services Project, 5.00%, 12/01/30

    2,180       2,203,500  

City of Philadelphia Pennsylvania, GO, Refunding:

   

(AGM), 4.00%, 08/01/32

    6,000       7,071,420  

(AGM), 5.00%, 08/01/30

    9,235       11,611,073  

Series A, 5.00%, 08/01/30

    4,500       5,623,920  
 

 

 

24  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock Municipal 2030 Target Term Trust (BTT)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  
Pennsylvania (continued)  

Commonwealth Financing Authority, RB, Tobacco Master Settlement Payment:

   

5.00%, 06/01/30

  $ 3,500     $ 4,434,465  

5.00%, 06/01/32

    6,000       7,523,100  

Commonwealth of Pennsylvania, GO, Refunding, 1st Series, 4.00%, 01/01/30

    7,000       8,299,340  

County of Allegheny Hospital Development Authority, Refunding RB, Allegheny Health Network Obligated Group Issue, Series A:

   

5.00%, 04/01/31

    3,075       3,808,572  

5.00%, 04/01/34

    3,345       4,071,701  

5.00%, 04/01/35

    1,000       1,211,060  

County of Chester IDA, Woodlands at Graystone Project, 4.38%, 03/01/28(b)

    265       265,167  

County of Cumberland Pennsylvania Municipal Authority, Refunding RB, Diakon Lutheran Social Ministries Project:

   

5.00%, 01/01/29

    1,300       1,397,136  

5.00%, 01/01/30

    2,675       2,866,503  

5.00%, 01/01/32

    1,510       1,620,049  

County of Dauphin General Authority, Refunding RB, Pinnacle Health System Project, Series A, 4.00%, 06/01/31

    2,275       2,536,193  

County of Delaware Authority, Refunding RB, Cabrini University:

   

5.00%, 07/01/28

    800       926,008  

5.00%, 07/01/29

    1,365       1,574,828  

5.00%, 07/01/30

    1,435       1,646,691  

County of Lancaster Hospital Authority, Refunding RB, University of Pennsylvania Health System Obligation, Series A, 3.00%, 08/15/30

    2,535       2,748,777  

County of Montgomery Higher Education & Health Authority, Refunding RB, Thomas Jefferson University:

   

5.00%, 09/01/31

    1,750       2,180,710  

5.00%, 09/01/32

    1,315       1,629,101  

4.00%, 09/01/34

    3,000       3,456,240  

4.00%, 09/01/35

    1,735       1,987,599  

4.00%, 09/01/36

    1,500       1,712,460  

County of Montgomery Pennsylvania IDA, Refunding RB:

   

Acts Retirement-Life Communities, Inc. Obligated Group, 5.00%, 05/15/22(e)

    2,500       2,715,850  

Albert Einstein Healthcare Network, Series A, 5.25%, 01/15/29

    3,250       3,557,222  

Albert Einstein Healthcare Network, Series A, 5.25%, 01/15/30

    6,185       6,752,969  

Whitemarsh Continuing Care Retirement Community Project, 5.00%, 01/01/30

    2,000       2,007,780  

County of Northampton Pennsylvania General Purpose Authority, RB, St. Luke’s Hospital of Bethlehem, Series A, 5.00%, 08/15/33

    12,660       13,997,656  

County of Northampton Pennsylvania General Purpose Authority, Refunding RB, Lafayette College, 5.00%, 11/01/34

    5,400       6,675,048  

County of Westmoreland Municipal Authority, Refunding RB (BAM):

   

5.00%, 08/15/27

    1,500       1,813,980  

5.00%, 08/15/31

    5,000       6,277,900  

5.00%, 08/15/32

    17,945       22,439,146  

Geisinger Authority, Refunding RB, Geisinger Health System, Series A-2:

   

5.00%, 02/15/32

    4,000       4,896,640  

5.00%, 02/15/34

    1,750       2,130,887  
Security   Par
(000)
    Value  
Pennsylvania (continued)  

Pennsylvania Economic Development Financing Authority, RB:

   

Pennsylvania Rapid Bridge Replacement, 5.00%, 12/31/29

  $ 5,000     $ 5,682,550  

Pennsylvania Rapid Bridge Replacement, 5.00%, 12/31/30

    13,100       14,803,786  

Pennsylvania Rapid Bridge Replacement, 5.00%, 12/31/34

    16,500       18,279,195  

UPMC, Series A-1, 5.00%, 04/15/30

    2,500       3,268,700  

Pennsylvania Economic Development Financing Authority, Refunding RB, University of Pittsburgh Medical Center, 5.00%, 03/15/31

    4,500       5,402,475  

Pennsylvania Higher Educational Facilities Authority, RB, Series AT-1, 5.00%, 06/15/30

    7,910       9,716,011  

Pennsylvania Higher Educational Facilities Authority, Refunding RB:

   

Drexel University, 5.00%, 05/01/30

    425       512,121  

Drexel University, 5.00%, 05/01/31

    1,275       1,531,466  

Drexel University, 5.00%, 05/01/32

    1,750       2,095,817  

Drexel University, 5.00%, 05/01/33

    3,320       3,965,740  

Drexel University, 5.00%, 05/01/35

    1,000       1,188,140  

La Salle University, 4.00%, 05/01/32

    3,000       3,045,660  

Pennsylvania Housing Finance Agency, Refunding RB, Series 125-A, AMT, 3.40%, 10/01/32

    9,000       9,619,110  

Pennsylvania Turnpike Commission, RB, Sub-Series B-1:

   

5.00%, 06/01/31

    3,000       3,648,510  

5.00%, 06/01/32

    4,075       4,935,314  

5.00%, 06/01/33

    4,000       4,830,880  

Pennsylvania Turnpike Commission, Refunding RB:

   

Motor License Fund, Enhanced Turnpike, 5.00%, 12/01/30

    5,000       6,174,000  

Subordinate, Series B-2 (AGM), 5.00%, 06/01/34

    4,000       4,874,120  

Turnpike Subordinate Revenue, Second Series, 5.00%, 12/01/32

    1,000       1,221,340  

Turnpike Subordinate Revenue, Second Series, 5.00%, 12/01/33

    1,815       2,205,769  

Turnpike Subordinate Revenue, Second Series, 5.00%, 12/01/34

    1,500       1,814,550  

Turnpike Subordinate Revenue, Second Series, 5.00%, 12/01/35

    2,005       2,415,905  

Philadelphia Authority for Industrial Development, RB, Independence Charter School West Project, 4.00%, 06/15/29

    350       359,128  

Philadelphia Gas Works Co., Refunding RB, General Ordinance, Series 14-T, 5.00%, 10/01/30

    425       507,680  

Southeastern Pennsylvania Transportation Authority, RB:

   

5.00%, 06/01/21

    250       259,585  

5.00%, 06/01/30

    5,000       6,764,800  

State Public School Building Authority, RB, School District of Philadelphia Project, 5.00%, 04/01/22(e)

    23,630       25,530,325  

Township of East Hempfield Pennsylvania IDA, RB, Student Services, Inc. Student Housing Project:

   

5.00%, 07/01/30

    825       849,470  

5.00%, 07/01/30

    1,280       1,303,501  

Wayne County Hospital & Health Facilities Authority, RB, Wayne Memorial Hospital Project, Series A (GTD):

   

5.00%, 07/01/31

    460       572,217  

4.00%, 07/01/33

    440       504,429  
   

 

 

 
      331,387,964  
Puerto Rico — 4.0%  

Puerto Rico Sales Tax Financing Corp. Sales Tax Revenue, RB, CAB, Restructured(a):

   

Series A-1, 0.00%, 07/01/29

    14,055       11,261,569  

Series A-1, 0.00%, 07/01/31

    34,336       25,030,601  
 

 

 

SCHEDULES OF INVESTMENTS

  25


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock Municipal 2030 Target Term Trust (BTT)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  
Puerto Rico (continued)  

Series A-1, 0.00%, 07/01/33

  $ 43,149     $ 29,188,141  

Series B-1, 0.00%, 07/01/31

    5,755       4,179,396  

Series B-1, 0.00%, 07/01/33

    6,477       4,355,005  
   

 

 

 
      74,014,712  
Rhode Island — 1.6%  

Rhode Island Health & Educational Building Corp., RB, Hospital Financing, LifeSpan Obligation, 5.00%, 05/15/30

    1,500       1,750,335  

Rhode Island Housing & Mortgage Finance Corp., RB, S/F Housing, Homeownership Opportunity Bonds, Series 68-B, 3.00%, 10/01/31

    13,500       14,223,735  

Tobacco Settlement Financing Corp., Refunding RB, Series A:

   

5.00%, 06/01/28

    2,750       3,185,325  

5.00%, 06/01/29

    4,500       5,206,185  

5.00%, 06/01/30

    4,215       4,866,765  
   

 

 

 
      29,232,345  
South Carolina — 0.6%  

South Carolina Jobs EDA, Refunding RB, Prisma Health Obligated Group, Series A, 5.00%, 05/01/35

    10,000       11,673,800  
   

 

 

 
Tennessee — 0.6%  

Chattanooga Health Educational & Housing Facility Board, Refunding RB, Commonspirit Health, Series A, 4.00%, 08/01/36

    2,000       2,250,020  

Chattanooga-Hamilton County Hospital Authority, Refunding RB, Erlanger Health System, Series A, 5.00%, 10/01/31

    6,210       6,967,682  

Counties of Nashville & Davidson Tennessee Metropolitan Government Health & Educational Facilities Board, RB, Vanderbilt University Medical Center, Series A, 5.00%, 07/01/31

    1,300       1,539,382  

County of Memphis-Shelby Industrial Development Board, Refunding, Tax Allocation Bonds, Graceland Project, Series A, 4.75%, 07/01/27

    525       529,116  
   

 

 

 
      11,286,200  
Texas — 13.6%  

Central Texas Regional Mobility Authority, RB, Senior Lien, Series A:

   

5.00%, 01/01/30

    1,600       1,835,888  

5.00%, 01/01/31

    1,175       1,344,940  

5.00%, 01/01/33

    1,500       1,705,770  

Central Texas Turnpike System, Refunding RB, Series C:

   

5.00%, 08/15/32

    12,500       13,990,625  

5.00%, 08/15/33

    14,000       15,631,700  

City of Houston Texas Airport System Revenue, Refunding RB, Series D, 5.00%, 07/01/33

    7,000       8,772,050  

City of Houston Texas Combined Utility System Revenue, Refunding RB, First Lien, Series B:

   

5.25%, 11/15/33

    4,000       5,083,960  

5.00%, 11/15/34

    7,315       9,141,994  

Clifton Higher Education Finance Corp., RB, Idea Public Schools, 6.00%, 08/15/33

    1,650       1,851,795  

Clifton Higher Education Finance Corp., Refunding RB, Series A:

   

Idea Public Schools (PSF-GTD), 4.00%, 08/15/31

    1,250       1,469,800  

Idea Public Schools (PSF-GTD), 4.00%, 08/15/33

    1,200       1,405,008  

Uplift Education, 3.10%, 12/01/22

    480       485,131  

Uplift Education, 3.95%, 12/01/32

    1,800       1,827,378  

County of Harris Texas, Refunding RB, Toll Road, Senior Lien, Series C, 4.00%, 08/15/33

    12,325       13,125,632  
Security   Par
(000)
    Value  
Texas (continued)  

County of Harris Texas Cultural Education Facilities Finance Corp., RB, 1st Mortgage, Brazos Presbyterian Homes, Inc. Project, Series B:

   

5.75%, 01/01/28

  $ 500     $ 526,110  

6.38%, 01/01/33

    460       488,584  

County of Harris Texas Cultural Education Facilities Finance Corp., Refunding RB, Series A:

   

Brazos Presbyterian Homes, Inc. Project, 5.00%, 01/01/33

    1,090       1,113,577  

YMCA of the Greater Houston Area, 5.00%, 06/01/28

    1,150       1,194,425  

YMCA of the Greater Houston Area, 5.00%, 06/01/33

    3,000       3,065,730  

County of Matagorda Texas Navigation District No. 1, Refunding RB:

   

Series A (AMBAC), 4.40%, 05/01/30

    26,120       29,490,525  

Series B (AMBAC), AMT, 4.55%, 05/01/30

    10,000       11,441,000  

Series B-2, 4.00%, 06/01/30

    12,995       13,442,288  

County of Midland Texas Fresh Water Supply District No. 1, RB, CAB, City of Midland Project, Series A(a):

   

0.00%, 09/15/31

    6,235       4,723,012  

0.00%, 09/15/32

    15,135       10,882,368  

County of Nueces Texas, GO, Refunding:

   

4.00%, 02/15/33

    1,165       1,443,517  

4.00%, 02/15/35

    725       889,111  

County of Tarrant Texas Cultural Education Facilities Finance Corp., RB:

   

Christus Health, Series B, 5.00%, 07/01/35

    6,000       7,539,540  

Baylor Health Care System Project, Series A, 4.00%, 11/15/31

    5,500       5,966,675  

Baylor Health Care System Project, Series A, 4.00%, 11/15/32

    15,420       16,710,654  

County of Tarrant Texas Cultural Education Facilities Finance Corp., Refunding RB, Trinity Terrace Project, Series A-1, 5.00%, 10/01/29

    1,000       1,068,470  

Leander ISD, GO, CAB, Refunding, Series D (PSF-GTD)(a):

   

0.00%, 08/15/31

    1,200       833,088  

0.00%, 08/15/32

    2,000       1,346,420  

0.00%, 08/15/33

    4,485       2,870,938  

Mission EDC, Refunding RB, Senior Lien, NatGasoline Project, AMT, 4.63%, 10/01/31(b)

    3,805       4,039,007  

New Hope Cultural Education Facilities Finance Corp., RB, Series A(b):

   

CityScape Schools, Inc., 4.00%, 08/15/29

    335       348,400  

Jubilee Academic Center Project, 3.63%, 08/15/22

    195       196,176  

Jubilee Academic Center Project, 4.25%, 08/15/27

    450       453,614  

North Texas Tollway Authority, Refunding RB, 1st Tier, Series A, 5.00%, 01/01/35

    5,750       7,027,765  

Red River Health Facilities Development Corp., RB, Wichita Falls Retirement Foundation Project:

   

4.70%, 01/01/22

    275       278,011  

5.50%, 01/01/32

    1,000       1,016,170  

Socorro Independent School District, GO, Refunding, Series B (PSF-GTD), 4.00%, 08/15/34

    3,000       3,602,520  

Texas Municipal Gas Acquisition & Supply Corp. III, RB, Natural Gas Utility Improvements:

   

5.00%, 12/15/30

    13,000       13,759,590  

5.00%, 12/15/31

    25,000       26,437,250  

Texas Public Finance Authority, Refunding RB, Midwestern State University, 4.00%, 12/01/31

    1,650       1,870,919  

Texas Transportation Commission State Highway Fund, Refunding RB, 1st Tier, 5.00%, 10/01/22

    1,000       1,103,740  
   

 

 

 
      252,840,865  
 

 

 

26  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock Municipal 2030 Target Term Trust (BTT)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  
Utah — 0.3%  

Utah Transit Authority, Refunding RB, Subordinate, 4.00%, 12/15/31

  $ 5,000     $ 5,762,700  
   

 

 

 
Virginia — 0.6%  

County of Fairfax Virginia EDA, RB, Vinson Hall LLC, Series A, 5.00%, 12/01/32

    2,000       2,093,920  

County of Hanover Virginia EDA, Refunding RB, Covenant Woods, Series A:

   

4.50%, 07/01/30

    3,000       3,032,040  

4.50%, 07/01/32

    1,100       1,109,097  

Dulles Town Center Community Development Authority, Refunding, Special Assessment, Dulles Town Center Project, 4.25%, 03/01/26

    500       500,125  

Virginia Small Business Financing Authority, RB, Senior Lien, Express Lanes LLC, AMT, 5.00%, 07/01/34

    3,940       4,078,373  
   

 

 

 
      10,813,555  
Washington — 2.3%  

Grant & Douglas Counties School District No. 144-101 Quincy, GO, 4.00%, 12/01/34

    7,475       8,738,126  

Greater Wenatchee Regional Events Center Public Facilities District, Refunding RB, Series A:

   

5.00%, 09/01/27

    1,000       1,008,730  

5.25%, 09/01/32

    1,850       1,860,693  

Port of Seattle Washington, Refunding ARB, Intermediate Lien, Series C, AMT, 5.00%, 05/01/33

    6,695       8,071,559  

Port of Seattle Washington, Refunding RB, Intermediate Lien, AMT, Series C, 5.00%, 05/01/34

    6,000       7,208,400  

Washington Biomedical Research Properties 3.2, RB, Series A:

   

5.00%, 01/01/31

    1,000       1,210,460  

5.00%, 01/01/32

    1,140       1,378,271  

Washington Health Care Facilities Authority, Refunding RB, MultiCare Health System, Series B, 5.00%, 08/15/35

    9,485       11,700,886  

Washington State Housing Finance Commission, Refunding RB, Emerald Heights Project:

   

5.00%, 07/01/28

    1,000       1,084,280  

5.00%, 07/01/33

    1,100       1,188,242  
   

 

 

 
      43,449,647  
West Virginia — 0.2%  

West Virginia Hospital Finance Authority, RB, West Virginia University Health System, Series A:

   

5.00%, 06/01/31

    1,950       2,350,315  

5.00%, 06/01/33

    1,100       1,313,631  
   

 

 

 
      3,663,946  
Wisconsin — 2.0%  

Public Finance Authority, RB, Series A(b):

   

21st Century Public Academy Project, 3.75%, 06/01/30

    345       325,297  

American Preparatory Academy, 4.00%, 07/15/29

    645       667,852  

Public Finance Authority, Refunding RB:

   

Penick Village Obligation Group, 4.00%, 09/01/29(b)

    445       430,720  

Waste Management, Inc. Project, AMT, 2.63%, 11/01/25

    3,000       3,195,570  

Wisconsin Airport Facilities, Senior Obligated Group, Series B, AMT, 5.25%, 07/01/28

    2,250       2,415,893  

State of Wisconsin, GO, Series B, 3.00%, 05/01/21(e)

    5,000       5,106,450  

Wisconsin Health & Educational Facilities Authority, Refunding RB:

   

Advocate Aurora Health Credit Group, Series C-4, 0.76%, 08/15/54(d)

    8,200       8,192,103  

Marquette University, 4.00%, 10/01/32

    4,520       4,779,448  

Milwaukee Regional Medical Center Thermal Service, Inc., 5.00%, 04/01/35

    2,500       3,175,100  
Security   Par
(000)
    Value  
Wisconsin (continued)  

Wisconsin Housing & Economic Development Authority, Refunding RB, S/F Housing, Series D (Freddie Mac), 3.00%, 09/01/32

  $ 9,000     $ 9,479,430  
   

 

 

 
      37,767,863  
   

 

 

 

Total Municipal Bonds — 125.8%
(Cost — $2,160,113,337)

 

    2,334,148,726  
 

 

 

 

Municipal Bonds Transferred to Tender Option Bond
Trusts(g) — 24.8%

 

Colorado — 4.6%  

City & County of Denver Colorado Airport System Revenue, Refunding ARB, Department of Aviation, Series A, AMT(h):

   

4.25%, 11/15/29

    33,820       36,255,938  

4.25%, 11/15/30

    35,210       37,746,055  

4.25%, 11/15/31

    8,085       8,667,335  

4.25%, 11/15/32

    2,230       2,390,619  
   

 

 

 
      85,059,947  
Florida — 5.4%  

County of Broward Florida, ARB, Series Q-1(h):

   

4.00%, 10/01/29

    17,200       18,354,792  

4.00%, 10/01/30

    18,095       19,309,881  

4.00%, 10/01/31

    18,820       20,083,557  

4.00%, 10/01/32

    19,575       20,889,247  

4.00%, 10/01/33

    20,355       21,721,616  
   

 

 

 
      100,359,093  
Iowa — 2.4%  

State of Iowa Board of Regents, RB, University of Iowa Hospitals & Clinics:

   

4.00%, 09/01/28

    3,375       3,616,331  

4.00%, 09/01/29

    6,524       6,991,573  

4.00%, 09/01/30

    6,324       6,777,272  

4.00%, 09/01/31

    8,649       9,268,523  

4.00%, 09/01/32

    7,749       8,304,168  

4.00%, 09/01/33

    9,374       10,045,364  
   

 

 

 
      45,003,231  
Nevada — 1.1%  

County of Clark Nevada, GO, Refunding, Go, Refunding, Series B, 4.00%, 11/01/34

    17,710       20,540,413  
   

 

 

 
Pennsylvania — 2.7%  

Commonwealth of Pennsylvania, GO, 1st Series, 5.00%, 03/01/32(h)

    20,000       25,572,600  

County of Lehigh Pennsylvania, 4.00%, 07/01/33

    22,285       23,578,199  
   

 

 

 
      49,150,799  
Texas — 8.6%  

City of San Antonio Texas Public Facilities Corp., Refunding LRB, Convention Center Refinancing & Expansion Project(h):

   

4.00%, 09/15/30

    15,000       16,064,198  

4.00%, 09/15/31

    19,475       20,856,683  

4.00%, 09/15/32

    18,075       19,357,358  

4.00%, 09/15/33

    11,000       11,780,412  

4.00%, 09/15/34

    11,885       12,728,199  

4.00%, 09/15/35

    4,500       4,819,259  

Dallas Fort Worth International Airport, Refunding RB, AMT(e)(h):

   

Series E, 4.00%, 11/01/20

    6,915       6,990,127  

Series E, 4.13%, 11/01/20

    10,435       10,548,369  
 

 

 

SCHEDULES OF INVESTMENTS

  27


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock Municipal 2030 Target Term Trust (BTT)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  
Texas (continued)  

Series F, 5.00%, 11/01/20

  $ 55,555     $ 56,158,568  
   

 

 

 
      159,303,173  
   

 

 

 

Total Municipal Bonds Transferred to Tender Option Bond
Trusts — 24.8%
(Cost — $434,685,492)

 

    459,416,656  
 

 

 

 

Total Long-Term Investments — 150.6%
(Cost — $2,594,798,829)

 

    2,793,565,382  
 

 

 

 
     Shares         
Short-Term Securities — 2.9%  

BlackRock Liquidity Funds, MuniCash, Institutional Class,
0.04%(i)(j)

    53,774,567       53,785,322  
   

 

 

 

Total Short-Term Securities — 2.9%
(Cost — $53,781,957)

 

    53,785,322  
 

 

 

 

Total Investments — 153.5%
(Cost — $2,648,580,786)

 

    2,847,350,704  

Other Assets Less Liabilities — 1.0%

 

    19,405,051  

Liability for TOB Trust Certificates, Including Interest Expense and Fees Payable — (14.1)%

 

    (262,209,152

Preferred Shares, at Redemption Value — (40.4)%

 

    (749,674,003
 

 

 

 

Net Assets Applicable to Common Shares — 100.0%

 

  $ 1,854,872,600  
 

 

 

 
(a) 

Zero-coupon bond.

(b) 

Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration to qualified institutional investors.

(c) 

Security is collateralized by municipal bonds or U.S. Treasury obligations.

(d) 

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.

(e) 

U.S. Government securities held in escrow, are used to pay interest on this security as well as to retire the bond in full at the date indicated, typically at a premium to par.

(f) 

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.

(g) 

Represent bonds transferred to a TOB Trust in exchange of cash and residual certificates received by the Trust. These bonds serve as collateral in a secured borrowing. See Note 4 of the Notes to Financial Statements for details.

(h) 

All or a portion of the security is subject to a recourse agreement. The aggregate maximum potential amount the Trust could ultimately be required to pay under the agreements, which expire between September 15, 2020 to March 01, 2026, is $221,778,857. See Note 4 of the Notes to Financial Statements for details.

(i) 

Annualized 7-day yield as of period end.

 
(j) 

Investments in issuers considered to be an affiliate/affiliates of the Trust during the year ended July 31, 2020 for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:

 

Affiliated Issuer    Shares
Held at
07/31/19
     Shares
Purchased
   Shares
Sold
     Shares
Held at
07/31/20
     Value at
07/31/20
    
Income
     Net
Realized
Gain (Loss)
 (a)
     Change in
Unrealized
Appreciation
(Depreciation)
 

BlackRock Liquidity Funds, MuniCash, Institutional Class

     3,725,793      50,048,774(b)             53,774,567      $ 53,785,322      $ 55,389      $ (4,569    $ 3,365  
                 

 

 

    

 

 

    

 

 

    

 

 

 

 

  (a) 

Includes net capital gain distributions, if applicable.

 
  (b) 

Represents net shares purchased (sold).

 

Fair Value Hierarchy as of Period End

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

The following tables summarize the Trust’s investments categorized in the disclosure hierarchy:

 

      Level 1        Level 2        Level 3        Total  

Assets:

 

Investments:

 

Long-Term Investments

   $        $ 2,793,565,382        $        $ 2,793,565,382  

Short-Term Securities

     53,785,322                            53,785,322  
  

 

 

      

 

 

      

 

 

      

 

 

 
   $ 53,785,322        $ 2,793,565,382        $             —        $ 2,847,350,704  
  

 

 

      

 

 

      

 

 

      

 

 

 

The breakdown of the Trust’s investments into major categories is disclosed in the Schedule of Investments above.

 

 

28  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock Municipal 2030 Target Term Trust (BTT)

 

The Trust may hold assets and/or liabilities in which the fair value approximates the carrying amount for financial statement purposes. As of period end, such assets and/or liabilities are categorized within the disclosure hierarchy as follows:

 

      Level 1        Level 2        Level 3        Total  

Liabilities:

 

RVMTP Shares at Liquidation Value

   $        $ (750,000,000      $        $ (750,000,000

TOB Trust Certificates

              (261,819,915                 (261,819,915
  

 

 

      

 

 

      

 

 

      

 

 

 
   $             —        $ (1,011,819,915      $             —        $ (1,011,819,915
  

 

 

      

 

 

      

 

 

      

 

 

 

See notes to financial statements.

 

 

SCHEDULES OF INVESTMENTS

  29


Schedule of Investments

July 31, 2020

  

BlackRock Municipal Income Investment Trust (BBF)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  

Municipal Bonds — 110.0%

 

Alabama — 0.3%  

City of Selma IDB, RB, Gulf Opportunity Zone, International Paper Co. Project, Series A, 5.38%, 12/01/35

  $ 420     $ 442,071  
   

 

 

 
Arizona — 1.6%  

Arizona IDA, Refunding RB, Basis Schools, Inc. Projects, Series A, 5.38%, 07/01/50(a)

    1,185       1,239,332  

City of Phoenix Arizona IDA, Refunding RB, Basis Schools, Inc. Projects, Series A, 5.00%, 07/01/35(a)

    275       286,740  

County of Maricopa Arizona IDA, Refunding RB, Honorhealth, Series A, 4.13%, 09/01/38

    320       370,867  

County of Pima IDA, RB, Imagine East Mesa Charter Schools Project, 5.00%, 07/01/49(a)

    350       352,804  
   

 

 

 
      2,249,743  
California — 10.9%  

California Health Facilities Financing Authority, Refunding RB, Adventist Health System West, Series A, 4.00%, 03/01/39

    980       1,092,837  

California School Finance Authority, RB, Alliance For College-Ready Public School Projects, Series A, 5.00%, 07/01/51(a)

    1,200       1,309,332  

California Statewide Communities Development Authority, RB, Lancer Educational student Housing Project, Series A, 5.00%, 06/01/46(a)

    1,220       1,247,621  

California Statewide Communities Development Authority, Refunding RB, Lancer Educational student Housing Project, Series A, 5.00%, 06/01/36(a)

    990       1,031,045  

Golden State Tobacco Securitization Corp., Refunding RB, Series A-2, 5.00%, 06/01/47

    475       485,540  

Kern Community College District, GO, Safety, Repair & Improvement, Series C, 5.50%, 11/01/23(b)

    1,185       1,387,860  

Regents of the University of California Medical Center Pooled Revenue, Refunding RB, Series J:

   

5.25%, 05/15/23(b)

    2,165       2,468,771  

5.25%, 05/15/38

    615       689,489  

State of California, GO, Various Purposes, 6.00%, 03/01/33

    660       662,647  

State of California Public Works Board, LRB, Various Capital Projects, Series I, 5.50%, 11/01/31

    2,100       2,429,406  

State of California Public Works Board, RB:

   

Department of Corrections & Rehabilitation, Series F, 5.25%, 09/01/33

    610       695,394  

Various Capital Projects, Series I, 5.50%, 11/01/33

    1,500       1,732,335  

Washington Township Health Care District, GO, Election of 2004, Series B, 5.50%, 08/01/40

    460       521,976  
   

 

 

 
      15,754,253  
Colorado — 1.9%  

Centerra Metropolitan District No. 1, Tax Allocation Bonds, 5.00%, 12/01/47(a)

    250       253,033  

City & County of Denver Colorado, RB, Capital Appreciation Bonds Series, Series A-2, 0.00%, 08/01/38(c)

    1,000       539,460  

City & County of Denver Colorado Airport System, ARB, Sub-System, Series B, 5.25%, 11/15/32

    1,750       1,986,617  
   

 

 

 
      2,779,110  
Florida — 6.5%  

Celebration Pointe Community Development District, Special Assessment Bonds, County of Alachua Florida(a):

   

5.00%, 05/01/32

    215       234,726  

5.00%, 05/01/48

    530       564,254  

County of Miami-Dade, RB, Seaport Department, Series A, 6.00%, 10/01/38

    5,675       6,475,459  
Security   Par
(000)
    Value  
Florida (continued)  

County of Osceola Florida Transportation Revenue, Refunding RB, Series A-2(c):

   

0.00%, 10/01/46

  $ 635     $ 259,829  

0.00%, 10/01/47

    610       240,645  

0.00%, 10/01/48

    430       163,628  

0.00%, 10/01/49

    355       130,196  

Lakewood Ranch Stewardship District, Special Assessment Bonds, Lakewood National & Polo Run Projects:

   

5.25%, 05/01/37

    180       196,693  

5.38%, 05/01/47

    185       201,837  

Reedy Creek Florida Improvement District, GO, Series A, 5.25%, 06/01/23(b)

    875       1,000,773  
   

 

 

 
      9,468,040  
Georgia — 4.1%  

Main Street Natural Gas, Inc., RB, Series A, 5.00%, 05/15/49

    2,320       3,443,576  

Municipal Electric Authority of Georgia, RB, Plant Vogtle Units 3 & 4 Project:

   

4.00%, 01/01/49

    705       773,188  

4.00%, 01/01/59

    1,335       1,442,013  

Municipal Electric Authority of Georgia, Refunding RB, Series A, 4.00%, 01/01/49

    260       283,130  
   

 

 

 
      5,941,907  
Illinois — 18.1%  

Chicago Board of Education, GO, Series C:

   

Dedicated Revenues, Series H, 5.00%, 12/01/46

    215       229,341  

Project, 5.25%, 12/01/35

    700       744,387  

Chicago Board of Education, GO, Refunding:

   

Dedicated Revenues, Series D, 5.00%, 12/01/27

    400       452,200  

Dedicated Revenues, Series F, 5.00%, 12/01/23

    290       310,923  

Dedicated Revenues, Series G, 5.00%, 12/01/34

    215       234,139  

5.00%, 12/01/25

    295       326,002  

Chicago Board of Education, GO:

   

5.00%, 12/01/46

    245       263,520  

5.00%, 12/01/46

    635       655,396  

City of Chicago Illinois O’Hare International Airport, GARB, 3rd Lien, Series C, 6.50%, 01/01/21(b)

    4,345       4,459,013  

City of Chicago Illinois Transit Authority, RB:

   

5.25%, 12/01/31

    560       590,929  

Sales Tax Receipts, 5.25%, 12/01/36

    1,500       1,575,915  

Sales Tax Receipts, 5.25%, 12/01/40

    1,750       1,833,755  

County of Cook Illinois Community College District No. 508, GO, City College of Chicago:

   

5.50%, 12/01/38

    580       637,269  

5.25%, 12/01/43

    2,660       2,847,450  

Illinois Finance Authority, RB, Carle Foundation, Series A, 6.00%, 08/15/41

    1,750       1,830,622  

Metropolitan Pier & Exposition Authority, RB:

   

McCormick Place Expansion (BAM), 0.00%, 12/15/56(c)

    2,165       588,469  

McCormick Place Expansion Project Bonds, Series A, 5.00%, 06/15/57

    1,045       1,118,976  

McCormick Place Expansion Project, Series A, 5.50%, 06/15/53

    280       302,442  

Metropolitan Pier & Exposition Authority, Refunding RB, McCormick Place Expansion Project:

   

4.00%, 06/15/50

    470       469,803  

Bonds, Series B, 0.00%, 12/15/54(c)

    3,020       673,098  

Railsplitter Tobacco Settlement Authority, RB(b):

   

5.50%, 06/01/21

    1,055       1,101,504  

6.00%, 06/01/21

    300       314,460  

State of Illinois, GO:

   

5.25%, 02/01/31

    730       795,466  

5.25%, 02/01/32

    1,500       1,633,395  
 

 

 

30  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock Municipal Income Investment Trust (BBF)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  
Illinois (continued)  

5.50%, 07/01/33

  $ 1,500     $ 1,621,965  

5.50%, 07/01/38

    340       366,183  

Miscellaneous Purpose, Series D, 5.00%, 11/01/28

    165       190,258  

State of Illinois, GO, Refunding, Series B, 5.00%, 10/01/27

    60       69,265  
   

 

 

 
      26,236,145  
Indiana — 1.0%  

County of Allen Indiana, RB, StoryPoint Fort Wayne Project, Series A-1(a):

   

6.63%, 01/15/34

    125       104,745  

6.75%, 01/15/43

    185       149,523  

6.88%, 01/15/52

    375       297,922  

Indiana Finance Authority, Refunding RB, Marquette Project, 4.75%, 03/01/32

    500       513,265  

Town of Chesterton Indiana, RB, StoryPoint Chesterton Project, Series A-1, 6.38%, 01/15/51(a)

    520       387,057  
   

 

 

 
      1,452,512  
Iowa — 1.1%  

Iowa Finance Authority, Refunding RB, Iowa Fertilizer Co. Project:

   

Series B, 5.25%, 12/01/50(d)

    905       957,363  

Midwestern Disaster Area, 5.25%, 12/01/25

    625       657,138  
   

 

 

 
      1,614,501  
Kansas — 0.3%  

City of Lenexa Kansas, Refunding RB, Lakeview Village, Inc., Series A, 5.00%, 05/15/43

    475       475,765  
   

 

 

 
Louisiana — 0.8%  

Louisiana Local Government Environmental Facilities & Community Development Authority, RB, Westlake Chemical Corp. Project, Series A-1, 6.50%, 11/01/35

    1,095       1,107,560  
   

 

 

 
Maine — 0.5%  

Maine Health & Higher Educational Facilities Authority, RB, Maine General Medical Center, 7.50%, 07/01/32

    680       705,065  
   

 

 

 
Maryland — 0.5%  

City of Baltimore Maryland, Refunding RB, East Baltimore Research Park, Series A, 4.50%, 09/01/33

    135       137,384  

Maryland Community Development Administration, Refunding RB, S/F Housing, Series A, 4.10%, 09/01/38

    520       586,451  
   

 

 

 
      723,835  
Massachusetts — 2.0%  

Massachusetts Development Finance Agency, RB, Emerson College Issue, Series A, 5.00%, 01/01/47

    790       887,675  

Massachusetts Development Finance Agency, Refunding RB:

   

Emerson College Issue, 5.00%, 01/01/45

    375       407,119  

Trustees of Deerfield Academy, 5.00%, 10/01/40

    375       377,602  

Wellforce Issue, Series C (AGM), 3.00%, 10/01/45

    390       396,010  

Wellforce Issue, Series C (AGM), 4.00%, 10/01/45

    485       551,775  

Metropolitan Boston Transit Parking Corp., Refunding RB, 5.25%, 07/01/36

    300       311,481  
   

 

 

 
      2,931,662  
Michigan — 0.9%  

Grand Traverse County Hospital Finance Authority, RB, Munson Health Care Obligated Group, Series A, 5.00%, 07/01/44

    1,110       1,348,717  
   

 

 

 
Minnesota — 4.0%  

City of Minneapolis Minnesota, Refunding RB, Fairview Health Services, Series A, 5.00%, 11/15/49

    1,790       2,144,062  
Security   Par
(000)
    Value  
Minnesota (continued)  

Duluth Economic Development Authority, Refunding RB, Essentia Health Obligated Group, Series A:

   

4.25%, 02/15/48

  $ 2,665     $ 2,980,536  

5.25%, 02/15/58

    560       668,147  
   

 

 

 
      5,792,745  
Montana — 0.1%  

City of Kalispell Montana, Refunding RB, Immanuel Lutheran Corporation Project, Series A, 5.25%, 05/15/37

    125       125,260  
   

 

 

 
New Jersey — 9.4%  

Casino Reinvestment Development Authority, Inc., Refunding RB, 5.25%, 11/01/39

    265       274,262  

New Jersey EDA, RB, School Facilities Construction, Series EEE, 5.00%, 06/15/43

    2,030       2,330,481  

New Jersey Transportation Trust Fund Authority, RB:

   

Transportation Program Bonds, Series S, 5.25%, 06/15/43

    1,145       1,346,028  

Transportation Program Bonds, Series S, 5.00%, 06/15/46

    1,045       1,194,424  

Transportation System, Series AA, 5.50%, 06/15/39

    2,245       2,451,495  

New Jersey Turnpike Authority, RB, Series A, 4.00%, 01/01/48

    640       723,501  

Tobacco Settlement Financing Corp., Refunding RB:

   

Series A, 5.00%, 06/01/35

    630       774,081  

Series A, 5.25%, 06/01/46

    1,515       1,789,654  

Sub-Series B, 5.00%, 06/01/46

    2,455       2,761,899  
   

 

 

 
      13,645,825  
New York — 14.3%  

City of New York, GO, Multi Modal, Series D-1, 4.00%, 03/01/44

    515       603,008  

City of New York Housing Development Corp., RB, Sustainable Development Bonds, M/F Housing, Series A, 3.00%, 11/01/55

    1,260       1,312,101  

Counties of New York Tobacco Trust IV, Refunding RB, Settlement Pass-Through Turbo, Series A, 6.25%, 06/01/41(a)

    900       900,450  

Hudson Yards Infrastructure Corp., RB, Senior, Fiscal 2012:

   

5.75%, 02/15/21(b)

    1,005       1,034,849  

5.75%, 02/15/47

    615       630,584  

Metropolitan Transportation Authority, RB, Series A, 5.25%, 11/15/21(b)

    500       532,825  

Metropolitan Transportation Authority, Refunding RB:

   

Green Bonds, Series C-1, 4.75%, 11/15/45

    2,350       2,626,195  

Series B, 5.00%, 11/15/22

    400       421,680  

New York City Transitional Finance Authority Future Tax Secured Revenue, RB, Series B-1, 4.00%, 11/01/45

    5,000       5,884,650  

Port Authority of New York & New Jersey, ARB, Consolidated Bonds, 200th Series:

   

4.00%, 09/01/45

    2,500       2,898,550  

4.00%, 09/01/49

    1,500       1,726,515  

State of New York Power Authority, Refunding RB, Series A, 4.00%, 11/15/60

    465       552,364  

State of New York Thruway Authority, Refunding RB, Subordinate, Series B, 4.00%, 01/01/45

    1,065       1,226,007  

Westchester Tobacco Asset Securitization Corp., Refunding RB, Tobacco Settlement Bonds, Sub-Series C, 4.00%, 06/01/42

    265       267,298  
   

 

 

 
      20,617,076  
North Carolina — 0.2%  

North Carolina Turnpike Authority, RB, Senior Lien, Triangle Express Way System (AGM), 4.00%, 01/01/55

    260       290,917  
   

 

 

 
 

 

 

SCHEDULES OF INVESTMENTS

  31


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock Municipal Income Investment Trust (BBF)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  
Ohio — 3.0%  

Buckeye Tobacco Settlement Financing Authority, Refunding RB, Senior, Class 2, Series B-2, 5.00%, 06/01/55

  $ 1,875     $ 2,066,869  

County of Hamilton Ohio, Refunding RB, Trihealth, Inc. Obligated Group Project, 4.00%, 08/15/50

    665       762,515  

State of Ohio Turnpike & Infrastructure Commission, RB, Junior Lien, Infrastructure Projects, Series A-1, 5.25%, 02/15/31

    1,385       1,552,391  
   

 

 

 
      4,381,775  
Oklahoma — 1.1%  

Oklahoma Development Finance Authority, RB, OU Medicine Project, Series B, 5.25%, 08/15/48

    560       655,743  

Tulsa County Industrial Authority, Refunding RB, Montereau, Inc. Project, 5.25%, 11/15/45

    850       883,439  
   

 

 

 
      1,539,182  
Oregon — 0.5%  

County of Clackamas Oregon School District No. 12 North Clackamas, GO, CAB, Series A, 0.00%, 06/15/38(c)

    575       310,299  

Medford Hospital Facilities Authority, Refunding RB, Asante Projects, Series A, 4.00%, 08/15/50

    300       343,905  
   

 

 

 
      654,204  
Pennsylvania — 2.8%  

Allentown Neighborhood Improvement Zone Development Authority, RB, City Center Project, 5.00%, 05/01/42(a)

    420       433,289  

Pennsylvania Higher Educational Facilities Authority, RB, University of Pennsylvania Health System Obligation, 4.00%, 08/15/44

    660       761,171  

Pennsylvania Turnpike Commission, RB, Series A, 5.63%, 12/01/20(b)

    1,200       1,221,384  

Township of Bristol Pennsylvania School District, GO, 5.25%, 06/01/37

    1,530       1,707,358  
   

 

 

 
      4,123,202  
Puerto Rico — 6.2%  

Children’s Trust Fund, Refunding RB, Tobacco Settlement Asset-Backed Bonds, 5.63%, 05/15/43

    620       620,124  

Commonwealth of Puerto Rico Aqueduct & Sewer Authority, RB, Senior Lien, Series A:

   

5.00%, 07/01/33

    1,135       1,165,157  

5.13%, 07/01/37

    325       334,344  

Commonwealth of Puerto Rico Aqueduct & Sewer Authority, Refunding RB, Senior Lien, Series A:

   

6.00%, 07/01/38

    335       337,971  

6.00%, 07/01/44

    610       615,344  

Puerto Rico Sales Tax Financing Corp. Sales Tax Revenue, RB, Restructured:

   

CAB, Series A-1, 0.00%, 07/01/46(c)

    2,949       859,545  

Series A-1, 4.75%, 07/01/53

    829       880,232  

Series A-1, 5.00%, 07/01/58

    2,724       2,933,802  

Series A-2, 4.33%, 07/01/40

    420       436,846  

Series A-2, 4.78%, 07/01/58

    770       820,012  
   

 

 

 
      9,003,377  
Rhode Island — 2.2%  

Tobacco Settlement Financing Corp., Refunding RB, Series B:

   

4.50%, 06/01/45

    2,870       3,033,303  

5.00%, 06/01/50

    125       135,115  
   

 

 

 
      3,168,418  
South Carolina — 5.4%  

County of Charleston South Carolina, ARB, Special Sources, 5.25%, 12/01/38

    1,825       2,099,882  

South Carolina Jobs EDA, Refunding RB, Prisma Health Obligated Group, Series A, 5.00%, 05/01/48

    565       644,399  
Security   Par
(000)
    Value  
South Carolina (continued)  

South Carolina Jobs-Economic Development Authority, RB, Hilton Head Christian Academy, 5.00%, 01/01/40(a)

  $ 385     $ 361,634  

State of South Carolina Jobs EDA, Refunding RB, Prisma Health Obligated Group, Series A, 5.00%, 05/01/43

    950       1,088,520  

State of South Carolina Public Service Authority, RB, Series E, 5.50%, 12/01/53

    1,500       1,684,620  

State of South Carolina Public Service Authority, Refunding RB:

   

Series A, 5.00%, 12/01/50

    210       239,595  

Series A, 5.00%, 12/01/55

    465       530,556  

Series E, 5.25%, 12/01/55

    945       1,107,559  
   

 

 

 
      7,756,765  
Tennessee — 0.5%  

County of Nashville & Davidson Metropolitan Government Health & Educational Facilities Board, Refunding RB, Lipscomb University Project, Series A:

   

4.00%, 10/01/49

    240       253,841  

5.25%, 10/01/58

    355       414,572  
   

 

 

 
      668,413  
Texas — 5.2%  

Central Texas Regional Mobility Authority, Refunding RB, Senior Lien, 6.00%, 01/01/21(b)

    2,560       2,621,081  

City of Beaumont Texas, GO, Certificates of Obligation, 5.25%, 03/01/37

    1,140       1,272,468  

North Texas Tollway Authority, RB, Special Projects, Series A, 5.50%, 09/01/21(b)

    1,500       1,585,695  

North Texas Tollway Authority, Refunding RB, 2nd Tier, 4.25%, 01/01/49

    285       324,179  

Red River Education Finance Corp., RB, Texas Christian University Project, 5.25%, 03/15/23(b)

    520       589,415  

Texas Transportation Commission, RB, First Tier Toll Revenue:

   

CAB, 0.00%, 08/01/41(c)

    1,000       429,960  

CAB, 0.00%, 08/01/42(c)

    875       356,055  

5.00%, 08/01/57

    235       275,359  
   

 

 

 
      7,454,212  
Virginia — 2.0%  

Ballston Quarter Community Development Authority, Tax Allocation Bonds, Series A:

   

5.00%, 03/01/26

    240       239,086  

5.13%, 03/01/31

    470       459,514  

City of Lexington Virginia IDA, RB, Washington & Lee University, 5.00%, 01/01/22(b)

    425       454,083  

Tobacco Settlement Financing Corp., Refunding RB, Senior Series B-1, 5.00%, 06/01/47

    1,010       1,009,990  

Virginia Housing Development Authority, RB, S/F Housing, Series E, 2.80%, 07/01/55

    705       722,089  
   

 

 

 
      2,884,762  
Washington — 1.0%  

State of Washington Housing Finance Commission, Refunding RB, Horizon House Project, 5.00%, 01/01/48(a)

    1,405       1,470,515  
   

 

 

 
West Virginia — 0.4%  

City of Martinsburg West Virginia, RB, M/F Housing, Kings Daughters Apartments, Series A-1, 4.63%, 12/01/43

    570       622,098  
   

 

 

 
Wisconsin — 1.2%  

Public Finance Authority, RB, Series A:

   

Acts Retirement-Life Communities, Inc. Obligated Group, 5.00%, 11/15/41

    75       88,200  

Blue Ridge Healthcare, 3.00%, 01/01/50

    240       242,021  
 

 

 

32  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock Municipal Income Investment Trust (BBF)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  
Wisconsin (continued)  

Public Finance Authority, Refunding RB:

   

Mery’s Wood at Marylhurst Projects, 5.25%, 05/15/52(a)

  $ 735     $ 757,314  

Wingate University, Series A, 5.25%, 10/01/48

    590       641,324  
   

 

 

 
      1,728,859  
   

 

 

 

Total Municipal Bonds — 110.0%
(Cost — $145,673,312)

 

    159,158,491  
   

 

 

 

Municipal Bonds Transferred to Tender Option Bond
Trusts(e) — 49.1%

 

California — 6.8%  

Fremont Union High School District, GO, Refunding, Series A, 4.00%, 08/01/46

    1,839       2,131,129  

Grossmont California Union High School District, GO, Election of 2008, Series B, 5.00%, 08/01/20(b)

    3,700       3,700,000  

Los Angeles Community College District California, GO, Election of 2008, Series C, 5.25%, 08/01/39(b)(f)

    4,042       4,042,174  
   

 

 

 
      9,873,303  
Colorado — 1.1%  

Colorado Health Facilities Authority, Refunding RB, Commonspirit Health, Series A, 4.00%, 08/01/49(f)

    1,480       1,617,418  
   

 

 

 
District of Columbia — 0.8%  

District of Columbia Housing Finance Agency, RB, M/F Housing, Series B-2 (FHA), 4.10%, 09/01/39

    1,051       1,202,663  
   

 

 

 
Florida — 1.6%  

Escambia County Health Facilities Authority, Refunding RB, Health Care Facilities Revenue Bonds, 4.00%, 08/15/45(f)

    2,151       2,360,696  
   

 

 

 
Georgia — 0.8%  

County of Dalton Whitfield Joint Development Authority, RB, Hamilton Health Care System Obligation, 4.00%, 08/15/48

    1,025       1,154,027  
   

 

 

 
Idaho — 1.5%  

Idaho State Building Authority, RB, State Office Campus Project, Series A, 4.00%, 09/01/48

    1,900       2,189,104  
   

 

 

 
Illinois — 1.0%  

State of Illinois Toll Highway Authority, RB, Series C, 5.00%, 01/01/38

    1,244       1,433,751  
   

 

 

 
Iowa — 1.2%  

Iowa Finance Authority, Refunding RB, UnityPoint Health, Series E, 4.00%, 08/15/46

    1,605       1,750,830  
   

 

 

 
Massachusetts — 1.9%  

Massachusetts Housing Finance Agency, RB, Sustainability Bonds, Series A-1, 3.10%, 06/01/60

    2,643       2,718,565  
   

 

 

 
Michigan — 3.5%  

Michigan Finance Authority, RB, Multi Model- McLaren Health Care, 4.00%, 02/15/47

    1,684       1,922,879  

Michigan State Housing Development Authority, RB, M/F Housing, Series A, 4.15%, 10/01/53

    2,883       3,164,137  
   

 

 

 
      5,087,016  
New Jersey — 1.8%  

New Jersey Transportation Trust Fund Authority, RB, Transportation System, Series B, 5.25%, 06/15/36(f)

    2,481       2,552,162  
   

 

 

 
New York — 7.4%  

City of New York Housing Development Corp., Refunding RB, Sustainable Neighborhood Bonds, Series A, 4.15%, 11/01/38

    2,070       2,317,262  
Security   Par
(000)
    Value  
New York (continued)  

City of New York Municipal Water & Sewer System, Refunding RB, Series FF, 5.00%, 06/15/45

  $ 2,499     $ 2,696,028  

New York Liberty Development Corp., ARB, 1 World Trade Center Port Authority Consolidated Bonds, 5.25%, 12/15/43

    3,375       3,566,431  

New York Liberty Development Corp., Refunding RB, 4 World Trade Center Project, 5.75%, 11/15/51(f)

    1,980       2,107,191  
   

 

 

 
      10,686,912  
North Carolina — 0.8%  

North Carolina Housing Finance Agency, RB, S/F Housing, Series 39-B (Ginnie Mae, Fannie Mae & Freddie Mac), 4.00%, 01/01/48

    1,009       1,105,697  
   

 

 

 
Pennsylvania — 6.7%  

County of Lehigh Pennsylvania, Refunding RB, Lehigh Valley Health Network, Series A, 4.00%, 07/01/49(f)

    4,997       5,626,570  

Pennsylvania Turnpike Commission, RB, Subordinate, Series A, 5.50%, 12/01/42

    1,514       1,815,721  

Pennsylvania Turnpike Commission, Refunding RB, Sub Series B-2 (AGM), 5.00%, 06/01/35

    1,830       2,225,994  
   

 

 

 
      9,668,285  
Rhode Island — 1.7%  

Rhode Island Health & Educational Building Corp., RB, Higher Education Facility, Series A, 4.00%, 09/15/47

    2,207       2,448,632  
   

 

 

 
Texas — 1.5%  

Texas Department of Housing & Community Affairs, RB, S/F Housing, Series A (Ginnie Mae):

   

3.63%, 09/01/44

    1,140       1,243,612  

3.75%, 09/01/49

    809       882,446  
   

 

 

 
      2,126,058  
Virginia — 1.3%  

Hampton Roads Transportation Accountability Commission, RB, Transportation Fund, Senior Lien, Series A, 5.50%, 07/01/57(f)

    1,473       1,856,057  
   

 

 

 
Washington — 3.9%  

Metropolitan Washington Airports Authority Dulles Toll Road Revenue, Refunding RB, Subordinate, Dulles Metrorail And Capital Improvement Projects, Series B (AGM), 4.00%, 10/01/53

    5,008       5,613,049  
   

 

 

 
West Virginia — 1.3%  

Morgantown Utility Board, Inc., RB, Series B, 4.00%, 12/01/48(f)

    1,671       1,913,298  
   

 

 

 
Wisconsin — 2.5%  

Wisconsin Housing & Economic Development Authority, RB, M/F Housing, Series A:

   

4.10%, 11/01/43

    1,436       1,616,619  

4.45%, 05/01/57

    1,794       2,020,810  
   

 

 

 
      3,637,429  
   

 

 

 

Total Municipal Bonds Transferred to Tender Option Bond
Trusts — 49.1%
(Cost — $66,640,319)

 

    70,994,952  
 

 

 

 

Total Long-Term Investments — 159.1%
(Cost — $212,313,631)

 

    230,153,443  
 

 

 

 
 

 

 

SCHEDULES OF INVESTMENTS

  33


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock Municipal Income Investment Trust (BBF)

(Percentages shown are based on Net Assets)

 

Security   Shares     Value  
Short-Term Securities — 1.4%  

BlackRock Liquidity Funds, MuniCash, Institutional Class,
0.04%(g)(h)

    2,116,511     $ 2,116,934  
   

 

 

 

Total Short-Term Securities — 1.4%
(Cost — $2,116,934)

 

    2,116,934  
 

 

 

 

Total Investments — 160.5%
(Cost — $ 214,430,565)

 

    232,270,377  

Other Assets Less Liabilities — 1.7%

 

    2,318,033  

Liability for TOB Trust Certificates, Including Interest Expense and Fees Payable — (26.4)%

 

    (38,187,420

Preferred Shares, at Redemption Value — (35.8)%

 

    (51,725,136
 

 

 

 

Net Assets Applicable to Common Shares — 100.0%

 

  $ 144,675,854  
 

 

 

 
(a) 

Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration to qualified institutional investors.

(b) 

U.S. Government securities held in escrow, are used to pay interest on this security as well as to retire the bond in full at the date indicated, typically at a premium to par.

(c) 

Zero-coupon bond.

(d) 

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.

(e) 

Represent bonds transferred to a TOB Trust in exchange of cash and residual certificates received by the Trust. These bonds serve as collateral in a secured borrowing. See Note 4 of the Notes to Financial Statements for details.

(f) 

All or a portion of the security is subject to a recourse agreement. The aggregate maximum potential amount the Trust could ultimately be required to pay under the agreements, which expire between December 15, 2020 to August 1, 2039, is $12,325,521. See Note 4 of the Notes to Financial Statements for details.

(g) 

Annualized 7-day yield as of period end.

 
(h) 

Investments in issuers considered to be an affiliate/affiliates of the Trust during the year ended July 31, 2020 for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:

 

Affiliated issuer    Shares
Held at
07/31/19
     Shares
Purchased
     Shares
Sold
     Shares
Held at
07/31/20
     Value at
07/31/20
     Income      Net
Realized
Gain (Loss)
 (a)
     Change in
Unrealized
Appreciation
(Depreciation)
 

BlackRock Liquidity Funds, MuniCash, Institutional Class

     3,202,995               (1,086,484 )(b)       2,116,511      $ 2,116,934      $ 18,621      $ (287    $  
           

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

  (a) 

Includes net capital gain distributions, if applicable.

 
  (b) 

Represents net shares purchased (sold).

 

For Trust compliance purposes, the Trust’s sector classifications refer to one or more of the sector sub-classifications used by one or more widely recognized market indexes or rating group indexes, and/or as defined by the investment adviser. These definitions may not apply for purposes of this report, which may combine such sector sub-classifications for reporting ease.

Derivative Financial Instruments Categorized by Risk Exposure

For the year ended July 31, 2020, the effect of derivative financial instruments in the Statements of Operations were as follows:

 

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

Net Realized Gain (Loss) from:

                    

Futures contracts

   $      $      $      $      $ (2,663,474    $      $ (2,663,474
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 
Net Change in Unrealized Appreciation (Depreciation) on:                                                 

Futures contracts

   $      $      $      $      $ 127,203      $      $ 127,203  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Average Quarterly Balances of Outstanding Derivative Financial Instruments

 

Futures contracts:

 

Average notional value of contracts — long

   $ (a) 

Average notional value of contracts — short

   $ 6,090,545  

 

  (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 Trust’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.

 

 

34  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock Municipal Income Investment Trust (BBF)

 

Fair Value Hierarchy as of Period End

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

The following tables summarize the Trust’s investments categorized in the disclosure hierarchy:

 

      Level 1        Level 2        Level 3        Total  

Assets:

 

Investments:

 

Long-Term Investments

   $        $ 230,153,443        $        $ 230,153,443  

Short-Term Securities

     2,116,934                            2,116,934  
  

 

 

      

 

 

      

 

 

      

 

 

 
   $ 2,116,934        $ 230,153,443        $             —        $ 232,270,377  
  

 

 

      

 

 

      

 

 

      

 

 

 

The breakdown of the Trust’s investments into major categories is disclosed in the Schedule of Investments above.

The Trust may hold assets and/or liabilities in which the fair value approximates the carrying amount for financial statement purposes. As of period end, such assets and/or liabilities are categorized within the disclosure hierarchy as follows:

 

      Level 1        Level 2        Level 3        Total  

Liabilities:

 

TOB Trust Certificates

   $        $ (38,120,558      $        $ (38,120,558

VRDP Shares at Liquidation Value

              (52,000,000                 (52,000,000
  

 

 

      

 

 

      

 

 

      

 

 

 
   $             —        $ (90,120,558      $             —        $ (90,120,558
  

 

 

      

 

 

      

 

 

      

 

 

 

See notes to financial statements.

 

 

SCHEDULES OF INVESTMENTS

  35


Schedule of Investments

July 31, 2020

  

BlackRock New York Municipal Income Trust (BNY)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  

Municipal Bonds — 129.3%

 

New York — 122.9%

 

Corporate — 4.5%  

Build NYC Resource Corp., Refunding RB, Pratt Paper, Inc. Project, AMT, 5.00%, 01/01/35(a)

  $ 280     $ 294,386  

City of New York Industrial Development Agency, Refunding RB, Transportation Infrastructure Properties LLC, Series A, AMT:

   

5.00%, 07/01/22

    650       699,888  

5.00%, 07/01/28

    795       853,623  

New York Liberty Development Corp., Refunding RB, Goldman Sachs Headquarters, 5.25%, 10/01/35

    3,195       4,499,263  

Niagara Area Development Corp., Refunding RB, Covanta Project, Series A, AMT, 4.75%, 11/01/42(a)

    2,370       2,391,377  
   

 

 

 
      8,738,537  
County/City/Special District/School District — 32.3%  

City of New York, GO, Multi Modal, Series D-1, 4.00%, 03/01/44

    620       725,952  

City of New York, GO, Refunding, Series E:

   

5.50%, 08/01/25

    815       941,032  

5.00%, 08/01/30

    1,000       1,112,890  

City of New York, GO:

   

Series A-1, 5.00%, 08/01/21(b)

    1,000       1,048,390  

Series D, 5.38%, 06/01/32

    25       25,087  

Sub-Series A-1, Series A, 5.00%, 08/01/43

    1,500       1,888,395  

Sub-Series D-1, Fiscal 2014, 5.00%, 08/01/31

    690       781,501  

Sub-Series G-1, 5.00%, 04/01/29

    5,120       5,514,650  

City of New York Convention Center Development Corp., RB, CAB, Sub Lien, Hotel Unit Fee, Series B (AGM), 0.00%, 11/15/55(c)

    2,000       635,500  

City of New York Convention Center Development Corp., Refunding RB, Hotel Unit Fee Secured:

   

5.00%, 11/15/40

    2,975       3,269,912  

5.00%, 11/15/45

    3,700       4,064,265  

City of New York Industrial Development Agency, RB, PILOT:

   

(AMBAC), 5.00%, 01/01/39

    3,000       3,003,060  

CAB, Yankee Stadium Project, Series A (AGC), 0.00%, 03/01/42(c)

    1,960       1,075,001  

CAB, Yankee Stadium Project, Series A (AGC), 0.00%, 03/01/45(c)

    1,500       733,935  

Queens Baseball Stadium (AGC), 6.38%, 01/01/39

    150       150,531  

Queens Baseball Stadium (AMBAC), 5.00%, 01/01/46

    175       175,142  

Yankee Stadium Project (NPFGC), 4.75%, 03/01/46

    350       350,801  

Yankee Stadium Project (NPFGC), 5.00%, 03/01/46

    500       500,420  

City of New York Transitional Finance Authority Future Tax Secured, RB:

   

5.00%, 02/01/32

    5,000       5,755,550  

Series A-2, 5.00%, 08/01/38

    1,420       1,763,086  

Subordinate Bond, Series C-3, 5.00%, 05/01/41

    355       443,427  

Sub-Series E-1, 5.00%, 02/01/43

    1,725       2,092,822  

City of New York Transitional Finance Authority Future Tax Secured Revenue, RB, Fiscal 2012, Sub-Series E-1, 5.00%, 02/01/42

    2,500       2,653,150  

County of Nassau New York, GO, Refunding, Series C, 5.00%, 10/01/31

    945       1,170,175  

Hudson Yards Infrastructure Corp., RB, Senior, Fiscal 2012:

   

5.75%, 02/15/21(b)

    125       128,712  

5.75%, 02/15/47

    75       76,901  

Hudson Yards Infrastructure Corp., Refunding RB, Series A:

   

5.00%, 02/15/39

    1,370       1,648,425  

5.00%, 02/15/42

    1,225       1,462,748  

Metropolitan Transportation Authority, Refunding RB, Green Bonds, Climate Bond Certified, Sub-Series B-2, 4.00%, 11/15/34

    750       844,342  
Security   Par
(000)
    Value  
County/City/Special District/School District (continued)  

New York Liberty Development Corp., Refunding RB, World Trade Center Project:

   

3 Class 1, 5.00%, 11/15/44(a)

  $ 2,450     $ 2,604,031  

3, Class 2, 5.38%, 11/15/40(a)

    480       512,544  

4, 5.00%, 11/15/31

    860       905,812  

4, 5.00%, 11/15/44

    7,655       8,046,630  

7 Class 1, 4.00%, 09/15/35

    1,935       2,044,695  

7 Class 2, 5.00%, 09/15/43

    1,420       1,505,441  

7 Class 3, 5.00%, 03/15/44

    2,070       2,193,993  

5.75%, 11/15/51

    1,340       1,426,001  
   

 

 

 
      63,274,949  
Education — 20.1%  

Amherst Development Corp., Refunding RB, Daemen College Project:

   

5.00%, 10/01/43

    380       423,008  

5.00%, 10/01/48

    290       322,851  

Build NYC Resource Corp., RB(a):

   

Inwood Academy for Leadership Charter School Project, Series A, 5.13%, 05/01/38

    660       675,437  

New Dawn Charter School Project, 5.00%, 02/01/33

    435       438,154  

New Dawn Charter School Project, 5.75%, 02/01/49

    200       202,876  

Build NYC Resource Corp., Refunding RB, City University New York-Queens College Student Residences, LLC Project, Series A, 5.00%, 06/01/38

    250       290,130  

City of New York Trust for Cultural Resources, Refunding RB, American Museum of Natural History, Series A, 5.00%, 07/01/37

    225       262,384  

City of Troy New York Capital Resource Corp., Refunding RB, Rensselaer Polytechnic Institute Project:

   

Series A, 5.13%, 09/01/40

    3,135       3,144,029  

Series B, 4.00%, 08/01/35

    470       507,708  

Counties of Buffalo & Erie New York Industrial Land Development Corp., Refunding RB, The Charter School for Applied Technologies Project, Series A, 5.00%, 06/01/35

    245       266,756  

County of Cattaraugus New York, RB, St. Bonaventure University Project, 5.00%, 05/01/34

    170       183,583  

County of Dutchess New York Local Development Corp., RB, Marist College Project:

   

5.00%, 07/01/43

    240       291,662  

5.00%, 07/01/48

    360       435,838  

County of Dutchess New York Local Development Corp., Refunding RB, Vassar College Project:

   

5.00%, 07/01/42

    395       478,910  

4.00%, 07/01/46

    745       833,774  

County of Monroe New York Industrial Development Corp., RB, University of Rochester Project, Series A, 5.00%, 07/01/21(b)

    1,900       1,984,227  

County of Monroe New York Industrial Development Corp., Refunding RB, University of Rochester Project, Series A, 5.00%, 07/01/23(b)

    320       365,226  

County of Orange New York Funding Corp., Refunding RB, Mount St. Mary College Project, Series A:

   

5.00%, 07/01/37

    360       380,826  

5.00%, 07/01/42

    220       231,909  

County of St. Lawrence New York Industrial Development Agency, RB, Clarkson University Project, 5.38%, 09/01/41

    750       776,910  

Geneva Development Corp., Refunding RB, Hobart & William Smith Colleges, 5.25%, 09/01/44

    500       549,570  

State of New York Dormitory Authority, RB:

   

Convent of the Sacred Heart (AGM), 5.25%, 05/01/21(b)

    155       160,901  

Convent of the Sacred Heart (AGM), 5.63%, 05/01/21(b)

    750       780,637  

Convent of the Sacred Heart (AGM), 5.75%, 05/01/21(b)

    210       218,772  

New York University, Series 1 (AMBAC), 5.50%, 07/01/40

    1,440       2,206,728  
 

 

 

36  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock New York Municipal Income Trust (BNY)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  
Education (continued)  

New York University, Series B, 5.00%, 07/01/22(b)

  $ 1,250     $ 1,366,200  

State University Dormitory Facilities, Series A, 5.00%, 07/01/21(b)

    2,000       2,088,660  

State University of New York Dormitory Facilities, Series A, 5.00%, 07/01/43

    845       1,021,875  

Teachers College, Series B, 5.00%, 07/01/42

    1,225       1,313,249  

Touro College & University System, Series A, 5.25%, 01/01/34

    800       880,000  

Touro College & University System, Series A, 5.50%, 01/01/39

    2,000       2,184,560  

University of Rochester, Series A, 5.13%, 07/01/39

    110       110,338  

University of Rochester, Series A, 5.75%, 07/01/39

    85       85,326  

State of New York Dormitory Authority, Refunding RB:

   

3rd General Resolution, State University Educational Facilities Issue, Series A, 5.00%, 05/15/29

    2,000       2,159,100  

Barnard College, Series A, 5.00%, 07/01/33

    530       636,869  

Culinary Institute of America, 5.00%, 07/01/42

    300       311,277  

Fordham University, 5.00%, 07/01/44

    850       974,270  

Icahn School of Medicine at Mount Sinai, Series A, 5.00%, 07/01/35

    1,380       1,581,728  

New York University, Series A, 5.00%, 07/01/22(b)

    1,790       1,956,398  

Skidmore College, Series A, 5.00%, 07/01/28

    75       77,907  

Skidmore College, Series A, 5.25%, 07/01/29

    85       88,455  

St. John’s Univerisity, Series A, 5.00%, 07/01/34

    250       287,008  

St. John’s University, Series A, 5.00%, 07/01/37

    835       950,130  

State University Dormitory Facilities, Series A, 5.25%, 07/01/23(b)

    2,800       3,216,024  

Town of Hempstead New York Local Development Corp., Refunding RB:

   

Adelphi University Project, 5.00%, 10/01/35

    415       468,958  

Hofstra University Project, 5.00%, 07/01/47

    120       143,374  

Troy Capital Resource Corp., Refunding RB, Rensselaer Polytechnic Institute Project, 4.00%, 09/01/40

    680       761,355  

Yonkers Economic Development Corp., RB, Charter School of Educational Excellance Project, Series A, 5.00%, 10/15/54

    200       201,534  
   

 

 

 
      39,277,401  
Health — 11.1%  

County of Dutchess New York Local Development Corp., RB, Health Quest Systems, Inc., Series B, 4.00%, 07/01/41

    1,600       1,703,424  

County of Genesee New York Industrial Development Agency, Refunding RB, United Memorial Medical Center Project, 5.00%, 12/01/27

    360       361,199  

County of Monroe New York Industrial Development Corp., RB, Rochester General Hospital Project:

   

4.00%, 12/01/41

    200       221,118  

5.00%, 12/01/46

    320       374,970  

Series A, 5.00%, 12/01/32

    240       261,451  

County of Monroe New York Industrial Development Corp., Refunding RB, Unity Hospital of Rochester Project (FHA), 5.50%, 08/15/40

    1,650       1,689,715  

County of Nassau New York Local Economic Assistance Corp., Refunding RB, Winthrop University Hospital Association Project, 5.00%, 07/01/22(b)

    2,800       3,060,288  

County of Oneida New York Local Development Corp., Refunding RB, Mohawk Valley Health System Project (AGM):

   

3.00%, 12/01/44

    1,235       1,312,336  

4.00%, 12/01/49

    800       907,240  

County of Suffolk New York EDC, RB, Catholic Health Services, Series C, 5.00%, 07/01/32

    230       263,532  

County of Tompkins New York Development Corp., Refunding RB, Kendal at Ithaca, Inc. Project, Series A, 5.00%, 07/01/44

    110       113,265  
Security   Par
(000)
    Value  
Health (continued)  

County of Westchester New York Healthcare Corp., Refunding RB, Senior Lien:

   

Remarketing, Series A, 5.00%, 11/01/30

  $ 3,130     $ 3,231,506  

Series B, 6.00%, 11/01/30

    65       65,577  

County of Westchester New York Local Development Corp., Refunding RB, Kendal On Hudson Project:

   

5.00%, 01/01/28

    675       706,448  

5.00%, 01/01/34

    1,250       1,285,613  

State of New York Dormitory Authority, RB, North Shore-Long Island Jewish Obligated Group, Series D, 4.25%, 05/01/39

    500       525,700  

State of New York Dormitory Authority, Refunding RB:

   

Catholic Health System Obligation, 4.00%, 07/01/38

    470       513,315  

Catholic Health System Obligation, 4.00%, 07/01/39

    615       670,325  

North Shore-Long Island Jewish Obligated Group, Series A, 5.00%, 05/01/21(b)

    2,750       2,849,605  

North Shore-Long Island Jewish Obligated Group, Series A, 5.00%, 05/01/43

    1,430       1,640,424  
   

 

 

 
      21,757,051  
Housing — 5.4%  

City of New York Housing Development Corp., RB, M/F Housing:

   

Fund Grant Program, New York City Housing Authority Program, Series B1, 5.25%, 07/01/32

    1,140       1,292,521  

Fund Grant Program, New York City Housing Authority Program, Series B1, 5.00%, 07/01/33

    500       565,050  

Sustainable Neighborhood Bonds, 3.15%, 11/01/44

    250       261,428  

City of New York Housing Development Corp., Refunding RB, M/F Housing:

   

8 Spruce Street, Series 2014, Class F, 4.50%, 02/15/48

    925       967,115  

Sustainable Neighborhood, Series B-1-A, 3.65%, 11/01/49

    1,150       1,228,832  

County of Onondaga New York Trust for Cultural Resources, Refunding RB, Abby Lane Housing Corporation Project, 5.00%, 05/01/40

    355       390,979  

State of New York HFA, RB:

   

M/F, Affordable Housing, Series E (SONYMA) (Fannie Mae), 4.15%, 11/01/47

    495       547,604  

M/F Housing, Climate Bond Certified, Series P, 3.15%, 11/01/54

    750       791,475  

M/F Housing, Highland Avenue Senior Apartments, Series A, AMT (SONYMA), 5.00%, 02/15/39

    1,355       1,358,293  

Series H, 4.25%, 11/01/51

    1,000       1,124,850  

State of New York Mortgage Agency, Refunding RB, S/F Housing, Series 213, 4.20%, 10/01/43

    1,785       2,043,575  
   

 

 

 
      10,571,722  
State — 11.6%  

City of New York Transitional Finance Authority Building Aid Revenue, RB, Subordinated, Series S1-B, 4.00%, 07/15/42

    1,000       1,171,220  

City of New York Transitional Finance Authority Building Aid Revenue, Refunding RB, Series S-3, 4.00%, 07/15/38

    2,360       2,730,072  

New York State Urban Development Corp., RB, Series A, 4.00%, 03/15/49

    2,400       2,817,192  

State of New York Dormitory Authority, RB:

   

General Purpose, Series C, 5.00%, 03/15/34

    2,185       2,245,677  

Group B, State Sales Tax, Series A, 5.00%, 03/15/39

    620       759,593  

Series A, 5.00%, 03/15/36

    1,360       1,663,783  

Series A, 5.00%, 02/15/42

    1,500       1,806,075  

Unrefunded, Series B, 5.00%, 03/15/42

    4,380       4,668,248  

State of New York Dormitory Authority, Refunding RB:

   

Group 3, Series E, 5.00%, 03/15/41

    1,160       1,457,772  

Series A, 5.25%, 03/15/39

    1,030       1,315,351  
 

 

 

SCHEDULES OF INVESTMENTS

  37


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock New York Municipal Income Trust (BNY)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  
State (continued)  

State of New York Urban Development Corp., RB, State Personal Income Tax, Series C:

   

5.00%, 03/15/30

  $ 885     $ 989,271  

5.00%, 03/15/32

    1,000       1,115,130  
   

 

 

 
      22,739,384  
Tobacco — 3.1%  

Chautauqua Tobacco Asset Securitization Corp., Refunding RB, Asset-Backed, 4.75%, 06/01/39

    150       145,919  

Counties of New York Tobacco Trust IV, Refunding RB, Settlement Pass-Through Turbo, Series A, 6.25%, 06/01/41(a)

    1,000       1,000,500  

Counties of New York Tobacco Trust VI, Refunding RB:

   

Settlement Pass-Through Turbo, Series C, 4.00%, 06/01/51

    1,500       1,347,300  

Tobacco Settlement Pass-Through, Series A-2B, 5.00%, 06/01/45

    130       132,648  

Tobacco Settlement Pass-Through, Series A-2B, 5.00%, 06/01/51

    1,470       1,497,959  

County of Niagara New York Tobacco Asset Securitization Corp., Refunding RB, Asset-Backed:

   

5.25%, 05/15/34

    250       262,062  

5.25%, 05/15/40

    110       113,870  

Westchester Tobacco Asset Securitization Corp., Refunding RB, Tobacco Settlement Bonds, Sub-Series C:

   

4.00%, 06/01/42

    700       706,069  

5.13%, 06/01/51

    870       886,565  
   

 

 

 
      6,092,892  
Transportation — 27.1%  

Buffalo & Fort Erie Public Bridge Authority, RB, 5.00%, 01/01/47

    535       625,024  

Metropolitan Transportation Authority, RB:

   

Series A-1, 5.25%, 11/15/23(b)

    540       630,115  

Series D, 5.25%, 11/15/21(b)

    220       234,443  

Series E, 5.00%, 11/15/38

    4,000       4,210,840  

Metropolitan Transportation Authority, Refunding RB:

   

Green Bonds, Series A-1, 5.25%, 11/15/57

    750       839,415  

Series B, 5.00%, 11/15/37

    500       549,420  

Series D, 5.25%, 11/15/21(b)

    780       831,207  

Series D, 5.25%, 11/15/23(b)

    910       1,061,861  

Series F, 5.00%, 11/15/30

    2,000       2,105,100  

Metropolitan Transportation Authority Hudson Rail Yards Trust Obligations, Refunding RB, Series A, 5.00%, 11/15/56

    2,695       3,008,375  

New York Transportation Development Corp., ARB, LaGuardia Airport Terminal B Redevelopment Project, Series A, AMT:

   

5.00%, 07/01/41

    1,040       1,128,743  

5.00%, 07/01/46

    895       969,920  

5.25%, 01/01/50

    5,625       6,150,150  

(AGM), 4.00%, 07/01/41

    800       843,520  

Port Authority of New York & New Jersey, ARB, AMT:

   

Consolidate Bonds, Series 221, 4.00%, 07/15/60

    2,035       2,280,360  

Consolidated Bonds, 220th Series, 4.00%, 11/01/59

    1,655       1,840,989  

JFK International Air Terminal LLC, Special Project, Series 6 (NPFGC), 5.75%, 12/01/22

    3,800       3,810,108  

Special Project, JFK International Air Terminal LLC, Series 8, 6.00%, 12/01/42

    1,000       1,014,150  

Port Authority of New York & New Jersey, Refunding ARB:

   

178th Series, AMT, 5.00%, 12/01/33

    750       842,153  

179th Series, 5.00%, 12/01/38

    575       650,377  

195th Series, AMT, 5.00%, 04/01/36

    750       897,802  

Consolidated, 177th Series, AMT, 4.00%, 01/15/43

    640       671,584  

Consolidated, 178th Series, AMT, 5.00%, 12/01/43

    500       558,170  

State of New York Thruway Authority, RB, Junior Lien, Series A, 5.25%, 01/01/56

    920       1,071,791  
Security   Par
(000)
    Value  
Transportation (continued)  

State of New York Thruway Authority, Refunding RB:

   

2nd General Highway & Bridge Trust, Series A, 5.00%, 04/01/32

  $ 2,500     $ 2,689,525  

General, Series I, 5.00%, 01/01/22(b)

    2,040       2,180,084  

General, Series J, 5.00%, 01/01/41

    2,000       2,257,860  

General, Series K, 5.00%, 01/01/32

    2,575       3,027,041  

Subordinate, Series B, 4.00%, 01/01/53

    675       772,666  

Triborough Bridge & Tunnel Authority, RB:

   

Series A, 5.00%, 11/15/42

    1,000       1,218,220  

Series B, 5.00%, 11/15/40

    350       415,328  

Series B, 5.00%, 11/15/45

    310       365,248  

Triborough Bridge & Tunnel Authority, Refunding RB:

   

General, CAB, Series B, 0.00%, 11/15/32(c)

    1,700       1,348,236  

General, Series A, 5.25%, 11/15/45

    590       698,064  

General, Series A, 5.00%, 11/15/50

    500       579,640  

Series B, 5.00%, 11/15/38

    515       631,344  
   

 

 

 
      53,008,873  
Utilities — 7.7%  

City of New York Municipal Water & Sewer System, Refunding RB:

   

Series AA, 4.00%, 06/15/40

    1,825       2,220,240  

Water & Sewer System, 2nd General Resolution, Fiscal 2015, Series HH, 5.00%, 06/15/39

    1,000       1,197,920  

Long Island Power Authority, RB:

   

5.00%, 09/01/38

    2,750       3,434,915  

General, 5.00%, 09/01/47

    490       588,956  

General, Electric Systems, 5.00%, 09/01/36

    340       418,326  

General, Electric Systems, Series A (AGM), 5.00%, 05/01/21(b)

    500       517,925  

General, Electric Systems, Series C (AGC), 5.25%, 09/01/29

    2,000       2,671,200  

Long Island Power Authority, Refunding RB, Electric System, Series B, 5.00%, 09/01/46

    250       297,235  

State of New York Environmental Facilities Corp., RB, Subordinated SRF Bonds, Series B, 5.00%, 06/15/48

    930       1,172,274  

State of New York Environmental Facilities Corp., Refunding RB, Revolving Funds, New York City Municipal Water, Series B, 5.00%, 06/15/36

    350       363,832  

Utility Debt Securitization Authority, Refunding RB, Restructuring, Series E, 5.00%, 12/15/41

    2,000       2,270,480  
   

 

 

 
      15,153,303  
   

 

 

 

Total Municipal Bonds in New York

 

    240,614,112  
   

 

 

 

Puerto Rico — 6.4%

 

State — 4.3%  

Puerto Rico Sales Tax Financing Corp. Sales Tax Revenue, RB, Restructured:

   

CAB, Series A-1, 0.00%, 07/01/46(c)

    2,890       842,348  

Series A-1, 4.75%, 07/01/53

    1,146       1,216,823  

Series A-1, 5.00%, 07/01/58

    4,374       4,710,885  

Series A-2, 4.33%, 07/01/40

    618       642,788  

Series A-2, 4.78%, 07/01/58

    1,045       1,112,873  
   

 

 

 
      8,525,717  
Tobacco — 0.5%  

Children’s Trust Fund, Refunding RB, Tobacco Settlement Asset-Backed Bonds, 5.63%, 05/15/43

    985       985,197  
   

 

 

 
Utilities — 1.6%  

Commonwealth of Puerto Rico Aqueduct & Sewer Authority, RB, Senior Lien, Series A:

   

5.00%, 07/01/33

    1,545       1,586,051  

5.13%, 07/01/37

    445       457,794  
 

 

 

38  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock New York Municipal Income Trust (BNY)

(Percentages shown are based on Net Assets)

 

Security   Par
(000)
    Value  
Utilities (continued)  

Commonwealth of Puerto Rico Aqueduct & Sewer Authority, Refunding RB, Senior Lien, Series A, 6.00%, 07/01/38

  $ 1,020     $ 1,029,047  
   

 

 

 
      3,072,892  
   

 

 

 

Total Municipal Bonds in Puerto Rico

 

    12,583,806  
 

 

 

 

Total Municipal Bonds — 129.3%
(Cost — $234,029,613)

 

    253,197,918  
 

 

 

 

Municipal Bonds Transferred to Tender Option Bond
Trusts(d) — 39.3%

 

New York — 39.3%

 

County/City/Special District/School District — 6.1%  

City of New York, GO:

   

Sub-Series D1, Series D, 5.00%, 12/01/43(e)

    2,850       3,534,969  

Sub-Series I-1, 5.00%, 03/01/36

    1,500       1,725,915  

City of New York Transitional Finance Authority Future Tax Secured, RB:

   

Sub-Series F-1, 5.00%, 05/01/38

    1,424       1,761,048  

Sub-Series D-1, 5.00%, 11/01/38

    825       868,585  

Hudson Yards Infrastructure Corp., RB, Senior-Fiscal 2012(e):

   

5.75%, 02/15/21(b)

    774       795,529  

5.75%, 02/15/47

    476       489,385  

New York Liberty Development Corp., Refunding RB, 7 World Trade Center Project, Class 1, 5.00%, 09/15/40

    2,610       2,796,119  
   

 

 

 
      11,971,550  
Education — 2.0%  

City of New York Trust for Cultural Resources, Refunding RB, Wildlife Conservation Society, Series A, 5.00%, 08/01/33

    3,527       3,909,907  
   

 

 

 
Housing — 1.6%  

City of New York Housing Development Corp., Refunding RB, Sustainable Neighborhood Bonds, Series A, 4.25%, 11/01/43

    2,830       3,147,073  
   

 

 

 
State — 3.3%  

Sales Tax Asset Receivable Corp., Refunding RB, Fiscal 2015, Series A:

   

5.00%, 10/15/31

    750       887,490  

4.00%, 10/15/32

    1,000       1,133,510  

State of New York Dormitory Authority, RB, General Purpose, Series C, 5.00%, 03/15/41

    1,500       1,539,015  

State of New York Dormitory Authority, Refunding RB, Bid Group 4, Series C, 5.00%, 03/15/39

    1,000       1,248,300  

State of New York Urban Development Corp., RB, State Personal Income Tax, General Purpose, Series A, 4.00%, 03/15/47

    1,497       1,712,634  
   

 

 

 
      6,520,949  
Transportation — 13.9%  

New York Liberty Development Corp., ARB, 1 World Trade Center Port Authority Consolidated Bonds, 5.25%, 12/15/43

    6,495       6,863,399  

Port Authority of New York & New Jersey, Refunding ARB:

   

Consolidated, Series 169th, AMT, 5.00%, 10/15/26

    1,500       1,579,275  

Consolidated, Series 210th, 5.00%, 09/01/48

    1,900       2,327,139  

Series194th, 5.25%, 10/15/55

    1,455       1,717,438  

State of New York Thruway Authority, Refunding RB:

   

Subordinate, Series B, 4.00%, 01/01/45(e)

    5,998       6,905,036  

Transportation, Personal Income Tax, Series A, 5.00%, 03/15/31

    1,180       1,240,416  

Triborough Bridge & Tunnel Authority, RB, MTA Bridges & Tunnels, Series A, 4.00%, 11/15/54(e)

    4,037       4,723,715  
Security   Par
(000)
    Value  
Transportation (continued)  

Triborough Bridge & Tunnel Authority, Refunding RB, General, Series A, 5.00%, 11/15/46

  $ 1,500     $ 1,779,570  
   

 

 

 
      27,135,988  
Utilities — 12.4%  

City of New York Municipal Water & Sewer System, Refunding RB, Water & Sewer System, 2nd General Resolution:

   

Fiscal 2011, Series HH, 5.00%, 06/15/32

    5,310       5,526,914  

Fiscal 2012, Series BB, 5.00%, 06/15/44

    3,511       3,716,618  

State of New York Power Authority, Refunding RB, Series A, 4.00%, 11/15/60

    3,751       4,455,711  

Utility Debt Securitization Authority, Refunding RB:

   

5.00%, 12/15/41

    6,868       7,796,747  

Restructuring, Series A, 5.00%, 12/15/35

    2,000       2,444,780  

Restructuring, Series B, 4.00%, 12/15/35

    370       427,820  
   

 

 

 
      24,368,590  
   

 

 

 

Total Municipal Bonds Transferred to Tender Option Bond
Trusts — 39.3%
(Cost — $71,276,972)

 

    77,054,057  
 

 

 

 

Total Long-Term Investments — 168.6%
(Cost — $305,306,585)

 

    330,251,975  
 

 

 

 
     Shares         
Short-Term Securities — 0.2%  

BlackRock Liquidity Funds New York Money Fund Portfolio,
0.01%(f)(g)

    410,673       410,715  
   

 

 

 

Total Short-Term Securities — 0.2%
(Cost — $410,715)

 

    410,715  
 

 

 

 

Total Investments — 168.8%
(Cost — $305,717,300)

 

    330,662,690  

Other Assets Less Liabilities — 1.2%

 

    2,251,245  

Liability for TOB Trust Certificates, Including Interest Expense and Fees Payable — (21.7)%

 

    (42,569,483

VMTP Shares, at Liquidation Value — (48.3)%

 

    (94,500,000
 

 

 

 

Net Assets Applicable to Common Shares — 100.0%

 

  $ 195,844,452  
 

 

 

 

 

(a) 

Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration to qualified institutional investors.

(b) 

U.S. Government securities held in escrow, are used to pay interest on this security as well as to retire the bond in full at the date indicated, typically at a premium to par.

(c) 

Zero-coupon bond.

(d) 

Represent bonds transferred to a TOB Trust in exchange of cash and residual certificates received by the Trust. These bonds serve as collateral in a secured borrowing. See Note 4 of the Notes to Financial Statements for details.

(e) 

All or a portion of the security is subject to a recourse agreement. The aggregate maximum potential amount the Trust could ultimately be required to pay under the agreements, which expire between December 01, 2026 to February 15, 2047, is $9,061,442. See Note 4 of the Notes to Financial Statements for details.

(f) 

Annualized 7-day yield as of period end.

 

 

 

SCHEDULES OF INVESTMENTS

  39


Schedule of Investments  (continued)

July 31, 2020

  

BlackRock New York Municipal Income Trust (BNY)

 

(g) 

Investments in issuers considered to be an affiliate/affiliates of the Trust during the year ended July 31, 2020 for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:

 

Affiliated Issuer    Shares
Held at
07/31/19
     Shares
Purchased
     Shares
Sold
     Shares
Held at
07/31/20
     Value at
07/31/20
     Income      Net Realized
Gain (Loss)
 (a)
     Change in
Unrealized
Appreciation
(Depreciation)
 

BlackRock Liquidity Funds New York Money Fund Portfolio

     4,949,042               (4,538,369 )(b)       410,673      $ 410,715      $ 6,874      $ 111      $  
              

 

 

    

 

 

    

 

 

    

 

 

 

 

  (a) 

Includes net capital gain distributions, if applicable.

 
  (b) 

Represents net shares purchased (sold).

 

For Trust compliance purposes, the Trust’s sector classifications refer to one or more of the sector sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by the investment advisor. These definitions may not apply for purposes of this report, which may combine such sector sub-classifications for reporting ease.

Derivative Financial Instruments Categorized by Risk Exposure

For the year ended July 31, 2020, the effect of derivative financial instruments in the Statements 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:

                    

Futures contracts

   $      $      $      $      $ (2,544,991    $      $ (2,544,991
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 
Net Change in Unrealized Appreciation (Depreciation) on:                                                 

Futures contracts

   $      $      $      $      $ 158,355      $      $ 158,355  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Average Quarterly Balances of Outstanding Derivative Financial Instruments

 

Futures contracts:

 

Average notional value of contracts — long

   $ (a) 

Average notional value of contracts — short

     6,882,668  

 

  (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 Trust’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.

Fair Value Hierarchy as of Period End

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

The following tables summarize the Trust’s investments categorized in the disclosure hierarchy:

 

      Level 1        Level 2        Level 3        Total  

Assets:

 

Investments:

 

Long-Term Investments

   $        $ 330,251,975        $             —        $ 330,251,975  

Short-Term Securities

     410,715                            410,715  
  

 

 

      

 

 

      

 

 

      

 

 

 
   $ 410,715        $ 330,251,975        $        $ 330,662,690  
  

 

 

      

 

 

      

 

 

      

 

 

 

The breakdown of the Trust’s investments into major categories is disclosed in the Schedule of Investments above.

The Trust may hold assets and/or liabilities in which the fair value approximates the carrying amount for financial statement purposes. As of period end, such assets and/or liabilities are categorized within the disclosure hierarchy as follows:

 

      Level 1        Level 2        Level 3        Total  

Liabilities:

 

TOB Trust Certificates

   $        $ (42,523,434      $        $ (42,523,434

VMTP Shares at Liquidation Value

              (94,500,000                 (94,500,000
  

 

 

      

 

 

      

 

 

      

 

 

 
   $             —        $ (137,023,434      $             —        $ (137,023,434
  

 

 

      

 

 

      

 

 

      

 

 

 

See notes to financial statements.

 

 

40  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


 

Statements of Assets and Liabilities

July 31, 2020

 

     BFZ      BTT      BBF      BNY  

ASSETS

 

Investments at value — unaffiliated(a)

  $ 807,888,521      $ 2,793,565,382      $ 230,153,443      $ 330,251,975  

Investments at value — affiliated(b)

    614,041        53,785,322        2,116,934        410,715  

Receivables:

 

Investments sold

           85,000        751,081        25,000  

Dividends — affiliated

    54        2,123        19        21  

Interest — unaffiliated

    8,624,292        25,018,824        2,288,744        3,202,541  

Prepaid expenses

    18,217        42,993        69,414        16,528  
 

 

 

    

 

 

    

 

 

    

 

 

 

Total assets

    817,145,125        2,872,499,644        235,379,635        333,906,780  
 

 

 

    

 

 

    

 

 

    

 

 

 

ACCRUED LIABILITIES

 

Bank overdraft

    62,831                       

Payables:

 

Capital shares redeemed

    116,821                       

Income dividend distributions — Common Shares

    1,200,757        4,399,548        516,735        648,804  

Interest expense and fees

    233,259        389,237        66,862        46,049  

Investment advisory fees

    396,441        956,748        112,010        167,951  

Trustees’ and Officer’s fees

    84,881        12,146        28,870        35,176  

Other accrued expenses

    120,897        375,447        95,316        106,241  

Reorganization costs

                  38,294        34,673  
 

 

 

    

 

 

    

 

 

    

 

 

 

Total accrued liabilities

    2,215,887        6,133,126        858,087        1,038,894  
 

 

 

    

 

 

    

 

 

    

 

 

 

OTHER LIABILITIES

 

TOB Trust Certificates

    143,275,836        261,819,915        38,120,558        42,523,434  

RVMTP Shares, at liquidation value of $5,000,000 per share, net of deferred offering costs(c)

           749,674,003                

VRDP Shares, at liquidation value of $100,000 per share, net of deferred offering costs(c)

                  51,725,136         

VMTP Shares, at liquidation value of $100,000 per share(c)

    171,300,000                      94,500,000  
 

 

 

    

 

 

    

 

 

    

 

 

 

Total other liabilities

    314,575,836        1,011,493,918        89,845,694        137,023,434  
 

 

 

    

 

 

    

 

 

    

 

 

 

Total liabilities

    316,791,723        1,017,627,044        90,703,781        138,062,328  
 

 

 

    

 

 

    

 

 

    

 

 

 

NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS

  $ 500,353,402      $ 1,854,872,600      $ 144,675,854      $ 195,844,452  
 

 

 

    

 

 

    

 

 

    

 

 

 

NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS CONSIST OF

 

Paid-in capital(d)

  $ 442,492,380      $ 1,675,657,581      $ 134,194,799      $ 178,151,584  

Accumulated earnings

    57,861,022        179,215,019        10,481,055        17,692,868  
 

 

 

    

 

 

    

 

 

    

 

 

 

NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS

  $ 500,353,402      $ 1,854,872,600      $ 144,675,854      $ 195,844,452  
 

 

 

    

 

 

    

 

 

    

 

 

 

Net asset value per Common share

  $ 15.86      $ 26.31      $ 14.14      $ 15.09  
 

 

 

    

 

 

    

 

 

    

 

 

 

(a) Investments at cost — unaffiliated

  $ 743,124,625      $ 2,594,798,829      $ 212,313,631      $ 305,306,585  

(b) Investments at cost — affiliated

  $ 614,041      $ 53,781,957      $ 2,116,934      $ 410,715  

(c) Preferred Shares outstanding, unlimited number of shares authorized, par value $0.001 per share

    1,713        150        520        945  

(d) Common Shares outstanding, unlimited number of shares authorized, par value $0.001 per share.

    31,550,783        70,505,571        10,232,375        12,976,074  

See notes to financial statements.

 

 

FINANCIAL STATEMENTS

  41


 

Statements of Operations

Year Ended July 31, 2020

 

     BFZ     BTT     BBF     BNY  

INVESTMENT INCOME

 

Dividends — affiliated

  $ 37,767     $ 55,389     $ 18,621     $ 6,874  

Interest — unaffiliated

    25,813,805       93,322,585       9,616,260       12,436,491  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total investment income

    25,851,572       93,377,974       9,634,881       12,443,365  
 

 

 

   

 

 

   

 

 

   

 

 

 

EXPENSES

 

Investment advisory

    4,676,685       11,294,132       1,320,570       1,959,820  

Professional

    92,926       219,657       67,067       66,114  

Rating agency

    47,209       47,209       47,209       47,209  

Accounting services

    46,888       275,657       48,940       61,248  

Transfer agent

    33,811       76,597       22,575       21,311  

Trustees and Officer

    33,184       118,337       10,833       14,026  

Custodian

    13,220       32,839       5,923       14,240  

Registration

    11,669       25,790       8,924       8,914  

Printing

    6,790       16,463       6,636       5,603  

Reorganization costs

                38,294       34,673  

Liquidity fees

                5,309        

Remarketing fees on Preferred Shares

                5,213        

Miscellaneous

    15,940       31,015       10,333       12,676  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total expenses excluding interest expense, fees and amortization of offering costs

    4,978,322       12,137,696       1,597,826       2,245,834  

Interest expense, fees and amortization of offering costs(a)

    5,572,772       16,090,940       1,516,572       2,335,303  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total expenses

    10,551,094       28,228,636       3,114,398       4,581,137  

Less fees waived and/or reimbursed by the Manager

    (2,088     (15,530     (1,538     (284
 

 

 

   

 

 

   

 

 

   

 

 

 

Total expenses after fees waived and/or reimbursed

    10,549,006       28,213,106       3,112,860       4,580,853  
 

 

 

   

 

 

   

 

 

   

 

 

 

Net investment income

    15,302,566       65,164,868       6,522,021       7,862,512  
 

 

 

   

 

 

   

 

 

   

 

 

 

REALIZED AND UNREALIZED GAIN (LOSS)

 

Net realized gain (loss) from:

       

Investments — unaffiliated

    3,040,227       631,945       (1,298,508     (620,575

Investments — affiliated

    1,750       (4,569     (287     111  

Futures contracts

    (8,034,237           (2,663,474     (2,544,991
 

 

 

   

 

 

   

 

 

   

 

 

 
    (4,992,260     627,376       (3,962,269     (3,165,455
 

 

 

   

 

 

   

 

 

   

 

 

 

Net change in unrealized appreciation (depreciation) on:

       

Futures contracts

    303,466             127,203       158,355  

Investments — affiliated

          3,365              

Investments — unaffiliated

    22,614,747       37,133,261       3,646,409       2,426,312  
 

 

 

   

 

 

   

 

 

   

 

 

 
    22,918,213       37,136,626       3,773,612       2,584,667  
 

 

 

   

 

 

   

 

 

   

 

 

 

Net realized and unrealized gain (loss)

    17,925,953       37,764,002       (188,657     (580,788
 

 

 

   

 

 

   

 

 

   

 

 

 

NET INCREASE IN NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS RESULTING FROM OPERATIONS

  $ 33,228,519     $ 102,928,870     $ 6,333,364     $ 7,281,724  
 

 

 

   

 

 

   

 

 

   

 

 

 

 

(a) 

Related to TOB Trusts, VMTP Shares, RVMTP Shares and/or VRDP Shares.

See notes to financial statements.

 

 

42  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


 

Statements of Changes in Net Assets

 

    BFZ           BTT  
    Year Ended July 31,           Year Ended July 31,  
     2020     2019            2020     2019  

INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS

         

OPERATIONS

         

Net investment income

  $ 15,302,566     $ 16,645,348       $ 65,164,868     $ 56,228,804  

Net realized gain (loss)

    (4,992,260     (1,200,360       627,376       (455,434

Net change in unrealized appreciation (depreciation)

    22,918,213       21,337,820         37,136,626       136,561,904  
 

 

 

   

 

 

     

 

 

   

 

 

 

Net increase in net assets applicable to Common Shareholders resulting from operations

    33,228,519       36,782,808         102,928,870       192,335,274  
 

 

 

   

 

 

     

 

 

   

 

 

 

DISTRIBUTIONS TO COMMON SHAREHOLDERS(a)

         

Decrease in net assets resulting from distributions to Common Shareholders

    (14,967,273     (22,604,406       (52,794,572     (52,794,572
 

 

 

   

 

 

     

 

 

   

 

 

 

CAPITAL SHARE TRANSACTIONS

         

Cost of shares redeemed

    (4,493,469                    
 

 

 

   

 

 

     

 

 

   

 

 

 

NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS

         

Total increase in net assets applicable to Common Shareholders

    13,767,777       14,178,402         50,134,298       139,540,702  

Beginning of year

    486,585,625       472,407,223         1,804,738,302       1,665,197,600  
 

 

 

   

 

 

     

 

 

   

 

 

 

End of year

  $ 500,353,402     $ 486,585,625       $ 1,854,872,600     $ 1,804,738,302  
 

 

 

   

 

 

     

 

 

   

 

 

 

 

(a)

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

See notes to financial statements.

 

 

FINANCIAL STATEMENTS

  43


 

Statements of Changes in Net Assets  (continued)

 

    BBF           BNY  
    Year Ended July 31,           Year Ended July 31,  
     2020     2019            2020     2019  

INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS

         

OPERATIONS

         

Net investment income

  $ 6,522,021     $ 7,037,901       $ 7,862,512     $ 7,498,728  

Net realized loss

    (3,962,269     (265,894       (3,165,455     (1,777,884

Net change in unrealized appreciation (depreciation)

    3,773,612       3,200,388         2,584,667       8,635,270  
 

 

 

   

 

 

     

 

 

   

 

 

 

Net increase in net assets applicable to Common Shareholders resulting from operations

    6,333,364       9,972,395         7,281,724       14,356,114  
 

 

 

   

 

 

     

 

 

   

 

 

 

DISTRIBUTIONS TO COMMON SHAREHOLDERS(a)

         

From net investment income

    (6,344,028     (7,106,298       (7,305,530     (6,939,968

From return of capital

          (73,775              
 

 

 

   

 

 

     

 

 

   

 

 

 

Decrease in net assets resulting from distributions to Common Shareholders

    (6,344,028     (7,180,073       (7,305,530     (6,939,968
 

 

 

   

 

 

     

 

 

   

 

 

 

CAPITAL SHARE TRANSACTIONS

         

Reinvestment of common distributions

    21,473       64,363                
 

 

 

   

 

 

     

 

 

   

 

 

 

NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS

         

Total increase (decrease) in net assets applicable to Common Shareholders

    10,809       2,856,685         (23,806     7,416,146  

Beginning of year

    144,665,045       141,808,360         195,868,258       188,452,112  
 

 

 

   

 

 

     

 

 

   

 

 

 

End of year

  $ 144,675,854     $ 144,665,045       $ 195,844,452     $ 195,868,258  
 

 

 

   

 

 

     

 

 

   

 

 

 

 

(a)

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

See notes to financial statements.

 

 

44  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


 

Statements of Cash Flows

Year Ended July 31, 2020

 

      BFZ     BTT     BBF     BNY  

CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES

 

Net increase in net assets resulting from operations

   $ 33,228,519     $ 102,928,870     $ 6,333,364     $ 7,281,724  

Adjustments to reconcile net increase in net assets resulting from operations to net cash provided by operating activities:

        

Proceeds from sales of long-term investments

     355,267,476       165,101,646       127,213,846       56,556,286  

Purchases of long-term investments

     (338,588,466     (151,939,298     (126,777,063     (68,251,591

Net proceeds from sales (purchases) of short-term securities

     (612,291     (37,819,586     1,086,414       4,538,438  

Amortization of premium and accretion of discount on investments and other fees

     7,888,216       12,782,438       684,220       1,858,242  

Net realized (gain) loss on investments

     (3,041,977     (627,376     1,298,795       620,464  

Net unrealized appreciation on investments

     (22,614,747     (37,136,626     (3,646,409     (2,426,312

(Increase) Decrease in Assets:

 

Receivables:

 

Dividends — affiliated

     1,589       4,061       3,226       5,514  

Interest — unaffiliated

     1,335,031       449,386       377,740       11,754  

Variation margin on futures contracts

     3,982             983       2,512  

Prepaid expenses

     254       2,069       (37,323     (254

Increase (Decrease) in Liabilities:

 

Payables:

 

Investment advisory fees

     (3,472     3,406       (1,350     2,335  

Interest expense and fees

     (556,091     (865,549     (128,290     (96,447

Trustees’ and Officer’s fees

     370       673       145       73  

Other accrued expenses

     (48,865     (120,897     (37,821     (32,995

Reorganization costs

                 38,294       34,673  

Variation margin on futures contracts

     (213,622           (48,950     (53,554
  

 

 

   

 

 

   

 

 

   

 

 

 

Net cash provided by operating activities

     32,045,906       52,763,217       6,359,821       50,862  
  

 

 

   

 

 

   

 

 

   

 

 

 

CASH PROVIDED BY (USED FOR) FINANCING ACTIVITIES

 

Cash dividends paid to Common Shareholders

     (15,090,486     (52,794,572     (6,358,287     (7,234,161

Repayments of TOB Trust Certificates

     (80,816,980           (21,335,865     (6,406,111

Repayments of Loan for TOB Trust Certificates

     (20,369,761           (1,462,454     (872,458

Payments on Common Shares redeemed

     (4,376,648                  

Proceeds from TOB Trust Certificates

     67,780,639             21,191,696       13,412,379  

Proceeds from Loan for TOB Trust Certificates

     20,369,761             1,462,454       872,458  

Decrease in bank overdraft

     (190,431                  

Amortization of deferred offering costs

           31,355       6,129        
  

 

 

   

 

 

   

 

 

   

 

 

 

Net cash used for financing activities

     (32,693,906     (52,763,217     (6,496,327     (227,893
  

 

 

   

 

 

   

 

 

   

 

 

 

CASH

 

Net decrease in restricted and unrestricted cash

     (648,000           (136,506     (177,031

Restricted and unrestricted cash at beginning of year

     648,000             136,506       177,031  
  

 

 

   

 

 

   

 

 

   

 

 

 

Restricted and unrestricted cash at end of year

   $     $     $     $  
  

 

 

   

 

 

   

 

 

   

 

 

 

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

 

Cash paid during the year for interest expense

   $ 6,128,863     $ 16,925,134     $ 1,638,733     $ 2,435,534  
  

 

 

   

 

 

   

 

 

   

 

 

 

NON-CASH FINANCING ACTIVITIES

 

Capital shares issued in reinvestment of distributions paid to Common Shareholders

                 21,473        
  

 

 

   

 

 

   

 

 

   

 

 

 

RECONCILIATION OF RESTRICTED AND UNRESTRICTED CASH AT THE BEGINNING OF YEAR TO THE STATEMENTS OF ASSETS AND LIABILITIES

        

Cash

                 8,656       11,781  

Cash pledged:

 

Futures contracts

     648,000             127,850       165,250  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   $ 648,000     $     $ 136,506     $ 177,031  
  

 

 

   

 

 

   

 

 

   

 

 

 

See notes to financial statements.

 

 

FINANCIAL STATEMENTS

  45


Financial Highlights

(For a share outstanding throughout each period)

 

    BFZ  
    Year Ended July 31,  
     2020      2019      2018      2017      2016  

Net asset value, beginning of year

  $ 15.25      $ 14.81      $ 15.34      $ 16.35      $ 15.84  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Net investment income(a)

    0.48        0.52        0.65        0.73        0.83  

Net realized and unrealized gain (loss)

    0.60        0.63        (0.51      (0.97      0.54  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Net increase (decrease) from investment operations

    1.08        1.15        0.14        (0.24      1.37  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Distributions to Common Shareholders (b)

             

From net investment income

    (0.47      (0.55      (0.67      (0.77      (0.86

From net realized gain

           (0.16                     
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total distributions

    (0.47      (0.71      (0.67      (0.77      (0.86
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Net asset value, end of year

  $ 15.86      $ 15.25      $ 14.81      $ 15.34      $ 16.35  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Market price, end of year

  $ 13.79      $ 13.50      $ 12.75      $ 14.71      $ 16.76  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total Return Applicable to Common Shareholders(c)

             

Based on net asset value

    7.69      8.89      1.41      (1.22 )%       8.92
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Based on market price

    5.77      11.96      (8.95 )%       (7.59 )%       20.72
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Ratios to Average Net Assets Applicable to Common Shareholders

             

Total expenses

    2.17      2.76      2.41      2.14      1.68
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total expenses after fees waived and/or reimbursed and paid indirectly

    2.17      2.76      2.41      2.14      1.68
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total expenses after fees waived and/or reimbursed and paid indirectly and excluding interest expense and fees, and amortization of offering costs(d)

    1.02      1.06      1.05      1.07      1.04
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Net investment income to Common Shareholders

    3.14      3.56      4.33      4.73      5.17
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Supplemental Data

             

Net assets applicable to Common Shareholders, end of year (000)

  $ 500,353      $ 486,586      $ 472,407      $ 489,328      $ 521,335  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

VMTP Shares outstanding at $100,000 liquidation value, end of year (000)

  $ 171,300      $ 171,300      $ 171,300      $ 171,300      $ 171,300  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Asset coverage per VMTP Shares at $100,000 liquidation value, end of year

  $ 392,092      $ 384,055      $ 375,778      $ 385,656      $ 404,341  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Borrowings outstanding, end of year (000)

  $ 143,276      $ 156,312      $ 157,126      $ 169,863      $ 183,691  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Portfolio turnover rate

    38      51      45      38      30
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

(a) 

Based on average Common Shares outstanding.

(b) 

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

(c) 

Total returns based on market price, which can be significantly greater or less than the net asset value, may result in substantially different returns. Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions at actual reinvestment prices.

(d) 

Interest expense, fees and amortization of offering costs related to TOBs and/or VMTP Shares. See Note 4 and Note 10 of the Notes to Financial Statements for details.

See notes to financial statements.

 

 

46  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Financial Highlights  (continued)

(For a share outstanding throughout each period)

 

    BTT  
    Year Ended July 31,  
     2020      2019      2018      2017     2016  

Net asset value, beginning of year

  $ 25.60      $ 23.62      $ 23.83      $ 25.38     $ 22.73  
 

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Net investment income(a)

    0.92        0.80        0.85        0.90       1.03  

Net realized and unrealized gain (loss)

    0.54        1.93        (0.21      (1.50     2.58  
 

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Net increase (decrease) from investment operations

    1.46        2.73        0.64        (0.60     3.61  
 

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Distributions to Common Shareholders from net investment income(b)

    (0.75      (0.75      (0.85      (0.95     (0.96
 

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Net asset value, end of year

  $ 26.31      $ 25.60      $ 23.62      $ 23.83     $ 25.38  
 

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Market price, end of year

  $ 24.78      $ 23.49      $ 21.43      $ 23.14     $ 24.24  
 

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total Return Applicable to Common Shareholders(c)

 

Based on net asset value

    6.04      12.17      3.04      (2.14 )%      16.57
 

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Based on market price

    8.84      13.45      (3.73 )%       (0.51 )%      21.67
 

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Ratios to Average Net Assets Applicable to Common Shareholders

 

Total expenses

    1.56      2.07      1.76      1.49 %(d)      1.17
 

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total expenses after fees waived and/or reimbursed and paid indirectly

    1.56      2.07      1.76      1.49 %(d)      1.09
 

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total expenses after fees waived and/or reimbursed and paid indirectly and excluding interest expense and fees, and amortization of offering costs(e)

    0.67      0.69      0.69      0.68 %(d)      0.61
 

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Net investment income to Common Shareholders

    3.60      3.31      3.55      3.80 %(d)      4.30
 

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Supplemental Data

 

Net assets applicable to Common Shareholders, end of year (000)

  $ 1,854,873      $ 1,804,738      $ 1,665,198      $ 1,679,841     $ 1,789,120  
 

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

RVMTP Shares outstanding at $5,000,000 liquidation value, end of year (000)

  $ 750,000      $ 750,000      $ 750,000      $ 750,000     $ 750,000  
 

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Asset coverage per RVMTP Shares at $5,000,000 liquidation value, end of year

  $ 347,316      $ 340,632      $ 16,101,317      $ 16,198,941     $ 16,927,465  
 

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Borrowings outstanding, end of year (000)

  $ 261,820      $ 261,820      $ 261,820      $ 184,115     $ 184,115  
 

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Portfolio turnover rate

    5      21      23      32     42
 

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

 

(a) 

Based on average Common Shares outstanding.

(b) 

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

(c) 

Total returns based on market price, which can be significantly greater or less than the net asset value, may result in substantially different returns. Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions at actual reinvestment prices.

(d) 

Excludes 0.01% of expenses incurred indirectly as a result of investments in underlying funds.

(e) 

Interest expense, fees and amortization of offering costs related to TOB Trusts and/or RVMTP Shares. See Note 4 and Note 10 of the Notes to Financial Statements for details.

See notes to financial statements.

 

 

FINANCIAL HIGHLIGHTS

  47


Financial Highlights  (continued)

(For a share outstanding throughout each period)

 

    BBF  
    Year Ended July 31,  
     2020      2019      2018      2017      2016  

Net asset value, beginning of year

  $ 14.14      $ 13.87      $ 14.48      $ 15.47      $ 15.14  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Net investment income(a)

    0.64        0.69        0.80        0.84        0.84  

Net realized and unrealized gain (loss)

    (0.02      0.28        (0.59      (0.96      0.36  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Net increase (decrease) from investment operations

    0.62        0.97        0.21        (0.12      1.20  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Distributions to Common Shareholders(b)

             

From net investment income

    (0.62      (0.69      (0.82      (0.87      (0.87

From return of capital

           (0.01                     
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total distributions

    (0.62      (0.70      (0.82      (0.87      (0.87
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Net asset value, end of year

  $ 14.14      $ 14.14      $ 13.87      $ 14.48      $ 15.47  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Market price, end of year

  $ 13.32      $ 14.25      $ 13.37      $ 15.27      $ 16.00  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total Return Applicable to Common Shareholders(c)

             

Based on net asset value

    4.77      7.49      1.65      (0.65 )%       8.40
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Based on market price

    (2.07 )%       12.38      (7.08 )%       1.30      26.29
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Ratios to Average Net Assets Applicable to Common Shareholders

             

Total expenses

    2.19      2.77      2.53      2.16      2.01 %(d) 
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total expenses after fees waived and/or reimbursed and paid indirectly

    2.18      2.77      2.53      2.16      2.01 %(d) 
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total expenses after fees waived and/or reimbursed and paid indirectly and excluding interest expense and fees, and amortization of offering costs(e)(f)

    1.12      1.16      1.15      1.13      1.45 %(d) 
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Net investment income to Common Shareholders

    4.58      5.01      5.63      5.72      5.50
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Supplemental Data

 

Net assets applicable to Common Shareholders, end of year (000)

  $ 144,676      $ 144,665      $ 141,808      $ 147,990      $ 157,965  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

VRDP Shares outstanding at $100,000 liquidation value, end of year (000)

  $ 52,000      $ 52,000      $ 52,000      $ 52,000      $ 52,000  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Asset coverage per VRDP Shares at $100,000 liquidation value, end of year

  $ 378,223      $ 378,202      $ 372,708      $ 384,597      $ 403,780  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Borrowings outstanding, end of year (000)

  $ 38,121      $ 39,565      $ 49,043      $ 50,028      $ 47,193  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Portfolio turnover rate

    47      36      31      39      17
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

(a) 

Based on average Common Shares outstanding.

(b) 

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

(c) 

Total returns based on market price, which can be significantly greater or less than the net asset value, may result in substantially different returns. Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions at actual reinvestment prices.

(d) 

Includes reorganization costs associated with the Trust’s reorganization in 2016. Without these costs, total expenses, total expenses after fees waived and/or paid indirectly and total expenses after fees waived and/or paid indirectly and excluding interest expense, fees and amortization of offering costs would have been 1.83%, 1.83% and 1.26%, respectively, for the year ended July 31, 2016.

(e) 

Interest expense, fees and amortization of offering costs related to TOBs and/or VRDP Shares. See Note 4 and Note 10 of the Notes to Financial Statements for details.

(f) 

The total expense ratio after fees waived and paid indirectly and excluding interest expense, fees, amortization of offering costs, liquidity and remarketing fees as follows:

 

    Year Ended July 31,  
     2020            2019            2018            2017            2016         

Expense ratios

    1.11       1.16                   1.38  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

   

See notes to financial statements.

 

 

48  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Financial Highlights  (continued)

(For a share outstanding throughout each period)

 

    BNY  
    Year Ended July 31,  
     2020      2019      2018      2017      2016  

Net asset value, beginning of year

  $ 15.09      $ 14.52      $ 15.04      $ 15.94      $ 14.97  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Net investment income(a)

    0.61        0.58        0.60        0.67        0.75  

Net realized and unrealized gain (loss)

    (0.05      0.52        (0.48      (0.85      1.02  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Net increase (decrease) from investment operations

    0.56        1.10        0.12        (0.18      1.77  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Distributions to Common Shareholders from net investment income(b)

    (0.56      (0.53      (0.64      (0.72      (0.80
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Net asset value, end of year

  $ 15.09      $ 15.09      $ 14.52      $ 15.04      $ 15.94  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Market price, end of year

  $ 14.10      $ 13.81      $ 12.53      $ 15.37      $ 16.71  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total Return Applicable to Common Shareholders(c)

             

Based on net asset value

    4.12      8.33      1.13      (0.93 )%       12.13
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Based on market price

    6.30      14.88      (14.61 )%       (3.43 )%       21.02
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Ratios to Average Net Assets Applicable to Common Shareholders

             

Total expenses

    2.36      2.73      2.45      2.15      1.75
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total expenses after fees waived and/or reimbursed and paid indirectly

    2.36      2.73      2.45      2.14      1.75
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total expenses after fees waived and/or reimbursed and paid indirectly and excluding interest expense and fees, and amortization of offering costs(d)

    1.16      1.14      1.12      1.12      1.11
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Net investment income to Common Shareholders

    4.06      3.98      4.06      4.45      4.89
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Supplemental Data

 

Net assets applicable to Common Shareholders, end of year (000)

  $ 195,844      $ 195,868      $ 188,452      $ 195,029      $ 206,414  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

VMTP Shares outstanding at $100,000 liquidation value, end of year (000)

  $ 94,500      $ 94,500      $ 94,500      $ 94,500      $ 94,500  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Asset coverage per VMTP Shares at $100,000 liquidation value, end of year

  $ 307,243      $ 307,268      $ 299,420      $ 306,379      $ 318,428  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Borrowings outstanding, end of year (000)

  $ 42,523      $ 35,517      $ 31,865      $ 32,047      $ 31,780  
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Portfolio turnover rate

    17      23      9      16      14
 

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

(a) 

Based on average Common Shares outstanding.

(b) 

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

(c) 

Total returns based on market price, which can be significantly greater or less than the net asset value, may result in substantially different returns. Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions at actual reinvestment prices.

(d) 

Interest expense, fees and amortization of offering costs related to TOBs and/or VMTP Shares. See Note 4 and Note 10 of the Notes to Financial Statements for details.

See notes to financial statements.

 

 

FINANCIAL HIGHLIGHTS

  49


Notes to Financial Statements

 

1.

ORGANIZATION

The following are registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as closed-end management investment companies and are referred to herein collectively as the “Trusts”, or individually as a “Trust”:

 

Trust Name   Herein Referred To As    Organized    Diversification
Classification

BlackRock California Municipal Income Trust

  BFZ    Delaware    Diversified

BlackRock Municipal 2030 Target Term Trust

  BTT    Delaware    Diversified

BlackRock Municipal Income Investment Trust

  BBF    Delaware    Diversified

BlackRock New York Municipal Income Trust

  BNY    Delaware    Diversified

The Board of Trustees of the Trusts are collectively referred to throughout this report as the “Board,” and the trustees thereof are collectively referred to throughout this report as “Trustees”. The Trusts determine and make available for publication the net asset values (“NAVs”) of their Common Shares on a daily basis.

On June 16, 2020, the Board of Trustees of BBF and the Board of Trustees of BlackRock Municipal Income Trust II (BLE) each approved the reorganization of BBF into BLE. Subject to the approvals by each Trust’s shareholders, the refinancing of BBF’s preferred shares and the satisfaction of customary closing conditions, the reorganization is expected to occur during the first quarter of 2021.

On June 16, 2020, the Board of Trustees of BlackRock New York Municipal Income Trust II (BFY) and BlackRock New York Municipal Income Quality Trust (BSE) and the Board of Trustees of BNY each approved the reorganization of BFY and BSE into BNY. Subject to the approvals by each Trust’s shareholders, the refinancing of BNY’s preferred shares and the satisfaction of customary closing conditions, the reorganizations are expected to occur during the first quarter of 2021.

The Trusts, together with certain other registered investment companies advised by BlackRock Advisors, LLC (the “Manager”) or its affiliates, are 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. Each Trust 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 and non-cash dividend income, if any, are 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.

Segregation and Collateralization: In cases where a Trust enters into certain investments (e.g., futures contracts) or certain borrowings (e.g., TOB Trust transactions) that would be treated as “senior securities” for 1940 Act purposes, a Trust 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 or borrowings. Doing so allows the investment or borrowings to be excluded from treatment as a “senior security.” Furthermore, if required by an exchange or counterparty agreement, the Trusts 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 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.

Distributions to Preferred Shareholders are accrued and determined as described in Note 10.

Deferred Compensation Plan: Under the Deferred Compensation Plan (the “Plan”) approved by each Board of Trustees of the Trusts (the “Board”), the trustees who are not “interested persons” of the Trusts, 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 each Trust, as applicable. Deferred compensation liabilities are included in the Trustees’ and Officer’s fees payable in the Statements of Assets and Liabilities and will remain as a liability of the Trusts until such amounts are distributed in accordance with the Plan.

 

 

50  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Notes to Financial Statements  (continued)

 

Recent Accounting Standards: The Trusts have adopted Financial Accounting Standards Board Accounting Standards Update 2017-08 to amend the amortization period for certain purchased callable debt securities held at a premium. Under the new standard, the Trusts have changed the amortization period for the premium on certain purchased callable debt securities with non-contingent call features to the earliest call date. In accordance with the transition provisions of the standard, the Trusts applied the amendments on a modified retrospective basis beginning with the fiscal period ended July 31, 2020. The adjusted cost basis of securities at July 31, 2019, if applicable, are as follows:

 

BFZ

  $ 788,792,864  

BTT

    2,636,048,610  

BBF

    234,804,000  

BNY

    307,160,539  

This change in accounting policy has been made to comply with the newly issued accounting standard and had no impact on accumulated earnings (loss) or the NAV of the Trusts.

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

Other: Expenses directly related to a Trust are charged to that Trust. 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.

 

3.

INVESTMENT VALUATION AND FAIR VALUE MEASUREMENTS

Investment Valuation Policies: The Trusts’ investments are valued at fair value (also referred to as “market value” within the financial statements) as of the close of trading on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m., Eastern time). U.S. GAAP defines fair value as the price the Trusts would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. The Trusts determine the fair values of their financial instruments using various independent dealers or pricing services under policies approved by the Board. If a security’s market price is not readily available or does not otherwise accurately represent the fair value of the security, the security will be valued in accordance with a policy approved by the Board as reflecting fair value. 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 each Trust’s assets and liabilities:

 

   

Municipal investments (including commitments to purchase such investments on a “when-issued” basis) are valued on the basis of prices provided by dealers or pricing services. In determining the value of a particular investment, pricing services may use certain information with respect to transactions in such investments, quotations from dealers, pricing matrixes, market transactions in comparable investments and information with respect to various relationships between investments.

 

   

Investments in open-end U.S. mutual funds are valued at NAV each business day.

 

   

Futures contracts are valued based on that day’s last reported settlement price on the exchange where the contract is traded.

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 each Trust 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.

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 each Trust 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

 

 

NOTES TO FINANCIAL STATEMENTS

  51


Notes to Financial Statements  (continued)

 

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.

SECURITIES AND OTHER INVESTMENTS

Zero-Coupon Bonds: Zero-coupon bonds are normally issued at a significant discount from face value and do not provide for periodic interest payments. These bonds may experience greater volatility in market value than other debt obligations of similar maturity which provide for regular interest payments.

Forward Commitments, When-Issued and Delayed Delivery Securities: Certain Trusts may purchase securities on a when-issued basis and may purchase or sell securities on a forward commitment basis. Settlement of such transactions normally occurs within a month or more after the purchase or sale commitment is made. A fund may purchase securities under such conditions with the intention of actually acquiring them, but may enter into a separate agreement to sell the securities before the settlement date. Since the value of securities purchased may fluctuate prior to settlement, a fund may be required to pay more at settlement than the security is worth. In addition, a fund is not entitled to any of the interest earned prior to settlement. When purchasing a security on a delayed delivery basis, a fund assumes the rights and risks of ownership of the security, including the risk of price and yield fluctuations. In the event of default by the counterparty, a fund’s maximum amount of loss is the unrealized appreciation of unsettled when-issued transactions.

Municipal Bonds Transferred to TOB Trusts: Certain Trusts leverage their assets through the use of “TOB Trust” transactions. The funds transfer municipal bonds into a special purpose trust (a “TOB Trust”). A TOB Trust issues two classes of beneficial interests: short-term floating rate interests (“TOB Trust Certificates”), which are sold to third party investors, and residual inverse floating rate interests (“TOB Residuals”), which are issued to the participating funds that contributed the municipal bonds to the TOB Trust. The TOB Trust Certificates have interest rates that reset weekly and their holders have the option to tender such certificates to the TOB Trust for redemption at par and any accrued interest at each reset date. The TOB Residuals held by a fund provide the fund with the right to cause the holders of a proportional share of the TOB Trust Certificates to tender their certificates to the TOB Trust at par plus accrued interest. The funds may withdraw a corresponding share of the municipal bonds from the TOB Trust. Other funds managed by the investment adviser may also contribute municipal bonds to a TOB Trust into which a fund has contributed bonds. If multiple BlackRock-advised funds participate in the same TOB Trust, the economic rights and obligations under the TOB Residuals will be shared among the funds ratably in proportion to their participation in the TOB Trust.

TOB Trusts are supported by a liquidity facility provided by a third party bank or other financial institution (the “Liquidity Provider”) that allows the holders of the TOB Trust Certificates to tender their certificates in exchange for payment of par plus accrued interest on any business day. The tendered TOB Trust Certificates are remarketed by a Remarketing Agent. In the event of a failed remarketing, the TOB Trust may draw upon a loan from the Liquidity Provider to purchase the tendered TOB Trust Certificates. Any loans made by the Liquidity Provider will be secured by the purchased TOB Trust Certificates held by the TOB Trust and will be subject to an increased interest rate based on number of days the loan is outstanding.

The TOB Trust may be collapsed without the consent of a fund, upon the occurrence of a termination event, as defined in the TOB Trust agreement. Upon the occurrence of a termination event, a TOB Trust would be liquidated with the proceeds applied first to any accrued fees owed to the trustee of the TOB Trust, the Remarketing Agent and the Liquidity Provider. Upon certain termination events, TOB Trust Certificates holders will be paid before the TOB Residuals holders (i.e., the Trusts) whereas in other termination events, TOB Trust Certificates holders and TOB Residuals holders will be paid pro rata.

While a fund’s investment policies and restrictions expressly permit investments in inverse floating rate securities, such as TOB Residuals, they restrict the ability of a fund to borrow money for purposes of making investments. Each fund’s transfer of the municipal bonds to a TOB Trust is considered a secured borrowing for financial reporting purposes. The cash received by the TOB Trust from the sale of the TOB Trust Certificates, less certain transaction expenses, is paid to a fund. A fund typically invests the cash received in additional municipal bonds.

Accounting for TOB Trusts: The municipal bonds deposited into a TOB Trust are presented in a fund’s Schedules of Investments and the TOB Trust Certificates are shown in Other Liabilities in the Statements of Assets and Liabilities. Any loans drawn by the TOB Trust pursuant to the liquidity facility to purchase tendered TOB Trust Certificates are shown as Loan for TOB Trust Certificates. The carrying amount of a fund’s payable to the holder of the TOB Trust Certificates, as reported in the Statements of Assets and Liabilities as TOB Trust Certificates, approximates its fair value.

Interest income, including amortization and accretion of premiums and discounts, from the underlying municipal bonds is recorded by a fund on an accrual basis. Interest expense incurred on the TOB Trust transaction and other expenses related to remarketing, administration, trustee, liquidity and other services to a TOB Trust are shown as interest expense, fees and amortization of offering costs in the Statements of Operations. Fees paid upon creation of the TOB Trust are recorded as debt issuance costs and are amortized to interest expense, fees and amortization of offering costs in the Statements of Operations to the expected maturity of the TOB Trust. In connection with the restructurings of the TOB Trusts to non-bank sponsored TOB Trusts, a fund incurred non-recurring, legal and restructuring fees, which are recorded as interest expense, fees and amortization of offering costs in the Statements of Operations. Amounts recorded within interest expense, fees and amortization of offering costs in the Statements of Operations are:

 

     Interest
Expense
     Liquidity
Fees
     Other
Expense
     Total  

BFZ

  $ 1,596,690      $ 677,243      $ 201,756      $ 2,475,689  

BTT

    2,911,949        853,438        717,231        4,482,618  

BBF

    409,544        147,020        68,247        624,811  

BNY

    411,014        164,473        51,267        626,754  

 

 

52  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Notes to Financial Statements  (continued)

 

For the year ended July 31, 2020, the following table is a summary of each Trust’s TOB Trusts:

 

     Underlying
Municipal Bonds
Transferred to
TOB Trusts
 (a)
     Liability for
TOB Trust
Certificates
  (b)
     Range of
Interest Rates
on TOB Trust
Certificates at
Period End
     Average
TOB Trust
Certificates
Outstanding
     Daily Weighted
Average Rate
of Interest and
Other Expenses
on TOB  Trusts
 

BFZ

  $ 340,140,754      $ 143,275,836        0.15% — 0.41%      $ 147,340,303        1.67

BTT

    459,416,656        261,819,915        0.19% — 0.46%        261,819,915        1.71  

BBF

    70,994,952        38,120,558        0.18% — 0.49%        37,160,767        1.68  

BNY

    77,054,057        42,523,434        0.17% — 0.36%        38,388,376        1.63  

 

  (a) 

The municipal bonds transferred to a TOB Trust are generally high grade municipal bonds. In certain cases, when municipal bonds transferred are lower grade municipal bonds, the TOB Trust transaction may include a credit enhancement feature that provides for the timely payment of principal and interest on the bonds to the TOB Trust by a credit enhancement provider in the event of default of the municipal bond. The TOB Trust would be responsible for the payment of the credit enhancement fee and the funds, as TOB Residuals holders, would be responsible for reimbursement of any payments of principal and interest made by the credit enhancement provider. The maximum potential amounts owed by the funds, for such reimbursements, as applicable, are included in the maximum potential amounts disclosed for recourse TOB Trusts.

 
  (b) 

TOB Trusts may be structured on a non-recourse or recourse basis. When a Trust invests in TOB Trusts on a non-recourse basis, the Liquidity Provider may be required to make a payment under the liquidity facility to allow the TOB Trust to repurchase TOB Trust Certificates. The Liquidity Provider will be reimbursed from the liquidation of bonds held in the TOB Trust. If a fund invests in a TOB Trust on a recourse basis, a fund enters into a reimbursement agreement with the Liquidity Provider where a fund is required to reimburse the Liquidity Provider for any shortfall between the amount paid by the Liquidity Provider and proceeds received from liquidation of municipal bonds held in the TOB Trust (the “Liquidation Shortfall”). As a result, if a fund invests in a recourse TOB Trust, a fund will bear the risk of loss with respect to any Liquidation Shortfall. If multiple funds participate in any such TOB Trust, these losses will be shared ratably, including the maximum potential amounts owed by a fund at July 31, 2020, in proportion to their participation in the TOB Trust. The recourse TOB Trusts are identified in the Schedules of Investments including the maximum potential amounts owed by a fund at July 31, 2020.

 

For the year ended July 31, 2020, the following table is a summary of each Trust’s Loan for TOB Trust Certificates:

 

     Loans
Outstanding
at Period End
    

Range of

Interest Rates

on Loans at

Period End

    

Average

Loans

Outstanding

    

Daily Weighted

Average Rate

of Interest and

Other Expenses

on Loans

 

BFZ

  $           $ 980,219        0.70

BBF

                  76,941        0.71  

BNY

                  4,768        0.71  

 

5.

DERIVATIVE FINANCIAL INSTRUMENTS

The Trusts engage in various portfolio investment strategies using derivative contracts both to increase the returns of the Trusts and/or to manage their 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 Schedules 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 Trusts 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 Trusts are 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 Statements of Assets and Liabilities.

Securities deposited as initial margin are designated in the Schedules of Investments and cash deposited, if any, are shown as cash pledged for futures contracts in the Statements of Assets and Liabilities. Pursuant to the contract, the Trusts agree 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 Statements of Assets and Liabilities. When the contract is closed, a realized gain or loss is recorded in the Statements 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.

 

6.

INVESTMENT ADVISORY AGREEMENT AND OTHER TRANSACTIONS WITH AFFILIATES

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

 

 

NOTES TO FINANCIAL STATEMENTS

  53


Notes to Financial Statements  (continued)

 

For such services, each Trust, except BTT, pays the Manager a monthly fee at an annual rate equal to the following percentages of the average weekly value of each Trust’s managed assets:

 

     BFZ      BBF      BNY  

Investment advisory fees

    0.58      0.57      0.60

For such services, BTT pays the Manager a monthly fee at an annual rate equal to 0.40% of the average daily value of the Trust’s managed assets.

For purposes of calculating these fees, for each Trust except for BTT, “managed assets” are determined as total assets of the Trust (including any assets attributable to money borrowed for investment purposes) less the sum of its accrued liabilities (other than money borrowed for investment purposes).

Expense Waivers: With respect to each Trust, the Manager contractually agreed to waive its investment advisory fees by the amount of investment advisory fees each Trust pays to the Manager indirectly through its investment in affiliated money market funds (the “affiliated money market fund waiver”) through June 30, 2022. 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 a Trust. Prior to December 1, 2019, this waiver was voluntary. For the year ended July 31, 2020, the amounts waived were as follows:

 

     BFZ      BTT      BBF      BNY  

Amounts waived

  $ 2,088      $ 15,530      $ 1,538      $ 284  

The Manager contractually agreed to waive its investment advisory fee with respect to any portion of each Trust’s assets invested in affiliated equity and fixed-income mutual funds and affiliated exchange-traded funds that have a contractual management fee through June 30, 2022. The agreement can be renewed for annual periods thereafter, and may be terminated on 90 days’ notice, each subject to approval by a majority of the Trusts’ Independent Trustees. For the year ended July 31, 2020, there were no fees waived and/or reimbursed by the Manager pursuant to this arrangement.

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

Other Transactions: The Trusts may purchase securities from, or sell securities to, an affiliated fund provided the affiliation is due solely to having a common investment adviser, common officers, or common trustees. For the year ended July 31, 2020, the purchase and sale transactions and any net realized gains (losses) with an affiliated fund in compliance with Rule 17a-7 under the 1940 Act were as follows:

 

     Purchases      Sales     

Net Realized

Gain (Loss)

 

BTT

  $      $ 1,700,840      $  

 

7.

PURCHASES AND SALES

For the year ended July 31, 2020, purchases and sales of investments, excluding short-term securities, were as follows:

 

     BFZ      BTT      BBF      BNY  

Purchases

  $ 307,507,701      $ 151,939,298      $ 108,460,779      $ 62,135,191  

Sales

    348,327,951        165,071,646        125,764,785        56,561,286  

 

8.

INCOME TAX INFORMATION

It is each Trust’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.

Each Trust files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on each Trust’s U.S. federal tax returns generally remains open for each of the four years ended July 31, 2020. The statutes of limitations on each Trust’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 Trusts as of July 31, 2020, 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 Trusts’ financial statements.

U.S. GAAP requires that certain components of net assets be adjusted to reflect permanent differences between financial and tax reporting. These reclassifications have no effect on net assets or net asset values per share. As of period end, the following permanent differences attributable non-deductible expenses and the retention of tax-exempt income were reclassified to the following accounts:

 

     BTT     BBF     BNY  

Paid-in capital

  $ 4,530,645     $ (44,423   $ (34,673

Accumulated earnings (loss)

    (4,530,645     44,423       34,673  

 

 

54  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Notes to Financial Statements  (continued)

 

The tax character of distributions paid was as follows:

 

     BFZ      BTT      BBF      BNY  

Tax-exempt income(a)

          

7/31/2020

  $ 18,057,200      $ 64,371,539      $ 7,224,731      $ 9,009,448  

7/31/2019

    20,679,610        70,317,185        8,386,654        9,153,203  

Ordinary income(b)

          

7/31/2020

    7,156       

 
     4,929        4,630  

7/31/2019

    178,261        5,117        4,798        13,591  

Long-term capital gains

          

7/31/2020

   

 
                    

7/31/2019

    6,149,804                       

Tax return of capital

          

7/31/2020

                          

7/31/2019

                  73,775         
 

 

 

    

 

 

    

 

 

    

 

 

 

Total

          

7/31/2020

  $ 18,064,356      $ 64,371,539      $ 7,229,660      $ 9,014,078  
 

 

 

    

 

 

    

 

 

    

 

 

 

7/31/2019

  $ 27,007,675      $ 70,322,302      $ 8,465,227      $ 9,166,794  
 

 

 

    

 

 

    

 

 

    

 

 

 

 

  (a)

The Trusts designate these amounts paid during the fiscal year ended July 31, 2020, as exempt-interest dividends.

 
  (b)

Ordinary income consists primarily of taxable income recognized from market discount. Additionally, all ordinary income distributions are comprised of interest related dividends for non-US residents and are eligible for exemption from US withholding tax for nonresident aliens and foreign corporations.

 

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

 

     BFZ     BTT     BBF     BNY  

Undistributed tax-exempt income

  $     $ 7,810,230     $     $ 1,258,445  

Undistributed ordinary income

    3,856                   1,797  

Non-expiring capital loss carryforwards(a)

    (5,543,220     (23,773,729     (6,960,360     (8,204,990

Net unrealized gains(b)

    63,400,386       195,178,518       17,441,415       24,637,616  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $ 57,861,022     $ 179,215,019     $ 10,481,055     $ 17,692,868  
 

 

 

   

 

 

   

 

 

   

 

 

 

 

  (a)

Amounts available to offset future realized capital gains.

 
  (b)

The differences between book-basis and tax-basis net unrealized gains were attributable primarily to the tax deferral of losses on wash sales, amortization and accretion methods of premiums and discounts on fixed income securities, the treatment of residual interests in tender option bond trusts and the deferral of compensation to Trustees.

 

During the year ended July 31, 2020, the Trust listed below utilized the following amount of its capital loss carryforward:

 

      BTT  

Amount utilized

   $ 631,530  

As of July 31, 2020, gross unrealized appreciation and depreciation for investments and derivatives based on cost for U.S. federal income tax purposes were as follows:

 

     BFZ     BTT     BBF     BNY  

Tax cost

  $ 601,421,727     $ 2,390,352,271     $ 176,322,453     $ 263,467,840  
 

 

 

   

 

 

   

 

 

   

 

 

 

Gross unrealized appreciation

  $ 64,744,168     $ 200,698,715     $ 18,174,521     $ 25,219,083  

Gross unrealized depreciation

    (939,167     (5,520,197     (347,156     (547,667
 

 

 

   

 

 

   

 

 

   

 

 

 

Net unrealized appreciation (depreciation)

  $ 63,805,001     $ 195,178,518     $ 17,827,365     $ 24,671,416  
 

 

 

   

 

 

   

 

 

   

 

 

 

 

9.

PRINCIPAL RISKS

Many municipalities insure repayment of their bonds, which may reduce the potential for loss due to credit risk. The market value of these bonds may fluctuate for other reasons, including market perception of the value of such insurance, and there is no guarantee that the insurer will meet its obligation.

Inventories of municipal bonds held by brokers and dealers may decrease, which would lessen their ability to make a market in these securities. Such a reduction in market making capacity could potentially decrease a Trust’s ability to buy or sell bonds. As a result, a Trust may sell a security at a lower price, sell other securities to raise cash, or give up an investment opportunity, any of which could have a negative impact on performance. If a Trust needed to sell large blocks of bonds, those sales could further reduce the bonds’ prices and impact performance.

In the normal course of business, certain Trusts invest in securities or other instruments and may enter into certain transactions, and such activities subject each Trust 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. Local, regional or global events such as war, acts of terrorism, the spread of infectious illness or other public health issues, recessions, or other events could have a significant impact on the Trusts and its investments.

 

 

NOTES TO FINANCIAL STATEMENTS

  55


Notes to Financial Statements  (continued)

 

Each Trust 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 each Trust to reinvest in lower yielding securities. Each Trust may also be exposed to reinvestment risk, which is the risk that income from each Trust’s portfolio will decline if each Trust invests the proceeds from matured, traded or called fixed-income securities at market interest rates that are below each Trust portfolio’s current earnings rate.

The Trusts may hold a significant amount of bonds subject to calls by the issuers at defined dates and prices. When bonds are called by issuers and the Trusts reinvest the proceeds received, such investments may be in securities with lower yields than the bonds originally held, and correspondingly, could adversely impact the yield and total return performance of a Trust.

There is no assurance that BTT will achieve its investment objectives, including its investment objective of returning $25.00 per share. As BTT approaches its scheduled termination date, it is expected that the maturity of BTT’s portfolio securities will shorten, which is likely to reduce BTT’s income and distributions to shareholders.

A Trust structures and “sponsors” the TOB Trusts in which it holds TOB Residuals and has certain duties and responsibilities, which may give rise to certain additional risks including, but not limited to, compliance, securities law and operational risks.

Should short-term interest rates rise, the Trusts’ investments in the TOB Trusts may adversely affect the Trusts’ net investment income and dividends to Common Shareholders. Also, fluctuations in the market value of municipal bonds deposited into the TOB Trust may adversely affect the Trusts’ NAVs per share.

The U.S. Securities and Exchange Commission (“SEC”) and various federal banking and housing agencies have adopted credit risk retention rules for securitizations (the “Risk Retention Rules”). The Risk Retention Rules would require the sponsor of a TOB Trust to retain at least 5% of the credit risk of the underlying assets supporting the TOB Trust’s municipal bonds. The Risk Retention Rules may adversely affect the Trusts’ ability to engage in TOB Trust transactions or increase the costs of such transactions in certain circumstances.

TOB Trusts constitute an important component of the municipal bond market. Any modifications or changes to rules governing TOB Trusts may adversely impact the municipal market and the Trusts, including through reduced demand for and liquidity of municipal bonds and increased financing costs for municipal issuers. The ultimate impact of any potential modifications on the TOB Trust market and the overall municipal market is not yet certain.

Each Trust may invest without limitation in illiquid or less liquid investments or investments in which no secondary market is readily available or which are otherwise illiquid, including private placement securities. A Trust may not be able to readily dispose of such investments at prices that approximate those at which the Trust could sell such investments if they were more widely traded and, as a result of such illiquidity, a Trust may have to sell other investments or engage in borrowing transactions if necessary to raise funds to meet its obligations. Limited liquidity can also affect the market price of investments, thereby adversely affecting a Trust’s net asset value and ability to make dividend distributions. Privately issued debt securities are often of below investment grade quality, frequently are unrated and present many of the same risks as investing in below investment grade public debt securities.

An outbreak of respiratory disease caused by a novel coronavirus has developed into a global pandemic and has resulted in closing borders, quarantines, disruptions to supply chains and customer activity, as well as general concern and uncertainty. The impact of this pandemic, and other global health crises that may arise in the future, could affect the economies of many nations, individual companies and the market in general in ways that cannot necessarily be foreseen at the present time. This pandemic may result in substantial market volatility and may adversely impact the prices and liquidity of a fund’s investments. The duration of this pandemic and its effects cannot be determined with certainty.

Counterparty Credit Risk: The Trusts 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 Trusts manage 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 Trusts to market, issuer and counterparty credit risks, consist principally of financial instruments and receivables due from counterparties. The extent of the Trusts’ exposure to market, issuer and counterparty credit risks with respect to these financial assets is approximately their value recorded in the Statements of Assets and Liabilities, less any collateral held by the Trusts.

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.

With exchange-traded futures, there is less counterparty credit risk to the Trusts 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, a Trust 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 Trusts.

Concentration Risk: BFZ and BNY invest a substantial amount of their assets in issuers located in a single state or limited number of states. This may subject each Trust to the risk that economic, political or social issues impacting a particular state or group of states could have an adverse and disproportionate impact on the income from, or the value or liquidity of, the Trusts’ respective portfolios. Investment percentages in specific states or U.S. territories are presented in the Schedules of Investments.

As of period end, each of BFZ and BNY invested a significant portion of their assets in securities in the county, city, special district and school district sector and in the transportation sector. BFZ invested a significant portion of its assets in securities in the utilities sector. Changes in economic conditions affecting such sector would have a greater impact on the Trusts and could affect the value, income and/or liquidity of positions in such securities.

 

 

56  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Notes to Financial Statements  (continued)

 

The Trusts invest a significant portion of their assets in fixed-income securities and/or use 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 Trusts may be subject to a greater risk of rising interest rates due to the current period of historically low rates.

LIBOR Transition Risk: The United Kingdom’s Financial Conduct Authority announced a phase out of the London Interbank Offered Rate (“LIBOR”) by the end of 2021, and it is expected that LIBOR will cease to be published after that time. The Fund[s] may be exposed to financial instruments tied to LIBOR to determine payment obligations, financing terms, hedging strategies or investment value. The transition process away from LIBOR might lead to increased volatility and illiquidity in markets for, and reduce the effectiveness of new hedges placed against, instruments whose terms currently include LIBOR. The ultimate effect of the LIBOR transition process on the Trusts is uncertain.

 

10.

CAPITAL SHARE TRANSACTIONS

Each Trust is authorized to issue an unlimited number of shares, all of which were initially classified as Common Shares. The par value for each Trust’s Common Shares is $0.001. The par value for each Trust’s Preferred Shares outstanding is $0.001. The Board is authorized, however, to reclassify any unissued Common Shares to Preferred Shares without the approval of Common Shareholders.

Common Shares

For the years shown, shares issued and outstanding increased by the following amounts as a result of dividend reinvestment:

 

Year Ended July 31,   BBF  

2020

  $ 1,507  

2019

    4,609  

For the years ended July 31, 2020 and July 31, 2019, shares issued and outstanding remained constant for BFZ, BTT and BNY.

BFZ, BBF and BNY participate in an open market share repurchase program (the “Repurchase Program”). From December 1, 2018 through November 30, 2019, each of BFZ, BBF and BNY may repurchase up to 5% of its outstanding common shares under the Repurchase Program, based on common shares outstanding as of the close of business on November 30, 2018, subject to certain conditions. From December 1, 2019 through November 30, 2020, each of BFZ, BBF and BNY may repurchase up to 5% of its outstanding common shares under the Repurchase Program, based on common shares outstanding as of the close of business on November 30, 2019, subject to certain conditions. There is no assurance that the Trusts will purchase shares in any particular amounts. For the year ended July 31, 2020, BFZ, BBF and BNY did not repurchase any shares.

The total cost of the shares repurchased is reflected in BFZ’s Statements of Changes in Net Assets. For the periods shown, shares repurchased and cost, including transaction costs were as follows:

 

     Shares      Amount  

July 31, 2020

    352,102      $ 4,493,469  

July 31, 2019

            

Preferred Shares

A Trust’s Preferred Shares rank prior to its Common Shares as to the payment of dividends by the Trust and distribution of assets upon dissolution or liquidation of the Trust. The 1940 Act prohibits the declaration of any dividend on Common Shares or the repurchase of Common Shares if the Trust fails to maintain asset coverage of at least 200% of the liquidation preference of the Trust’s outstanding Preferred Shares. In addition, pursuant to the Preferred Shares’ governing instruments, a Trust is restricted from declaring and paying dividends on classes of shares ranking junior to or on parity with its Preferred Shares or repurchasing such shares if the Trust fails to declare and pay dividends on the Preferred Shares, redeem any Preferred Shares required to be redeemed under the Preferred Shares’ governing instruments or comply with the basic maintenance amount requirement of the ratings agencies rating the Preferred Shares.

Holders of Preferred Shares have voting rights equal to the voting rights of holders of Common Shares (one vote per share) and vote together with holders of Common Shares (one vote per share) as a single class on certain matters. Holders of Preferred Shares, voting as a separate class, are also entitled to (i) elect two members of the Board, (ii) elect the full Board if dividends on the Preferred Shares are not paid for a period of two years and (iii) a separate class vote to amend the Preferred Share governing documents. In addition, the 1940 Act requires the approval of the holders of a majority of any outstanding Preferred Shares, voting as a separate class, to (a) adopt any plan of reorganization that would adversely affect the Preferred Shares, (b) change a Trust’s sub-classification as a closed-end investment company or change its fundamental investment restrictions or (c) change its business so as to cease to be an investment company.

VRDP Shares

BBF (for purposes of this section, a “VRDP Trust”) has issued Series W-7 VRDP Shares, $100,000 liquidation preference per share, in one or more privately negotiated offerings to qualified institutional buyers as defined pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The VRDP Shares include a liquidity feature and may be subject to a special rate period. As of period end, the VRDP Shares outstanding were as follows:

 

     Issue
Date
     Shares
Issued
     Aggregate
Principal
     Maturity
Date
 

BBF

    09/15/11        342      $ 34,200,000        10/01/41  

BBF

    05/16/16        178        17,800,000        10/01/41  

 

 

NOTES TO FINANCIAL STATEMENTS

  57


Notes to Financial Statements  (continued)

 

Redemption Terms: A VRDP Trust is required to redeem its VRDP Shares on the maturity date, unless earlier redeemed or repurchased. Six months prior to the maturity date, a VRDP Trust is required to begin to segregate liquid assets with the Trust’s custodian to fund the redemption. In addition, a VRDP Trust is required to redeem certain of its outstanding VRDP Shares if it fails to comply with certain asset coverage, basic maintenance amount or leverage requirements.

Subject to certain conditions, the VRDP Shares may also be redeemed, in whole or in part, at any time at the option of a VRDP Trust. The redemption price per VRDP Share is equal to the liquidation preference per share plus any outstanding unpaid dividends.

Liquidity Feature: VRDP Shares are subject to a fee agreement between the VRDP Trust and the liquidity provider that requires a per annum liquidity fee and, in some cases, an upfront or initial commitment fee, payable to the liquidity provider. These fees, if applicable, are shown as liquidity fees in the Statements of Operations. As of period end, the fee agreement is set to expire, unless renewed or terminated in advance, as follows:

 

     BBF  

Expiration Date

    04/30/21  

The VRDP Shares are also subject to a purchase agreement in connection with the liquidity feature. In the event a purchase agreement is not renewed or is terminated in advance, and the VRDP Shares do not become subject to a purchase agreement with an alternate liquidity provider, the VRDP Shares will be subject to mandatory purchase by the liquidity provider prior to the termination of the purchase agreement. In the event of such mandatory purchase, a VRDP Trust is required to redeem the VRDP Shares six months after the purchase date. Immediately after such mandatory purchase, the VRDP Trust is required to begin to segregate liquid assets with its custodian to fund the redemption. There is no assurance that a VRDP Trust will replace such redeemed VRDP Shares with any other preferred shares or other form of leverage.

Remarketing: A VRDP Trust may incur remarketing fees on the aggregate principal amount of all its VRDP Shares, which, if any, are included in remarketing fees on Preferred Shares in the Statements of Operations. During any special rate period (as described below), a VRDP Trust may incur nominal or no remarketing fees.

Ratings: As of period end, the VRDP Shares were assigned the following long-term ratings:

 

     Moody’s      Fitch  

BBF

    Aa1        AAA  

Special Rate Period: A VRDP Trust has commenced a “special rate period” with respect to its VRDP Shares, during which the VRDP Shares will not be subject to any remarketing and the dividend rate will be based on a predetermined methodology. During a special rate period, short-term ratings on VRDP Shares are withdrawn. BBF’s special rate period has commenced on October 22, 2015 and has a current expiration date of April 15, 2021.

Prior to the expiration date, the VRDP Trust and the VRDP Shares holder may mutually agree to extend the special rate period. If a special rate period is not extended, the VRDP Shares will revert to remarketable securities upon the termination of the special rate period and will be remarketed and available for purchase by qualified institutional investors.

During the special rate period: (i) the liquidity and fee agreements remain in effect, (ii) VRDP Shares remain subject to mandatory redemption by the VRDP Trust on the maturity date, (iii) VRDP Shares will not be remarketed or subject to optional or mandatory tender events, (iv) the VRDP Trust is required to comply with the same asset coverage, basic maintenance amount and leverage requirements for the VRDP Shares as is required when the VRDP Shares are not in a special rate period, (v) the VRDP Trust will pay dividends monthly based on the sum of an agreed upon reference rate and a percentage per annum based on the long-term ratings assigned to the VRDP Shares and (vi) the VRDP Trust will pay nominal or no fees to the liquidity provider and remarketing agent.

Dividends: Except during the Special Rate Period as described above, dividends on the VRDP Shares are payable monthly at a variable rate set weekly by the remarketing agent. Such dividend rates are generally based upon a spread over a base rate and cannot exceed a maximum rate. A change in the short-term credit rating of the liquidity provider or the VRDP Shares may adversely affect the dividend rate paid on such shares, although the dividend rate paid on the VRDP Shares is not directly based upon either short-term rating. In the event of a failed remarketing, the dividend rate of the VRDP Shares will be reset to a maximum rate. The maximum rate is determined based on, among other things, the long-term preferred share rating assigned to the VRDP Shares and the length of time that the VRDP Shares fail to be remarketed.

For the year ended July 31, 2020, the annualized dividend rate for the VRDP Shares was 1.70%.

For the year ended July 31, 2020, VRDP Shares issued and outstanding of the VRDP Trust remained constant.

VMTP Shares

BFZ and BNY (for purposes of this section, a “VMTP Trust”) have issued Series W-7 VMTP Shares, $100,000 liquidation preference per share, in one or more privately negotiated offerings to qualified institutional buyers as defined pursuant to Rule 144A under the Securities Act. The VMTP Shares are subject to certain restrictions on transfer, and a VMTP Trust may also be required to register its VMTP Shares for sale under the Securities Act under certain circumstances. As of period end, the VMTP Shares outstanding and assigned long-term ratings were as follows:

 

     Issue
Date
     Shares
Issued
     Aggregate
Principal
    

Term

Redemption

Date

     Moody’s
Rating
    

Fitch

Rating

 

BFZ

    03/22/12        1,713      $ 171,300,000        03/30/21        Aa2        AAA  

BNY

    03/22/12        945        94,500,000        03/30/21        Aa2        AAA  

 

 

58  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Notes to Financial Statements  (continued)

 

Redemption Terms: A VMTP Trust is required to redeem its VMTP Shares on the term redemption date, unless earlier redeemed or repurchased or unless extended. There is no assurance that a term will be extended further or that any VMTP Shares will be replaced with any other preferred shares or other form of leverage upon the redemption or repurchase of the VMTP Shares. Six months prior to the term redemption date, a VMTP Trust is required to begin to segregate liquid assets with its custodian to fund the redemption. In addition, a VMTP Trust is required to redeem certain of its outstanding VMTP Shares if it fails to comply with certain asset coverage, basic maintenance amount or leverage requirements.

Subject to certain conditions, VMTP Shares may be redeemed, in whole or in part, at any time at the option of the VMTP Trust. The redemption price per VMTP Share is equal to the liquidation preference per share plus any outstanding unpaid dividends.

Dividends: Dividends on the VMTP Shares are declared daily and payable monthly at a variable rate set weekly at a fixed rate spread to the Securities Industry and Financial Markets Association (“SIFMA”) Municipal Swap Index or to a percentage of the one-month LIBOR rate, as set forth in the VMTP Shares governing instrument. The fixed spread is determined based on the long-term preferred share rating assigned to the VMTP Shares by the ratings agencies then rating the VMTP Shares.

The dividend rate on VMTP Shares is subject to a step-up spread if the VMTP Trust fails to comply with certain provisions, including, among other things, the timely payment of dividends, redemptions or gross-up payments, and complying with certain asset coverage and leverage requirements.

For the year ended July 31, 2020, the average annualized dividend rates for the VMTP Shares were as follows.

 

     BFZ      BNY  

Rate

    1.81      1.81

For the year ended July 31, 2020, VMTP Shares issued and outstanding of each Trust remained constant.

RVMTP Shares

BTT has issued Series W-7 RVMTP Shares, $5,000,000 liquidation preference per share, in privately negotiated offerings to qualified institutional buyers as defined pursuant to Rule 144A under the Securities Act. The RVMTP Shares are subject to certain restrictions on transfer outside of a remarketing. As of period end, the RVMTP Shares outstanding of BTT were as follows:

 

Issue Date           Shares
Issued
   

Shares

Outstanding

         

Aggregate

Principal

          Term
Redemption
Date
  01/10/2013          50   50      $250,000,000      12/31/2030
  01/30/2013          50     50      250,000,000      12/31/2030
  02/20/2013            50     50            250,000,000            12/31/2030

Redemption Terms: BTT is required to redeem its RVMTP Shares on the term redemption date or within six months of an unsuccessful remarketing, unless earlier redeemed or repurchased. There is no assurance that RVMTP Shares will be replaced with any other preferred shares or other form of leverage upon the redemption or repurchase of the RVMTP Shares. In addition, BTT is required to redeem certain of its outstanding RVMTP Shares if it fails to comply with certain asset coverage, basic maintenance amount or leverage requirements.

Subject to certain conditions, RVMTP Shares may be redeemed, in whole or in part, at any time at the option of BTT. The redemption price per RVMTP Share is equal to the liquidation preference per share plus any outstanding unpaid dividends. The RVMTP Shares are subject to certain restrictions on transfer outside of a remarketing. The RVMTP Shares are subject to remarketing upon 90 days’ notice by holders of the RVMTP Shares and 30 days’ notice by BTT. Each remarketing must be at least six months apart from the last remarketing. A holder of RVMTP Shares may submit notice of remarketing only if such holder requests a remarketing of at least the lesser of (i) $100,000,000 of RVMTP Shares or (ii) all of the RVMTP Shares held by such holder.

Dividends: Dividends on the RVMTP Shares are declared daily and payable monthly at a variable rate set weekly at a fixed rate spread to a percentage of the one-month LIBOR rate. The fixed rate spread may be adjusted at each remarketing or upon the agreement of BTT and the then-holder(s) of the RVMTP Shares. In the event that all of the RVMTP Shares submitted for remarketing are not successfully remarketed, a failed remarketing would occur, and all holders would retain their RVMTP Shares. In the event of a failed remarketing, the fixed rate spread would be set at the fixed rate spread applicable to such failed remarketing. BTT has the right to reject any fixed spread determined at a remarketing, and such rejection would result in a failed remarketing and the fixed rate spread would be set at the fixed rate spread applicable to such failed remarketing. The fixed rate spread applicable due to a failed remarketing depends on whether the remarketing was pursuant to a mandatory or non-mandatory tender. In the case of a failed remarketing following a mandatory tender, the failed remarketing spread would be the sum of the last applicable spread in effect immediately prior to the failed remarketing date for such failed remarketing plus 0.75%. In the case of a failed remarketing not associated with a mandatory tender, the failed remarketing spread would be the sum of the last applicable spread in effect immediately prior to the failed remarketing date for such failed remarketing plus 0.25%.

For the year ended July 31, 2020, the average annualized dividend rate for the RVMTP Shares was 1.54%.

Remarketing: In the event of a failed remarketing that is not subsequently cured, BTT will be required to redeem the RVMTP Shares subject to such failed remarketing on a date that is approximately six months from the remarketing date for such failed remarketing, provided that no redemption of any RVMTP Share may occur within one year of the date of issuance of such RVMTP Share. At the date of issuance the RVMTP Shares were assigned long-term ratings of Aa2 from Moody’s and AAA from Fitch. The dividend rate on the RVMTP Shares is subject to a step-up spread if BTT fails to comply with certain provisions, including, among other things, the timely payment of dividends, redemptions or gross-up payments, and complying with certain asset coverage and leverage requirements.

 

 

NOTES TO FINANCIAL STATEMENTS

  59


Notes to Financial Statements  (continued)

 

During the year ended July 31, 2020, no RVMTP Shares were tendered for remarketing.

For the year ended July 31, 2020, RVMTP Shares issued and outstanding of the Trust remained constant.

Offering Costs: The Trusts incurred costs in connection with the issuance of VRDP, VMTP and RVMTP Shares, which were recorded as a direct deduction from the carrying value of the related debt liability and will be amortized over the life of the VRDP, VMTP and RVMTP Shares with the exception of any upfront fees paid by a VRDP Trust to the liquidity provider which, if any, were amortized over the life of the liquidity agreement. Amortization of these costs is included in interest expense, fees and amortization of offering costs in the Statements of Operations.

Financial Reporting: The VRDP, VMTP and RVMTP Shares are considered debt of the issuer; therefore, the liquidation preference, which approximates fair value of the VRDP, VMTP and RVMTP Shares, is recorded as a liability in the Statements of Assets and Liabilities net of deferred offering costs. Unpaid dividends are included in interest expense and fees payable in the Statements of Assets and Liabilities, and the dividends accrued and paid on the VRDP, VMTP and RVMTP Shares are included as a component of interest expense, fees and amortization of offering costs in the Statements of Operations. The VRDP, VMTP and RVMTP Shares are treated as equity for tax purposes. Dividends paid to holders of the VRDP, VMTP and RVMTP Shares are generally classified as tax-exempt income for tax-reporting purposes. Dividends and amortization of deferred offering costs on VRDP, VMTP and RVMTP Shares are included in interest expense, fees and amortization of offering costs in the Statements of Operations.

 

    

Dividends

Accrued

    

Deferred

Offering Costs

Amortization

 

BFZ

  $ 3,097,083      $  

BTT

    11,576,967        31,355  

BBF

    885,632        6,129  

BNY

    1,708,549         

 

11.

SUBSEQUENT EVENTS

Management’s evaluation of the impact of all subsequent events on the Trusts’ financial statements was completed through the date the financial statements were issued and the following items were noted:

The Trusts declared and paid distributions to Common Shareholders and Preferred Shareholders as follows:

 

     Dividend Per
Common Share
           Preferred Shares (c)  
     Paid (a)      Declared (b)            Shares      Series      Declared  

BFZ

  $ 0.038000      $ 0.038000         VMTP        W-7      $ 125,152  

BTT

    0.062400        0.062400         RVMTP        W-7        441,885  

BBF

    0.050500        0.050500         VRDP        W-7        39,114  

BNY

    0.050000        0.050000               VMTP        W-7        69,042  

 

  (a) 

Net investment income dividend paid on September 1, 2020 to Common Shareholders of record on August 14, 2020.

 
  (b) 

Net investment income dividend declared on September 1, 2020, payable to Common Shareholders of record on September 15, 2020.

 
  (c) 

Dividends declared for period August 1, 2020 to August 31, 2020.

 

 

 

60  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Report of Independent Registered Public Accounting Firm

 

To the Shareholders and Board of Trustees of BlackRock California Municipal Income Trust, BlackRock Municipal 2030 Target Term Trust, BlackRock Municipal Income Investment Trust, and BlackRock New York Municipal Income Trust:

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying statements of assets and liabilities of BlackRock California Municipal Income Trust, BlackRock Municipal 2030 Target Term Trust, BlackRock Municipal Income Investment Trust, and BlackRock New York Municipal Income Trust (the “Funds”), including the schedules of investments, as of July 31, 2020, the related statements of operations and cash flows for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Funds as of July 31, 2020, and the results of their operations and their cash flows for the year then ended, the changes in their net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, 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 Funds’ management. Our responsibility is to express an opinion on the Funds’ 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 Funds 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 Funds are 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 Funds’ 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 July 31, 2020, 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

September 22, 2020

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

 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

  61


Disclosure of Investment Advisory Agreements  

 

The Boards of Trustees (collectively, the “Board,” the members of which are referred to as “Board Members”) of BlackRock California Municipal Income Trust (“BFZ”), BlackRock Municipal 2030 Target Term Trust (“BTT”), BlackRock Municipal Income Investment Trust (“BBF”) and BlackRock New York Municipal Income Trust (“BNY” and together with BFZ, BTT and BBF, the “Funds” and each, a “Fund”) met on April 16, 2020 (the “April Meeting”) and May 20-21, 2020 (the “May Meeting”) to consider the approval of the investment advisory agreements (the “Advisory Agreements” or the “Agreements”) between each Fund and BlackRock Advisors, LLC (the “Manager” or “BlackRock”), each Fund’s investment advisor.

Activities and Composition of the Board

On the date of the May Meeting, the Board consisted of ten individuals, eight of whom were not “interested persons” of each Fund as defined in the Investment Company Act of 1940, as amended (the “1940 Act”) (the “Independent Board Members”). The Board Members are responsible for the oversight of the operations of each Fund and perform the various duties imposed on the directors of investment companies by the 1940 Act. The Independent Board Members have retained independent legal counsel to assist them in connection with their duties. The Co-Chairs of the Board are Independent Board Members. The Board has established five standing committees: an Audit Committee, a Governance and Nominating Committee, a Compliance Committee, a Performance Oversight Committee and an Executive Committee, each of which is chaired by an Independent Board Member and composed of Independent Board Members (except for the Executive Committee, which also has one interested Board Member).

The Agreements

Consistent with the requirements of the 1940 Act, the Board considers the continuation of the Agreements on an annual basis. The Board has four quarterly meetings per year, each typically extending for two days, and additional in-person and telephonic meetings throughout the year, as needed. While the Board also has a fifth one-day meeting to consider specific information surrounding the renewal of the Agreements, the Board’s consideration entails a year-long deliberative process whereby the Board and its committees assess BlackRock’s services to each Fund. In particular, the Board assessed, among other things, the nature, extent and quality of the services provided to each Fund by BlackRock, BlackRock’s personnel and affiliates, including (as applicable): investment management services; accounting oversight; administrative and shareholder services; oversight of each Fund’s service providers; risk management and oversight; and legal, regulatory and compliance services. Throughout the year, including during the contract renewal process, the Independent Board Members were advised by independent legal counsel, and met with independent legal counsel in various executive sessions outside of the presence of BlackRock’s management.

During the year, the Board, acting directly and through its committees, considers information that is relevant to its annual consideration of the renewal of the Agreements, including the services and support provided by BlackRock to each Fund and its shareholders. BlackRock also furnished additional information to the Board in response to specific questions from the Board. This additional information is discussed further in the section titled “Board Considerations in Approving the Agreements.” Among the matters the Board considered were: (a) investment performance for one-year, three-year, five-year, and/or since inception periods, as applicable, against peer funds, applicable benchmarks, and other performance metrics, as applicable, as well as BlackRock senior management’s and portfolio managers’ analyses of the reasons for any outperformance or underperformance relative to its peers, benchmarks, and other performance metrics, as applicable; (b) leverage management, as applicable; (c) fees, including advisory, administration, if applicable, and other amounts paid to BlackRock and its affiliates by each Fund for services; (d) Fund operating expenses and how BlackRock allocates expenses to each Fund; (e) the resources devoted to risk oversight of, and compliance reports relating to, implementation of each Fund’s investment objective, policies and restrictions, and meeting regulatory requirements; (f) BlackRock’s and each Fund’s adherence to applicable compliance policies and procedures; (g) the nature, character and scope of non-investment management services provided by BlackRock and its affiliates and the estimated cost of such services; (h) BlackRock’s and other service providers’ internal controls and risk and compliance oversight mechanisms; (i) BlackRock’s implementation of the proxy voting policies approved by the Board; (j) execution quality of portfolio transactions; (k) BlackRock’s implementation of each Fund’s valuation and liquidity procedures; (l) an analysis of management fees for products with similar investment mandates across the open-end fund, closed-end fund, sub-advised mutual fund, collective investment trust and institutional separate account product channels, as applicable, and the similarities and differences between these products and the services provided as compared to each Fund; (m) BlackRock’s compensation methodology for its investment professionals and the incentives and accountability it creates, along with investment professionals’ investments in the fund(s) they manage; (n) periodic updates on BlackRock’s business; and (o) each Fund’s market discount/premium compared to peer funds.

Board Considerations in Approving the Agreements

The Approval Process: Prior to the April Meeting, the Board requested and received materials specifically relating to the Agreements. The Independent Board Members are continuously engaged in a process with their independent legal counsel and BlackRock to review the nature and scope of the information provided to the Board to better assist its deliberations. The materials provided in connection with the April Meeting included, among other things: (a) information independently compiled and prepared by Broadridge Financial Solutions, Inc. (“Broadridge”), based on Lipper classifications, regarding each Fund’s fees and expenses as compared with a peer group of funds as determined by Broadridge (“Expense Peers”) and the investment performance of each Fund as compared with a peer group of funds (“Performance Peers”); (b) information on the composition of the Expense Peers and Performance Peers and a description of Broadridge’s methodology; (c) information on the estimated profits realized by BlackRock and its affiliates pursuant to the Agreements and a discussion of fall-out benefits to BlackRock and its affiliates; (d) a general analysis provided by BlackRock concerning investment management fees received in connection with other types of investment products, such as institutional accounts, sub-advised mutual funds, closed-end funds, and open-end funds, under similar investment mandates, as applicable; (e) a review of non-management fees; (f) the existence, impact and sharing of potential economies of scale, if any, with each Fund; (g) a summary of aggregate amounts paid by each Fund to BlackRock; and (h) various additional information requested by the Board as appropriate regarding BlackRock’s and each Fund’s operations.

At the April Meeting, the Board reviewed materials relating to its consideration of the Agreements. As a result of the discussions that occurred during the April Meeting, and as a culmination of the Board’s year-long deliberative process, the Board presented BlackRock with questions and requests for additional information. BlackRock responded to these questions and requests with additional written information in advance of the May Meeting. Topics covered included: (a) the methodology for measuring estimated fund profitability; (b) fund expenses and potential fee waivers; (c) differences in services provided and management fees between closed-end funds and other product channels; and (d) BlackRock’s option overwrite strategy.

 

 

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Disclosure of Investment Advisory Agreements  (continued)

 

At the May Meeting, the Board concluded its assessment of, among other things: (a) the nature, extent and quality of the services provided by BlackRock; (b) the investment performance of each Fund as compared to its Performance Peers and to other metrics, as applicable; (c) the advisory fee and the estimated cost of the services and estimated profits realized by BlackRock and its affiliates from their relationship with each Fund; (d) each Fund’s fees and expenses compared to its Expense Peers; (e) the existence and sharing of potential economies of scale; (f) any fall-out benefits to BlackRock and its affiliates as a result of BlackRock’s relationship with each Fund; and (g) other factors deemed relevant by the Board Members.

The Board also considered other matters it deemed important to the approval process, such as other payments made to BlackRock or its affiliates relating to securities lending and cash management, and BlackRock’s services related to the valuation and pricing of Fund portfolio holdings. The Board noted the willingness of BlackRock’s personnel to engage in open, candid discussions with the Board. The Board did not identify any particular information as determinative, and each Board Member may have attributed different weights to the various items considered.

A. Nature, Extent and Quality of the Services Provided by BlackRock: The Board, including the Independent Board Members, reviewed the nature, extent and quality of services provided by BlackRock, including the investment advisory services, and the resulting performance of each Fund. Throughout the year, the Board compared Fund performance to the performance of a comparable group of closed-end funds, relevant benchmarks, and performance metrics, as applicable. The Board met with BlackRock’s senior management personnel responsible for investment activities, including the senior investment officers. The Board also reviewed the materials provided by each Fund’s portfolio management team discussing each Fund’s performance, investment strategies and outlook.

The Board considered, among other factors, with respect to BlackRock: the number, education and experience of investment personnel generally and each Fund’s portfolio management team; research capabilities; investments by portfolio managers in the funds they manage; portfolio trading capabilities; use of technology; commitment to compliance; credit analysis capabilities; risk analysis and oversight capabilities; and the approach to training and retaining portfolio managers and other research, advisory and management personnel. The Board also considered BlackRock’s overall risk management program, including the continued efforts of BlackRock and its affiliates to address cybersecurity risks and the role of BlackRock’s Risk & Quantitative Analysis Group. The Board engaged in a review of BlackRock’s compensation structure with respect to each Fund’s portfolio management team and BlackRock’s ability to attract and retain high-quality talent and create performance incentives.

In addition to investment advisory services, the Board considered the nature and quality of the administrative and other non-investment advisory services provided to each Fund. BlackRock and its affiliates provide each Fund with certain administrative, shareholder and other services (in addition to any such services provided to each Fund by third-parties) and officers and other personnel as are necessary for the operations of each Fund. In particular, BlackRock and its affiliates provide each Fund with administrative services including, among others: (i) responsibility for disclosure documents, such as the prospectus and the statement of additional information in connection with the initial public offering and periodic shareholder reports; (ii) preparing communications with analysts to support secondary market trading of each Fund; (iii) oversight of daily accounting and pricing; (iv) responsibility for periodic filings with regulators and stock exchanges; (v) overseeing and coordinating the activities of third-party service providers including, among others, each Fund’s custodian, fund accountant, transfer agent, and auditor; (vi) organizing Board meetings and preparing the materials for such Board meetings; (vii) providing legal and compliance support; (viii) furnishing analytical and other support to assist the Board in its consideration of strategic issues such as the merger, consolidation or repurposing of certain closed-end funds; and (ix) performing or managing administrative functions necessary for the operation of each Fund, such as tax reporting, expense management, fulfilling regulatory filing requirements, and shareholder call center and other services. The Board reviewed the structure and duties of BlackRock’s fund administration, shareholder services, and legal & compliance departments and considered BlackRock’s policies and procedures for assuring compliance with applicable laws and regulations.

B. The Investment Performance of each Fund and BlackRock: The Board, including the Independent Board Members, also reviewed and considered the performance history of each Fund. In preparation for the April Meeting, the Board was provided with reports independently prepared by Broadridge, which included an analysis of each Fund’s performance as of December 31, 2019, as compared to its Performance Peers. The performance information is based on net asset value (NAV), and utilizes Lipper data. Lipper’s methodology calculates a fund’s total return assuming distributions are reinvested on the ex-date at a fund’s ex-date NAV. Broadridge ranks funds in quartiles, ranging from first to fourth, where first is the most desirable quartile position and fourth is the least desirable. In connection with its review, the Board received and reviewed information regarding the investment performance of each Fund as compared to its Performance Peers and, with respect to BFZ, BBF and BNY, a custom peer group of funds as defined by BlackRock (“Customized Peer Group”) and a composite measuring a blend of total return and yield (“Composite”) and the performance of BTT as compared with its custom benchmark. The Board and its Performance Oversight Committee regularly review and meet with Fund management to discuss the performance of each Fund throughout the year.

In evaluating performance, the Board focused particular attention on funds with less favorable performance records. The Board also noted that while it found the data provided by Broadridge generally useful, it recognized the limitations of such data, including in particular, that notable differences may exist between a fund and its Performance Peers (for example, the investment objectives and strategies). Further, the Board recognized that the performance data reflects a snapshot of a period as of a particular date and that selecting a different performance period could produce significantly different results. The Board also acknowledged that long-term performance could be impacted by even one period of significant outperformance or underperformance, and that a single investment theme could have the ability to disproportionately affect long-term performance.

The Board noted that for each of the one-, three- and five-year periods reported, BFZ ranked in the second quartile against its Customized Peer Group Composite. The Board noted that BlackRock believes that the Customized Peer Group Composite is an appropriate performance metric for BFZ, and that BlackRock has explained its rationale for this belief to the Board.

The Board noted that for each of the one-, three- and five-year periods reported, BTT underperformed its customized benchmark. The Board noted that BlackRock believes that performance relative to the customized benchmark is an appropriate performance metric for BTT, and that BlackRock has explained its rationale for this belief to the Board. The Board and BlackRock reviewed BTT’s underperformance relative to its customized benchmark during the applicable periods.

The Board noted that for the one-, three- and five-year periods reported, BBF ranked in the first, first, and second quartiles, respectively, against its Customized Peer Group Composite. The Board noted that BlackRock believes that the Customized Peer Group Composite is an appropriate performance metric for BBF, and that BlackRock has explained its rationale for this belief to the Board.

 

 

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Disclosure of Investment Advisory Agreements  (continued)

 

The Board noted that for each of the one-, three- and five-year periods reported, BNY ranked in the second quartile against its Customized Peer Group Composite. The Board noted that BlackRock believes that the Customized Peer Group Composite is an appropriate performance metric for BNY, and that BlackRock has explained its rationale for this belief to the Board.

C. Consideration of the Advisory/Management Fees and the Estimated Cost of the Services and Estimated Profits Realized by BlackRock and its Affiliates from their Relationship with each Fund: The Board, including the Independent Board Members, reviewed each Fund’s contractual management fee rate compared with those of its Expense Peers. The contractual management fee rate represents a combination of the advisory fee and any administrative fees, before taking into account any reimbursements or fee waivers. The Board also compared each Fund’s total expense ratio, as well as its actual management fee rate as a percentage of managed assets, which is the total assets of each Fund (including any assets attributable to money borrowed for investment purposes) minus the sum of each Fund’s accrued liabilities (other than money borrowed for investment purposes) to those of its Expense Peers. The total expense ratio represents a fund’s total net operating expenses, excluding any investment related expenses. The total expense ratio gives effect to any expense reimbursements or fee waivers, and the actual management fee rate gives effect to any management fee reimbursements or waivers. The Board considered the services provided and the fees charged by BlackRock and its affiliates to other types of clients with similar investment mandates, as applicable, including institutional accounts and sub-advised mutual funds (including mutual funds sponsored by third parties).

The Board received and reviewed statements relating to BlackRock’s financial condition. The Board reviewed BlackRock’s profitability methodology and was also provided with an estimated profitability analysis that detailed the revenues earned and the expenses incurred by BlackRock for services provided to each Fund. The Board reviewed BlackRock’s estimated profitability with respect to each Fund and other funds the Board currently oversees for the year ended December 31, 2019 compared to available aggregate estimated profitability data provided for the prior two years. The Board reviewed BlackRock’s estimated profitability with respect to certain other U.S. fund complexes managed by the Manager and/or its affiliates. The Board reviewed BlackRock’s assumptions and methodology of allocating expenses in the estimated profitability analysis, noting the inherent limitations in allocating costs among various advisory products. The Board recognized that profitability may be affected by numerous factors including, among other things, fee waivers and expense reimbursements by the Manager, the types of funds managed, precision of expense allocations and business mix. The Board thus recognized that calculating and comparing profitability at the individual fund level is difficult.

The Board noted that, in general, individual fund or product line profitability of other advisors is not publicly available. The Board reviewed BlackRock’s overall operating margin, in general, compared to that of certain other publicly traded asset management firms. The Board considered the differences between BlackRock and these other firms, including the contribution of technology at BlackRock, BlackRock’s expense management, and the relative product mix.

The Board considered whether BlackRock has the financial resources necessary to attract and retain high quality investment management personnel to perform its obligations under the Agreements and to continue to provide the high quality of services that is expected by the Board. The Board further considered factors including but not limited to BlackRock’s commitment of time, assumption of risk, and liability profile in servicing each Fund, including in contrast to what is required of BlackRock with respect to other products with similar investment mandates across the open-end fund, closed-end fund, sub-advised mutual fund, collective investment trust, and institutional separate account product channels, as applicable.

The Board noted that BFZ’s contractual management fee rate ranked in the second quartile, and that the actual management fee rate and total expense ratio ranked in the third and second quartiles, respectively, relative to the Expense Peers.

The Board noted that BTT’s contractual management fee rate ranked in the first quartile, and that the actual management fee rate and total expense ratio each ranked in the first quartile, relative to the Expense Peers.

The Board noted that BBF’s contractual management fee rate ranked in the second quartile, and that the actual management fee rate and total expense ratio ranked in the second and third quartiles, respectively, relative to the Expense Peers. Given BBF’s relatively small size, the Board and BlackRock discussed potential strategic actions for BBF.

The Board noted that BNY’s contractual management fee rate ranked in the second quartile, and that the actual management fee rate and total expense ratio each ranked in the third quartile, respectively, relative to the Expense Peers.

D. Economies of Scale: The Board, including the Independent Board Members, considered the extent to which economies of scale might be realized as the assets of each Fund increase. The Board also considered the extent to which each Fund benefits from such economies of scale in a variety of ways, and whether there should be changes in the advisory fee rate or breakpoint structure in order to enable each Fund to more fully participate in these economies of scale. The Board considered each Fund’s asset levels and whether the current fee was appropriate.

Based on the Board’s review and consideration of the issue, the Board concluded that most closed-end funds do not have fund level breakpoints because closed-end funds generally do not experience substantial growth after the initial public offering. Closed-end funds are typically priced at scale at a fund’s inception.

E. Other Factors Deemed Relevant by the Board Members: The Board, including the Independent Board Members, also took into account other ancillary or “fall-out” benefits that BlackRock or its affiliates may derive from BlackRock’s respective relationships with each Fund, both tangible and intangible, such as BlackRock’s ability to leverage its investment professionals who manage other portfolios and its risk management personnel, an increase in BlackRock’s profile in the investment advisory community, and the engagement of BlackRock’s affiliates as service providers to each Fund, including for administrative, securities lending and cash management services. The Board also considered BlackRock’s overall operations and its efforts to expand the scale of, and improve the quality of, its operations. The Board also noted that, subject to applicable law, BlackRock may use and benefit from third-party research obtained by soft dollars generated by certain registered fund transactions to assist in managing all or a number of its other client accounts.

In connection with its consideration of the Agreements, the Board also received information regarding BlackRock’s brokerage and soft dollar practices. The Board received reports from BlackRock which included information on brokerage commissions and trade execution practices throughout the year.

 

 

 

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Disclosure of Investment Advisory Agreements  (continued)

 

The Board noted the competitive nature of the closed-end fund marketplace, and that shareholders are able to sell their Fund shares in the secondary market if they believe that each Fund’s fees and expenses are too high or if they are dissatisfied with the performance of each Fund.

The Board also considered the various notable initiatives and projects BlackRock performed in connection with its closed-end fund product line. These initiatives included developing equity shelf programs; efforts to eliminate product overlap with fund mergers; ongoing services to manage leverage that has become increasingly complex; periodic evaluation of share repurchases and other support initiatives for certain BlackRock funds; and continued communication efforts with shareholders, fund analysts and financial advisers. With respect to the latter, the Independent Board Members noted BlackRock’s continued commitment to supporting the secondary market for the common shares of its closed-end funds through a comprehensive secondary market communication program designed to raise investor and analyst awareness and understanding of closed-end funds. BlackRock’s support services included, among other things: sponsoring and participating in conferences; communicating with closed-end fund analysts covering the BlackRock funds throughout the year; providing marketing and product updates for the closed-end funds; and maintaining and enhancing its closed-end fund website.

Conclusion

The Board, including the Independent Board Members, unanimously approved the continuation of the Advisory Agreements between the Manager and each Fund for a one-year term ending June 30, 2021. Based upon its evaluation of all of the aforementioned factors in their totality, as well as other information, the Board, including the Independent Board Members, was satisfied that the terms of the Agreements were fair and reasonable and in the best interest of each Fund and its shareholders. In arriving at its decision to approve the Agreements, the Board did not identify any single factor or group of factors as all-important or controlling, but considered all factors together, and different Board Members may have attributed different weights to the various factors considered. The Independent Board Members were also assisted by the advice of independent legal counsel in making this determination.

 

 

DISCLOSURE OF INVESTMENT ADVISORY AGREEMENTS

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Fund Investment Objectives, Policies and Risks

 

Recent Changes

The following information is a summary of certain changes since July 31, 2019. This information may not reflect all of the changes that have occurred since you purchased the relevant Fund.

During each Fund’s most recent fiscal year, there were no material changes in the Fund’s investment objectives or policies that have not been approved by shareholders or in the principal risk factors associated with investment in the Fund.

Investment Objectives and Policies

BlackRock California Municipal Income Trust (BFZ)

The Fund’s investment objective is to provide current income exempt from federal income taxes and California income taxes. The Fund will invest primarily in investments the income from which is exempt from federal income tax and California income taxes (except that interest may be subject to the alternative minimum tax). The Fund’s investment policies provide that, as a matter of fundamental policy, under normal market conditions, the Fund will invest at least 80% of its total assets in tax-exempt municipal bonds. For the purposes of the foregoing policy “managed assets” are the Fund’s net assets plus borrowings for investment purposes. The Fund may not change its investment objective or the foregoing fundamental policy without the approval of the holders of a majority of the outstanding common shares and the outstanding preferred shares voting together as a single class, and of the holders of a majority of the outstanding preferred Shares voting as a separate class. A majority of the outstanding means (1) 67% or more of the shares present at a meeting, if the holders of more than 50% of the outstanding shares are present or represented by proxy, or (2) more than 50% of the outstanding shares, whichever is less.

The Fund’s investment policies provide that, under normal market conditions, the Fund will invest at least 80% of its total assets in investment grade quality municipal bonds. Investment grade quality means that such bonds are rated, at the time of investment, within the four highest rating categories of Moody’s Investors Service, Inc. (“Moody’s”) (currently Aaa, Aa, A and Baa), S&P Global Ratings (“S&P”) (currently AAA, AA, A and BBB) or Fitch Ratings, Inc. (“Fitch”) (currently AAA, AA, A and BBB) or are unrated but judged to be of comparable quality by BlackRock Advisors, LLC (the “Manager”). Municipal bonds rated Baa by Moody’s are investment grade, but Moody’s considers municipal bonds rated Baa to have speculative characteristics. Changes in economic conditions or other circumstances are more likely to lead to a weakened capacity for issuers of municipal bonds that are rated BBB or Baa (or that have equivalent ratings) to make principal and interest payments than is the case for issuers of higher grade municipal bonds. In the case of short term notes, the investment grade rating categories are SP-1+ through SP-2 for S&P, MIG-1 through MIG-3 for Moody’s and F-1+ through F-3 for Fitch. In the case of tax exempt commercial paper, the investment grade rating categories are A-1+ through A-3 for S&P, Prime-1 through Prime-3 for Moody’s and F-1+ through F-3 for Fitch. Obligations ranked in the lowest investment grade rating category (BBB, SP-2 and A-3 for S&P; Baa, MIG-3 and Prime-3 for Moody’s and BBB and F-3 for Fitch), while considered “investment grade,” may have certain speculative characteristics. There may be sub-categories or gradations indicating relative standing within the rating categories set forth above. In assessing the quality of municipal bonds with respect to the foregoing requirements, the Manager takes into account the nature of any letters of credit or similar credit enhancement to which particular municipal bonds are entitled and the creditworthiness of the financial institution that provided such credit enhancement.

The Fund may invest up to 20% of its total assets in municipal bonds that are rated, at the time of investment, Ba/BB or B by Moody’s, S&P or Fitch or that are unrated but judged to be of comparable quality by the Manager. Such securities, sometimes referred to as “high yield” or “junk” bonds, are predominantly speculative with respect to the capacity to pay interest and repay principal in accordance with the terms of the security and generally involve a greater volatility of price than securities in higher rating categories.

The foregoing credit quality policies apply only at the time a security is purchased, and the Fund is not required to dispose of a security if a rating agency downgrades its assessment of the credit characteristics of a particular issue. In determining whether to retain or sell a security that a rating agency has downgraded, the Manager may consider such factors as the Manager’s assessment of the credit quality of the issuer of the security, the price at which the security could be sold and the rating, if any, assigned to the security by other rating agencies. In the event that the Fund disposes of a portfolio security subsequent to its being downgraded, the Fund may experience a greater risk of loss than if such security had been sold prior to such downgrade.

Subject to the Fund’s policy of investing, under normal market conditions, at least 80% of its managed assets (as defined for this policy) in investments the income from which is exempt from federal income tax and California income taxes, the Fund may invest in securities that pay interest that is not exempt from California income tax when, in the judgment of the Manager, the return to the shareholders after payment of applicable California income taxes would be higher than the return available from comparable securities that pay interest that is, or make other distributions that are, exempt from California income tax.

The Fund may also invest in securities of other open- or closed-end investment companies that invest primarily in municipal bonds of the types in which the Fund may invest directly and in tax-exempt preferred shares that pay dividends that are exempt from regular federal income tax. In addition, the Fund may purchase municipal bonds that are additionally secured by insurance, bank credit agreements or escrow accounts. The credit quality of companies which provide these credit enhancements will affect the value of those securities. Although the insurance feature reduces certain financial risks, the premiums for insurance and the higher market price paid for insured obligations may reduce the Fund’s income. The insurance feature does not guarantee the market value of the insured obligations or the net asset value of the common shares.

The Fund may invest in certain tax exempt securities classified as “private activity bonds” (or industrial development bonds, under pre-1986 law) (in general, bonds that benefit non-governmental entities) that may subject certain investors in the Fund to an alternative minimum tax. The percentage of the Fund’s total assets invested in private activity bonds will vary from time to time. The Fund has not established any limit on the percentage of its portfolio that may be invested in municipal bonds subject to the alternative minimum tax provisions of federal tax law, and the Fund expects that a portion of the income it produces will be includable in alternative minimum taxable income.

 

 

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Fund Investment Objectives, Policies and Risks  (continued)

 

The average maturity of the Fund’s portfolio securities varies from time to time based upon an assessment of economic and market conditions by the Manager. The Fund’s portfolio at any given time may include both long-term and intermediate-term municipal bonds.

The Fund’s stated expectation is that it will invest in municipal bonds that, in the Manager’s opinion, are underrated or undervalued. Underrated municipal bonds are those whose ratings do not, in the opinion of the Manager, reflect their true higher creditworthiness. Undervalued municipal bonds are bonds that, in the opinion of the Manager, are worth more than the value assigned to them in the marketplace. The Manager may at times believe that bonds associated with a particular municipal market sector (for example, but not limited to electric utilities), or issued by a particular municipal issuer, are undervalued. The Manager may purchase those bonds for the Fund’s portfolio because they represent a market sector or issuer that the Manager considers undervalued, even if the value of those particular bonds appears to be consistent with the value of similar bonds. Municipal bonds of particular types (for example, but not limited to hospital bonds, industrial revenue bonds or bonds issued by a particular municipal issuer) may be undervalued because there is a temporary excess of supply in that market sector, or because of a general decline in the market price of municipal bonds of the market sector for reasons that do not apply to the particular municipal bonds that are considered undervalued. The Fund’s investment in underrated or undervalued municipal bonds will be based on the Manager’s belief that their yield is higher than that available on bonds bearing equivalent levels of interest rate risk, credit risk and other forms of risk, and that their prices will ultimately rise, relative to the market, to reflect their true value. Any capital appreciation realized by the Fund will generally result in capital gain distributions subject to federal capital gains taxation. The Fund ordinarily does not intend to realize significant investment income not exempt from federal income tax. From time to time, the Fund may realize taxable capital gains.

The Fund may purchase and sell futures contracts, enter into various interest rate transactions and swap contracts (including, but not limited to, credit default swaps) and may purchase and sell exchange-listed and over-the-counter put and call options on securities, financial indices and futures contracts. These derivative transactions may be used for duration management and other risk management to attempt to protect against possible changes in the market value of the Fund’s portfolio resulting from trends in the debt securities markets and changes in interest rates, to protect the Fund’s unrealized gains in the value of its portfolio securities, to facilitate the sale of such securities for investment purposes, to establish a position in the securities markets as a temporary substitute for purchasing particular securities and to enhance income or gain.

Leverage. The Fund may utilize leverage to seek to enhance the yield and net asset value of its common shares. However, this objective cannot be achieved in all interest rate environments. The Fund currently leverages its assets through the use of variable rate muni term preferred shares (“VMTP Shares”) and residual interest municipal tender option bonds (“TOB Residuals”), which are derivative interests in municipal bonds. The TOB Residuals in which the Fund will invest pay interest or income that, in the opinion of counsel to the issuer of such TOB Residuals, is exempt from regular U.S. federal income tax.

The Fund may enter into reverse repurchase agreements with respect to its portfolio investments subject to the Fund’s investment restrictions.

The Fund reserves the right to borrow funds, subject to the Fund’s investment restrictions. The proceeds of borrowings may be used for any valid purpose including, without limitation, liquidity, investments and repurchases of shares of the Fund.

Other Investment Policies. The Fund may invest up to 10% of its total assets in securities of other open- or closed-end investment companies that invest primarily in municipal bonds of the types in which the Fund may invest directly, subject to certain requirements.

The Fund may invest up to 10% of its total assets in preferred interests of other investment funds that pay dividends that are exempt from regular federal income tax, subject to certain requirements.

During temporary defensive periods (e.g., times when, in the Manager’s opinion, temporary imbalances of supply and demand or other temporary dislocations in the tax-exempt bond market adversely affect the price at which long-term or intermediate-term municipal bonds are available), and in order to keep cash on hand fully invested, the Fund may invest up to 100% of its net assets in liquid, short-term investments including high quality, short-term securities which may be either tax-exempt or taxable and securities of other open- or closed-end investment companies that invest primarily in municipal bonds of the type in which the Fund may invest directly. The Fund intends to invest in taxable short-term investments only in the event that suitable tax-exempt temporary investments are not available at reasonable prices and yields. The Fund’s investment policies provide that it will invest only in taxable temporary investments which are U.S. government securities or securities rated within the highest grade by Moody’s, S&P or Fitch, and which mature within one year from the date of purchase or carry a variable or floating rate of interest (such short-term obligations being referred to herein as “Temporary Investments”). Temporary Investments of the Fund may include certificates of deposit issued by U.S. banks with assets of at least $1 billion, commercial paper or corporate notes, bonds or debentures with a remaining maturity of one year or less, or repurchase agreements. To the extent the Fund invests in Temporary Investments, the Fund will not at such times be in a position to achieve its investment objective of tax-exempt income.

Short-term taxable fixed-income investments include, without limitation, the following: (i) U.S. Government securities, including bills, notes and bonds differing as to maturity and rates of interest that are either issued or guaranteed by the U.S. Treasury or by U.S. Government agencies or instrumentalities, (ii) certificates of deposit issued against funds deposited in a bank or a savings and loan association, (iii) repurchase agreements, which involve purchases of debt securities, and (iv) commercial paper, which consists of short-term unsecured promissory notes, including variable rate master demand notes issued by corporations to finance their current operations. Short-term tax-exempt fixed income securities are securities that are exempt from regular federal income tax and mature within three years or less from the date of issuance.

Short-term tax-exempt fixed income securities include, without limitation, the following: (i) Bond Anticipation Notes (“BANs”), which are usually general obligations of state and local governmental issuers which are sold to obtain interim financing for projects that will eventually be funded through the sale of long-term debt obligations or bonds, (ii) Tax Anticipation Notes (“TANs”), which are issued by state and local governments to finance the current operations of such governments, (iii) Revenue Anticipation Notes (“RANs”), which are issued by governments or governmental bodies with the expectation that future revenues from a designated source will be used to repay the notes, (iv) Construction Loan Notes, which are issued to provide construction financing for specific projects, (v) Bank Notes, which are notes issued by local government bodies and agencies to commercial banks as evidence of borrowings, and (vi) Tax-Exempt Commercial Paper (“municipal paper’”), which represents very short-term unsecured, negotiable promissory notes, issued by states, municipalities and their agencies.

 

 

 

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Fund Investment Objectives, Policies and Risks  (continued)

 

The Fund may make short sales of municipal bonds. The Fund may make short sales to hedge positions, for duration and risk management, in order to maintain portfolio flexibility or to enhance income or gain.

The Fund may invest in restricted and illiquid securities.

The Fund may lend its portfolio securities to brokers, dealers and other financial institutions which meet the creditworthiness standards established by the Board of Trustees of the Fund.

BlackRock Municipal 2030 Target Term Trust (BTT)

The Fund’s investment objectives are to provide current income that is exempt from regular federal income tax (but which may be subject to the federal alternative minimum tax in certain circumstances) and to return $25.00 per common share (the initial public offering price per common share) to holders of common shares on or about December 31, 2030. There can be no assurance that the Fund’s investment objectives, including to return $25.00 per common share to holders of common shares on or about December 31, 2030, will be achieved or that the Fund’s investment program will be successful.

As a fundamental policy, under normal market conditions, the Fund will invest at least 80% of its Managed Assets in municipal securities, the interest of which is exempt from regular federal income tax (but which may be subject to the federal alternative minimum tax in certain circumstances). “Managed Assets” means the total assets of the Fund (including any assets attributable to money borrowed for investment purposes) minus the sum of the Fund’s accrued liabilities (other than money borrowed for investment purposes).

Under normal market conditions, the Fund expects to invest at least 80% of its Managed Assets in municipal securities that at the time of investment are investment grade quality. Investment grade quality securities means that such securities are rated, at the time of investment, within the four highest rating categories of Moody’s Investors Service, Inc. (“Moody’s”) (currently Aaa, Aa, A and Baa), S&P Global Ratings (“S&P”) (currently AAA, AA, A and BBB) or Fitch Ratings, Inc. (“Fitch”) (currently AAA, AA, A and BBB) or are unrated but judged to be of comparable quality by BlackRock Advisors, LLC (the “Manager”). Municipal securities rated Baa by Moody’s are investment grade, but Moody’s considers municipal securities rated Baa to have speculative characteristics. Changes in economic conditions or other circumstances are more likely to lead to a weakened capacity for issuers of municipal securities that are rated BBB or Baa (or that have equivalent ratings) to make principal and interest payments than is the case for issuers of higher grade municipal securities. In the case of short term notes, the investment grade rating categories are SP-1+ through SP-2 for S&P, MIG-1 through MIG-3 for Moody’s and F-1+ through F-3 for Fitch. In the case of tax-exempt commercial paper, the investment grade rating categories are A-1+ through A-3 for S&P, Prime-1 through Prime-3 for Moody’s and F-1+ through F-3 for Fitch. Obligations ranked in the lowest investment grade rating category (BBB, SP-2 and A-3 for S&P; Baa, MIG-3 and Prime-3 for Moody’s and BBB and F-3 for Fitch), while considered “investment grade,” may have certain speculative characteristics. There may be sub-categories or gradations indicating relative standing within the rating categories set forth above. In assessing the quality of municipal securities with respect to the foregoing requirements, the Manager takes into account the nature of any letters of credit or similar credit enhancement to which particular municipal securities are entitled and the creditworthiness of the financial institution that provided such credit enhancement.

The Fund may invest up to 20% of its Managed Assets in municipal securities that are rated, at the time of investment, below investment grade quality (rated Ba/BB or below by Moody’s, S&P or Fitch) or securities that are unrated but judged to be of comparable quality by the Manager. Such securities, sometimes referred to as “high yield” or “junk” bonds, are predominantly speculative with respect to the capacity to pay interest and repay principal in accordance with the terms of the security and generally involve a greater volatility of price than securities in higher rating categories.

The Fund may invest 25% or more of its Managed Assets in municipal securities of issuers in the same state (or U.S. Territory) or in the same economic sector.

The foregoing credit quality policies apply only at the time a security is purchased, and the Fund is not required to dispose of a security if a rating agency downgrades its assessment of the credit characteristics of a particular issue. In determining whether to retain or sell a security that a rating agency has downgraded, the Manager may consider such factors as the Manager’s assessment of the credit quality of the issuer of the security, the price at which the security could be sold and the rating, if any, assigned to the security by other rating agencies. In the event that the Fund disposes of a portfolio security subsequent to its being downgraded, the Fund may experience a greater risk of loss than if such security had been sold prior to such downgrade.

The Fund may also invest in securities of other open- or closed-end investment companies that invest primarily in municipal securities of the types in which the Fund may invest directly and in tax-exempt preferred shares that pay dividends exempt from regular federal income tax. Additionally, the Fund may purchase municipal securities that are additionally secured by insurance, bank credit agreements or escrow accounts. The credit quality of companies which provide these credit enhancements will affect the value of those securities. Although the insurance feature reduces certain financial risks, the premiums for insurance and the higher market price paid for insured obligations may reduce the Fund’s income. The insurance feature does not guarantee the market value of the insured obligations or the net asset value of the common shares. The Fund may purchase insured municipal securities and may purchase insurance for municipal securities in its portfolio.

The Fund may invest in certain tax-exempt securities classified as “private activity bonds” (or industrial development bonds, under pre-1986 law) (in general, bonds that benefit non-governmental entities) that may subject certain investors in the Fund to the federal alternative minimum tax. The percentage of the Fund’s Managed Assets invested in private activity bonds will vary from time to time. The Fund has not established any limit on the percentage of its portfolio that may be invested in municipal securities subject to the alternative minimum tax provisions of federal tax law, and the Fund expects that a portion of the income it produces will be includable in alternative minimum taxable income.

The Fund seeks to return $25.00 per common share to holders of common shares on or about December 31, 2030 (when the Fund will terminate) by actively managing its portfolio of municipal obligations, which will have an average final maturity on or about such date, and by retaining each year a percentage of its net investment income, but continue to maintain its status as a regulated investment company for federal income tax purposes. The purpose of retaining a portion of the net investment income is to enhance the Fund’s ability to return to investors $25.00 per common share outstanding upon the Fund’s termination. Such retained net investment income will generally serve to increase the net asset value of the Fund. However, if the Fund realizes any capital losses on dispositions of securities that are not offset by capital gains on the

 

 

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Fund Investment Objectives, Policies and Risks  (continued)

 

disposition of other securities, the Fund may return less than $25.00 for each common share outstanding at the end of the Fund’s term. In addition, the leverage used by the Fund may increase the possibility of incurring capital losses and the difficulty of subsequently incurring capital gains to offset such losses. However, the Manager believes that they will be able to manage the Fund’s assets so that the Fund will not realize capital losses which are not offset by capital gains over the life of the Fund on the disposition of its other assets and retained net investment income. Although neither the Manager nor the Fund can guarantee these results, their achievement should enable the Fund, on or about December 31, 2030, to have available for distribution to holders of its common shares $25.00 for each common share then outstanding. There is no assurance that the Fund will be able to achieve its investment objective of returning $25.00 per common share to holders of common shares on or about December 31, 2030.

The Fund intends to actively manage the maturity of its securities, which are expected to have a dollar weighted average effective maturity approximately equal to the Fund’s maturity date. As a result, over time the maturity of the Fund’s portfolio is expected to shorten in relation to the remaining term of the Fund.

Federal tax legislation has limited the types and volume of bonds the interest on which qualifies for a federal income tax exemption. As a result, this legislation and legislation that may be enacted in the future may affect the availability of municipal securities for investment by the Fund. The Fund ordinarily does not intend to realize significant investment income not exempt from regular federal income tax. From time to time, the Fund may realize taxable capital gains.

During temporary defensive periods, including the period during which the net proceeds of this offering are being invested, and in order to keep the Fund’s cash fully invested, the Fund may invest up to 100% of its total assets in liquid, short-term investments, including high quality, short-term securities that may be either tax-exempt or taxable. The Fund may not achieve its investment objectives under these circumstances. The Fund intends to invest in taxable short-term investments only if suitable tax-exempt short-term investments are not available at reasonable prices and yields. If the Fund invests in taxable short-term investments, a portion of the dividends would be subject to regular federal income tax.

The Fund cannot change its investment objectives without the approval of the holders of a majority of the outstanding common shares. A “majority of the outstanding” means (1) 67% or more of the shares present at a meeting, if the holders of more than 50% of the shares are present or represented by proxy, or (2) more than 50% of the shares, whichever is less.

The Fund may purchase and sell futures contracts, enter into various interest rate transactions and swap contracts (including, but not limited to, credit default swaps) and may purchase and sell exchange-listed and over-the-counter put and call options on securities and swap contracts, financial indices and futures contracts and use other derivative instruments or management techniques. These derivative transactions may be used for duration management and other risk management to attempt to protect against possible changes in the market value of the Fund’s portfolio resulting from trends in the debt securities markets and changes in interest rates, to protect the Fund’s unrealized gains in the value of its portfolio securities, to facilitate the sale of such securities for investment purposes, to establish a position in the securities markets as a temporary substitute for purchasing particular securities and to enhance income or gain.

Leverage. The Fund may utilize leverage to seek to enhance the yield and net asset value of its common shares. However, this objective cannot be achieved in all interest rate environments. The Fund currently leverages its assets through the use of remarketable variable rate muni term preferred shares (“RVMTP Shares”) and residual interest municipal tender option bonds (“TOB Residuals”), which are derivative interests in municipal bonds. The TOB Residuals in which the Fund will invest pay interest or income that, in the opinion of counsel to the issuer of such TOB Residuals, is exempt from regular U.S. federal income tax.

The Fund may enter into reverse repurchase agreements with respect to its portfolio investments subject to the Fund’s investment restrictions. The Fund may enter into “dollar roll” transactions.

The Fund may borrow money as a temporary measure for extraordinary or emergency purposes, including the payment of dividends and the settlement of securities transactions which otherwise might require untimely dispositions of Fund securities.

Other Investment Policies. The Fund may invest up to 10% of its total assets in securities of other open- or closed-end investment companies that invest primarily in municipal securities of the types in which the Fund may invest directly.

The Fund may invest up to 10% of its total assets in preferred interests of other investment funds that pay dividends that are exempt from regular federal income tax.

During temporary defensive periods (e.g., times when, in the Manager’s opinion, temporary imbalances of supply and demand or other temporary dislocations in the tax-exempt securities market adversely affect the price at which long-term or intermediate-term municipal securities are available, or in connection with the termination of the Fund), and in order to keep cash on hand fully invested, including (i) the period during which the net proceeds of an offering of common shares or preferred shares are being invested or (ii) the period of time preceding the Fund’s termination, the Fund may invest any percentage of its assets in liquid, short-term investments including high quality, short-term securities which may be either tax-exempt or taxable and securities of other open- or closed-end investment companies that invest primarily in municipal securities of the type in which the Fund may invest directly. The Fund intends to invest in taxable short-term investments only in the event that suitable tax-exempt temporary investments are not available at reasonable prices and yields. Tax-exempt temporary investments include various obligations issued by state and local governmental issuers, such as tax-exempt notes (bond anticipation notes, tax anticipation notes and revenue anticipation notes or other such municipal securities maturing in three years or less from the date of issuance), municipal commercial paper and variable rate demand obligations. The Fund’s expectation is that it will invest only in taxable temporary investments which are U.S. Government securities or securities rated within the highest grade by Moody’s, S&P or Fitch, and which mature within one year from the date of purchase or carry a variable or floating rate of interest. Taxable temporary investments of the Fund may include certificates of deposit issued by U.S. banks with assets of at least $1 billion, commercial paper or corporate notes, bonds or debentures with a remaining maturity of one year or less, or repurchase agreements. To the extent the Fund invests in taxable investments, the Fund will not at such times be in a position to achieve its investment objective of tax-exempt income.

For temporary defensive purposes or to keep cash on hand fully invested, the Fund may invest up to 100% of its total assets in cash equivalents and short-term taxable fixed income securities, although the Fund intends to invest in taxable short-term investments only in the event that suitable tax-exempt short-term investments are not available at reasonable prices and yields.

 

 

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Fund Investment Objectives, Policies and Risks  (continued)

 

Short-term taxable fixed-income investments include, without limitation, the following: (i) U.S. Government securities, including bills, notes and bonds differing as to maturity and rates of interest that are either issued or guaranteed by the U.S. Treasury or by U.S. Government agencies or instrumentalities, (ii) certificates of deposit issued against funds deposited in a bank or a savings and loan association, (iii) repurchase agreements, which involve purchases of debt securities, and (iv) commercial paper, which consists of short-term unsecured promissory notes, including variable rate master demand notes issued by corporations to finance their current operations. Short-term tax-exempt fixed income securities are securities that are exempt from regular federal income tax and mature within three years or less from the date of issuance. Short-term tax-exempt fixed income securities include, without limitation, the following: (i) Bond Anticipation Notes (“BANs”), which are usually general obligations of state and local governmental issuers which are sold to obtain interim financing for projects that will eventually be funded through the sale of long-term debt obligations or bonds, (ii) Tax Anticipation Notes (“TANs”), which are issued by state and local governments to finance the current operations of such governments, (iii) Revenue Anticipation Notes (“RANs”), which are issued by governments or governmental bodies with the expectation that future revenues from a designated source will be used to repay the notes, (iv) Construction Loan Notes, which are issued to provide construction financing for specific projects, (v) Bank Notes, which are notes issued by local government bodies and agencies to commercial banks as evidence of borrowings, and (vi) Tax-Exempt Commercial Paper (“municipal paper’”), which represents very short-term unsecured, negotiable promissory notes, issued by states, municipalities and their agencies.

The Fund may make short sales of municipal securities and other securities. The Fund may make short sales to hedge positions, for duration and risk management, in order to maintain portfolio flexibility or to enhance income or gain. The Fund will not make a short sale if, after giving effect to such sale, the market value of all securities sold short exceeds 25% of the value of its Managed Assets or the Fund’s aggregate short sales of a particular class of securities exceeds 25% of the outstanding securities of that class. The Fund may also make short sales “against the box” without respect to such limitations.

The Fund may invest in restricted and illiquid securities.

The Fund may invest in repurchase agreements as temporary investments.

The Fund may lend portfolio securities with a value not exceeding 33 1/3% of its total assets or the limit prescribed by applicable law to banks, brokers and other financial institutions.

BlackRock Municipal Income Investment Trust (BBF)

The Fund seeks as a fundamental investment objective to provide current income exempt from regular federal income tax and Florida intangible personal property tax. The investment objective of the Fund is a fundamental policy that may not be changed without a vote of a majority of the Fund’s outstanding voting securities. As a fundamental policy, under normal market conditions, the Fund will invest at least 80% of its assets in municipal bonds, the interest of which is exempt from regular Federal income tax and Florida intangible personal property tax. Due to the repeal of the Florida intangible personal property tax, the Board of the Fund approved an investment policy in September 2008, allowing the Fund the flexibility to invest in municipal bonds regardless of geographical location. There can be no assurance that the Fund’s investment objective will be realized.

The Fund seeks to achieve its investment objective by investing primarily in municipal bonds exempt from federal income taxes (except that the interest may be subject to the federal alternative minimum tax). The Fund’s investment policies provide that, under normal market conditions, the Fund will invest at least 80% of its total assets in investment grade quality municipal bonds. Investment grade quality means that such bonds are rated, at the time of investment, within the four highest rating categories of Moody’s Investors Service, Inc. (“Moody’s”) (currently Aaa, Aa, A and Baa), S&P Global Ratings (“S&P”) (currently AAA, AA, A and BBB) or Fitch Ratings, Inc. (“Fitch”) (currently AAA, AA, A and BBB) or are unrated but judged to be of comparable quality by BlackRock Advisors, LLC (the “Manager”). Municipal bonds rated Baa by Moody’s are investment grade, but Moody’s considers municipal bonds rated Baa to have speculative characteristics. Changes in economic conditions or other circumstances are more likely to lead to a weakened capacity for issuers of municipal bonds that are rated BBB or Baa (or that have equivalent ratings) to make principal and interest payments than is the case for issuers of higher grade municipal bonds. In the case of short term notes, the investment grade rating categories are SP-1+ through SP-2 for S&P, MIG-1 through MIG-3 for Moody’s and F-1+ through F-3 for Fitch. In the case of tax exempt commercial paper, the investment grade rating categories are A-1+ through A-3 for S&P, Prime-1 through Prime-3 for Moody’s and F-1+ through F-3 for Fitch. Obligations ranked in the lowest investment grade rating category (BBB, SP-2 and A-3 for S&P; Baa, MIG-3 and Prime-3 for Moody’s and BBB and F-3 for Fitch), while considered “investment grade,” may have certain speculative characteristics. There may be sub-categories or gradations indicating relative standing within the rating categories set forth above. In assessing the quality of municipal bonds with respect to the foregoing requirements, the Manager takes into account the nature of any letters of credit or similar credit enhancement to which particular municipal bonds are entitled and the creditworthiness of the financial institution that provided such credit enhancement.

The Fund may invest up to 20% of its total assets in municipal bonds that are rated, at the time of investment, Ba/BB or B by Moody’s, S&P or Fitch or that are unrated but judged to be of comparable quality by the Manager. Such securities, sometimes referred to as “high yield” or “junk” bonds, are predominantly speculative with respect to the capacity to pay interest and repay principal in accordance with the terms of the security and generally involve a greater volatility of price than securities in higher rating categories.

The foregoing credit quality policies apply only at the time a security is purchased, and the Fund is not required to dispose of a security if a rating agency downgrades its assessment of the credit characteristics of a particular issue. In determining whether to retain or sell a security that a rating agency has downgraded, the Manager may consider such factors as the Manager’s assessment of the credit quality of the issuer of the security, the price at which the security could be sold and the rating, if any, assigned to the security by other rating agencies. In the event that the Fund disposes of a portfolio security subsequent to its being downgraded, the Fund may experience a greater risk of loss than if such security had been sold prior to such downgrade.

The Fund may also invest in securities of other open- or closed-end investment companies that invest primarily in municipal bonds of the types in which the Fund may invest directly and in tax-exempt preferred shares that pay dividends that are exempt from regular federal income tax. In addition, the Fund may purchase municipal bonds that are additionally secured by insurance, bank credit agreements or escrow accounts. The credit quality of companies which provide these credit enhancements will affect the value of those securities. Although the insurance feature reduces certain financial risks, the premiums for insurance and the higher market price paid for insured obligations may reduce the Fund’s income. The insurance feature does not guarantee the market value of the insured obligations or the net asset value of the common shares.

 

 

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The Fund may invest in certain tax exempt securities classified as “private activity bonds” (or industrial development bonds, under pre-1986 law) (in general, bonds that benefit non-governmental entities) that may subject certain investors in the Fund to a federal alternative minimum tax. The percentage of the Fund’s total assets invested in private activity bonds will vary from time to time. The Fund has not established any limit on the percentage of its portfolio that may be invested in municipal bonds subject to the federal alternative minimum tax provisions of federal tax law, and the Fund expects that a portion of the income it produces will be includable in alternative minimum taxable income.

The average maturity of the Fund’s portfolio securities varies from time to time based upon an assessment of economic and market conditions by the Manager. The Fund’s portfolio at any given time may include both long-term and intermediate-term municipal bonds.

The Fund’s stated expectation is that it will invest in municipal bonds that, in the Manager’s opinion, are underrated or undervalued. Underrated municipal bonds are those whose ratings do not, in the opinion of the Manager, reflect their true higher creditworthiness. Undervalued municipal bonds are bonds that, in the opinion of the Manager, are worth more than the value assigned to them in the marketplace. The Manager may at times believe that bonds associated with a particular municipal market sector (for example, but not limited to electric utilities), or issued by a particular municipal issuer, are undervalued. The Manager may purchase those bonds for the Fund’s portfolio because they represent a market sector or issuer that the Manager considers undervalued, even if the value of those particular bonds appears to be consistent with the value of similar bonds. Municipal bonds of particular types (for example, but not limited to hospital bonds, industrial revenue bonds or bonds issued by a particular municipal issuer) may be undervalued because there is a temporary excess of supply in that market sector, or because of a general decline in the market price of municipal bonds of the market sector for reasons that do not apply to the particular municipal bonds that are considered undervalued. The Fund’s investment in underrated or undervalued municipal bonds will be based on the Manager’s belief that their yield is higher than that available on bonds bearing equivalent levels of interest rate risk, credit risk and other forms of risk, and that their prices will ultimately rise, relative to the market, to reflect their true value. Any capital appreciation realized by the Fund will generally result in capital gain distributions subject to federal capital gains taxation. The Fund ordinarily does not intend to realize significant investment income not exempt from federal income tax. From time to time, the Fund may realize taxable capital gains.

The State of Florida repealed the Florida Intangible Tax as of January 2007. As a result, on September 12, 2008, the Board of the Fund voted unanimously to approve the Fund investing in municipal bonds regardless of geographic location. If Florida were to reinstate the Florida Intangible Tax or adopt a state income tax, however, the Fund would be required to realign its portfolio such that at substantially all of its assets would be invested in Florida municipal bonds or obtain shareholder approval to amend the Fund’s fundamental investment objective to remove references to the Florida Intangible Tax. There can be no assurance that the State of Florida will not reinstate the Florida Intangible Tax or adopt a state income tax in the future. There can also be no assurance that the reinstatement of the Florida Intangible Tax or the adoption of a state income tax will not have a material adverse effect on the Fund or will not impair the ability of the Fund to achieve its investment objectives.

The Fund may purchase and sell futures contracts, enter into various interest rate transactions and swap contracts (including, but not limited to, credit default swaps) and may purchase and sell exchange-listed and over-the-counter put and call options on securities, financial indices and futures contracts. These derivative transactions may be used for duration management and other risk management to attempt to protect against possible changes in the market value of the Fund’s portfolio resulting from trends in the debt securities markets and changes in interest rates, to protect the Fund’s unrealized gains in the value of its portfolio securities, to facilitate the sale of such securities for investment purposes, to establish a position in the securities markets as a temporary substitute for purchasing particular securities and to enhance income or gain.

Leverage. The Fund may utilize leverage to seek to enhance the yield and net asset value of its common shares. However, this objective cannot be achieved in all interest rate environments. The Fund currently leverages its assets through the use of variable rate demand preferred shares (“VRDP Shares”) and residual interest municipal tender option bonds (“TOB Residuals”), which are derivative interests in municipal bonds. The TOB Residuals in which the Fund will invest pay interest or income that, in the opinion of counsel to the issuer of such TOB Residuals, is exempt from regular U.S. federal income tax.

The Fund may enter into reverse repurchase agreements with respect to its portfolio investments subject to the Fund’s investment restrictions.

The Fund reserves the right to borrow funds subject to the Fund’s investment restrictions. The proceeds of borrowings may be used for any valid purpose including, without limitation, liquidity, investments and repurchases of shares of the Fund.

Other Investment Policies. The Fund may invest up to 10% of its total assets in securities of other open- or closed-end investment companies that invest primarily in municipal bonds of the types in which the Fund may invest directly.

The Fund may invest up to 10% of its total assets in preferred interests of other investment funds that pay dividends that are exempt from regular federal income tax.

During temporary defensive periods (e.g., times when, in the Manager’s opinion, temporary imbalances of supply and demand or other temporary dislocations in the tax-exempt bond market adversely affect the price at which long-term or intermediate-term municipal bonds are available), and in order to keep cash on hand fully invested, the Fund may invest up to 100% of its net assets in liquid, short-term investments including high quality, short-term securities which may be either tax-exempt or taxable and securities of other open- or closed-end investment companies that invest primarily in municipal bonds of the type in which the Fund may invest directly. The Fund intends to invest in taxable short-term investments only in the event that suitable tax-exempt temporary investments are not available at reasonable prices and yields. The Fund’s investment policies provide that it will invest only in taxable temporary investments which are U.S. government securities or securities rated within the highest grade by Moody’s, S&P or Fitch, and which mature within one year from the date of purchase or carry a variable or floating rate of interest (such short-term obligations being referred to herein as “Temporary Investments”). Temporary Investments of the Fund may include certificates of deposit issued by U.S. banks with assets of at least $1 billion, commercial paper or corporate notes, bonds or debentures with a remaining maturity of one year or less, or repurchase agreements. To the extent the Fund invests in Temporary Investments, the Fund will not at such times be in a position to achieve its investment objective of tax-exempt income.

Short-term taxable fixed-income investments include, without limitation, the following: (i) U.S. Government securities, including bills, notes and bonds differing as to maturity and rates of interest that are either issued or guaranteed by the U.S. Treasury or by U.S. Government agencies or instrumentalities, (ii) certificates of deposit issued against funds deposited in a bank or a savings and loan association, (iii) repurchase agreements, which involve purchases of debt securities, and (iv) commercial

 

 

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Fund Investment Objectives, Policies and Risks  (continued)

 

paper, which consists of short-term unsecured promissory notes, including variable rate master demand notes issued by corporations to finance their current operations. Short-term tax-exempt fixed income securities are securities that are exempt from regular federal income tax and mature within three years or less from the date of issuance. Short-term tax-exempt fixed income securities include, without limitation, the following: (i) Bond Anticipation Notes (“BANs”), which are usually general obligations of state and local governmental issuers which are sold to obtain interim financing for projects that will eventually be funded through the sale of long-term debt obligations or bonds, (ii) Revenue Anticipation Notes (“RANs”), which are issued by governments or governmental bodies with the expectation that future revenues from a designated source will be used to repay the notes, (iii) Construction Loan Notes, which are issued to provide construction financing for specific projects, (iv) Bank Notes, which are notes issued by local government bodies and agencies to commercial banks as evidence of borrowings, and (v) Tax-Exempt Commercial Paper (“municipal paper’”), which represents very short-term unsecured, negotiable promissory notes, issued by states, municipalities and their agencies.

The Fund may make short sales of municipal bonds.

The Fund may invest in restricted and illiquid securities.

The Fund may lend portfolio securities to certain borrowers determined to be creditworthy by the Manager, including to borrowers affiliated with the Manager.

BlackRock New York Municipal Income Trust (BNY)

The Fund’s investment objective is to provide current income exempt from federal income taxes. The Fund’s investment policies provide that, as a matter of fundamental policy, under normal market conditions, the Fund will invest at least 80% of its managed assets in investments the income from which is exempt from federal income tax and New York State and New York City personal income taxes (except that interest may be subject to the alternative minimum tax). For the purposes of the foregoing policy “managed assets” are the Fund’s net assets plus borrowings for investment purposes. The Fund may not change its investment objective or the foregoing fundamental policy without the approval of the holders of a majority of the Fund’s outstanding common shares and outstanding preferred shares voting together as a single class, and of the holders of a majority of the outstanding preferred shares voting as a separate class. A majority of the outstanding means (1) 67% or more of the shares present at a meeting, if the holders of more than 50% of the outstanding shares are present or represented by proxy, or (2) more than 50% of the outstanding shares, whichever is less.

The Fund’s investment policies provide that, under normal market conditions, the Fund will invest at least 80% of its total assets in investment grade quality municipal bonds. Investment grade quality means that such bonds are rated, at the time of investment, within the four highest rating categories of Moody’s Investors Service, Inc. (“Moody’s”) (currently Aaa, Aa, A and Baa), S&P Global Ratings (“S&P”) (currently AAA, AA, A and BBB) or Fitch Ratings, Inc. (“Fitch”) (currently AAA, AA, A and BBB) or are unrated but judged to be of comparable quality by BlackRock Advisors, LLC (the “Manager”). Municipal bonds rated Baa by Moody’s are investment grade, but Moody’s considers municipal bonds rated Baa to have speculative characteristics. Changes in economic conditions or other circumstances are more likely to lead to a weakened capacity for issuers of municipal bonds that are rated BBB or Baa (or that have equivalent ratings) to make principal and interest payments than is the case for issuers of higher grade municipal bonds. In the case of short term notes, the investment grade rating categories are SP-1+ through SP-2 for S&P, MIG-1 through MIG-3 for Moody’s and F-1+ through F-3 for Fitch. In the case of tax exempt commercial paper, the investment grade rating categories are A-1+ through A-3 for S&P, Prime-1 through Prime-3 for Moody’s and F-1+ through F-3 for Fitch. Obligations ranked in the lowest investment grade rating category (BBB, SP-2 and A-3 for S&P; Baa, MIG-3 and Prime-3 for Moody’s and BBB and F-3 for Fitch), while considered “investment grade,” may have certain speculative characteristics. There may be sub-categories or gradations indicating relative standing within the rating categories set forth above. In assessing the quality of municipal bonds with respect to the foregoing requirements, the Manager takes into account the nature of any letters of credit or similar credit enhancement to which particular municipal bonds are entitled and the creditworthiness of the financial institution that provided such credit enhancement.

The Fund may invest up to 20% of its total assets in municipal bonds that are rated, at the time of investment, Ba/BB or B by Moody’s, S&P or Fitch or that are unrated but judged to be of comparable quality by the Manager. Such securities, sometimes referred to as “high yield” or “junk” bonds, are predominantly speculative with respect to the capacity to pay interest and repay principal in accordance with the terms of the security and generally involve a greater volatility of price than securities in higher rating categories.

The foregoing credit quality policies apply only at the time a security is purchased, and the Fund is not required to dispose of a security if a rating agency downgrades its assessment of the credit characteristics of a particular issue. In determining whether to retain or sell a security that a rating agency has downgraded, the Manager may consider such factors as the Manager’s assessment of the credit quality of the issuer of the security, the price at which the security could be sold and the rating, if any, assigned to the security by other rating agencies. In the event that the Fund disposes of a portfolio security subsequent to its being downgraded, the Fund may experience a greater risk of loss than if such security had been sold prior to such downgrade.

Subject to the Fund’s policy of investing, under normal market conditions, at least 80% of its managed assets (as defined for this policy) in investments the income from which is exempt from federal income tax and New York City and New York State personal income taxes, the Fund may invest in securities that pay interest that is not exempt from New York City and New York State personal income taxes when, in the judgment of the Manager, the return to the shareholders after payment of applicable New York City and New York State personal income taxes would be higher than the return available from comparable securities that pay interest that is, or make other distributions that are, exempt from New York City and New York State personal income taxes.

The Fund may also invest in securities of other open- or closed-end investment companies that invest primarily in municipal bonds of the types in which the Fund may invest directly and in tax-exempt preferred shares that pay dividends that are exempt from regular federal income tax. In addition, the Fund may purchase municipal bonds that are additionally secured by insurance, bank credit agreements or escrow accounts. The credit quality of companies which provide these credit enhancements will affect the value of those securities. Although the insurance feature reduces certain financial risks, the premiums for insurance and the higher market price paid for insured obligations may reduce the Fund’s income. The insurance feature does not guarantee the market value of the insured obligations or the net asset value of the common shares.

 

 

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Fund Investment Objectives, Policies and Risks  (continued)

 

The Fund may invest in certain tax exempt securities classified as “private activity bonds” (or industrial development bonds, under pre-1986 law) (in general, bonds that benefit non-governmental entities) that may subject certain investors in the Fund to an alternative minimum tax. The percentage of the Fund’s total assets invested in private activity bonds will vary from time to time. The Fund has not established any limit on the percentage of its portfolio that may be invested in municipal bonds subject to the alternative minimum tax provisions of federal tax law, and the Fund expects that a portion of the income it produces will be includable in alternative minimum taxable income.

The average maturity of the Fund’s portfolio securities varies from time to time based upon an assessment of economic and market conditions by the Manager. The Fund’s portfolio at any given time may include both long-term and intermediate-term municipal bonds.

The Fund’s stated expectation is that it will invest in municipal bonds that, in the Manager’s opinion, are underrated or undervalued. Underrated municipal bonds are those whose ratings do not, in the opinion of the Manager, reflect their true higher creditworthiness. Undervalued municipal bonds are bonds that, in the opinion of the Manager, are worth more than the value assigned to them in the marketplace. The Manager may at times believe that bonds associated with a particular municipal market sector (for example, but not limited to electric utilities), or issued by a particular municipal issuer, are undervalued. The Manager may purchase those bonds for the Fund’s portfolio because they represent a market sector or issuer that the Manager considers undervalued, even if the value of those particular bonds appears to be consistent with the value of similar bonds. Municipal bonds of particular types (for example, but not limited to hospital bonds, industrial revenue bonds or bonds issued by a particular municipal issuer) may be undervalued because there is a temporary excess of supply in that market sector, or because of a general decline in the market price of municipal bonds of the market sector for reasons that do not apply to the particular municipal bonds that are considered undervalued. The Fund’s investment in underrated or undervalued municipal bonds will be based on the Manager’s belief that their yield is higher than that available on bonds bearing equivalent levels of interest rate risk, credit risk and other forms of risk, and that their prices will ultimately rise, relative to the market, to reflect their true value. Any capital appreciation realized by the Fund will generally result in capital gain distributions subject to federal capital gains taxation. The Fund ordinarily does not intend to realize significant investment income not exempt from federal income tax. From time to time, the Fund may realize taxable capital gains.

The Fund may purchase and sell futures contracts, enter into various interest rate transactions and swap contracts (including, but not limited to, credit default swaps) and may purchase and sell exchange-listed and over-the-counter put and call options on securities, financial indices and futures contracts (collectively, “Strategic Transactions”). These Strategic Transactions may be used for duration management and other risk management to attempt to protect against possible changes in the market value of the Fund’s portfolio resulting from trends in the debt securities markets and changes in interest rates, to protect the Fund’s unrealized gains in the value of its portfolio securities, to facilitate the sale of such securities for investment purposes, to establish a position in the securities markets as a temporary substitute for purchasing particular securities and to enhance income or gain.

Leverage. The Fund may utilize leverage to seek to enhance the yield and net asset value of its common shares. However, this objective cannot be achieved in all interest rate environments. The Fund currently leverages its assets through the use of variable rate demand preferred shares (“VRDP Shares”) and residual interest municipal tender option bonds (“TOB Residuals”), which are derivative interests in municipal bonds. The TOB Residuals in which the Fund will invest pay interest or income that, in the opinion of counsel to the issuer of such TOB Residuals, is exempt from regular U.S. federal income tax.

The Fund may enter into reverse repurchase agreements with respect to its portfolio investments subject to the Fund’s investment restrictions.

The Fund reserves the right to borrow funds, subject to the Fund’s investment restrictions. The proceeds of borrowings may be used for any valid purpose including, without limitation, liquidity, investments and repurchases of shares of the Fund.

Other Investment Policies. The Fund may invest up to 10% of its total assets in securities of other open- or closed-end investment companies that invest primarily in municipal bonds of the types in which the Fund may invest directly, subject to certain requirements.

The Fund may invest up to 10% of its total assets in preferred interests of other investment funds that pay dividends that are exempt from regular federal income tax, subject to certain requirements.

During temporary defensive periods (e.g., times when, in Manager’s opinion, temporary imbalances of supply and demand or other temporary dislocations in the tax-exempt bond market adversely affect the price at which long-term or intermediate-term municipal bonds are available), and in order to keep cash on hand fully invested, the Fund may invest up to 100% of its net assets in liquid, short-term investments including high quality, short-term securities which may be either tax-exempt or taxable and securities of other open- or closed-end investment companies that invest primarily in municipal bonds of the type in which the Fund may invest directly. The Fund’s investment policies provide that it will invest only in taxable temporary investments which are U.S. government securities or securities rated within the highest grade by Moody’s, S&P or Fitch, and which mature within one year from the date of purchase or carry a variable or floating rate of interest (such short-term obligations being referred to herein as “Temporary Investments”).

Short-term taxable fixed-income investments include, without limitation, the following: (i) U.S. Government securities, including bills, notes and bonds differing as to maturity and rates of interest that are either issued or guaranteed by the U.S. Treasury or by U.S. Government agencies or instrumentalities, (ii) certificates of deposit issued against funds deposited in a bank or a savings and loan association, (iii) repurchase agreements, which involve purchases of debt securities, and (iv) commercial paper, which consists of short-term unsecured promissory notes, including variable rate master demand notes issued by corporations to finance their current operations.

Short-term tax-exempt fixed income securities are securities that are exempt from regular federal income tax and mature within three years or less from the date of issuance. Short-term tax-exempt fixed income securities include, without limitation, the following: (i) Bond Anticipation Notes (“BANs”), which are usually general obligations of state and local governmental issuers which are sold to obtain interim financing for projects that will eventually be funded through the sale of long-term debt obligations or bonds, (ii) Tax Anticipation Notes (“TANs”), which are issued by state and local governments to finance the current operations of such governments, (iii) Revenue Anticipation Notes (“RANs”), which are issued by governments or governmental bodies with the expectation that future revenues from a designated source will be used to repay the notes, (iv) Construction Loan Notes, which are issued to provide construction financing for specific projects, iv) Bank Notes, which are notes issued by local government bodies and agencies to commercial banks as evidence of borrowings, and (vi) Tax-Exempt Commercial Paper (“municipal paper’”), which represents very short-term unsecured, negotiable promissory notes, issued by states, municipalities and their agencies.

 

 

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Fund Investment Objectives, Policies and Risks  (continued)

 

The Fund may make short sales of municipal bonds.

The Fund may invest in restricted and illiquid securities.

The Fund may lend its portfolio securities to brokers, dealers and other financial institutions which meet the creditworthiness standards established by the Board of Trustees of the Fund.

Risk Factors

This section contains a discussion of the general risks of investing in each Fund. The net asset value and market price of, and dividends paid on, the common shares will fluctuate with and be affected by, among other things, the risks more fully described below. As with any fund, there can be no guarantee that the Fund will meet its investment objective or that the Fund’s performance will be positive for any period of time. Each risk noted below is applicable to each Fund unless the specific Fund or Funds are noted in a parenthetical.

Investment and Market Discount Risk — An investment in the Fund’s common shares is subject to investment risk, including the possible loss of the entire amount that you invest. As with any stock, the price of the Fund’s common shares will fluctuate with market conditions and other factors. If shares are sold, the price received may be more or less than the original investment. Common shares are designed for long-term investors and the Fund should not be treated as a trading vehicle. Shares of closed-end management investment companies frequently trade at a discount from their net asset value. This risk is separate and distinct from the risk that the Fund’s net asset value could decrease as a result of its investment activities. At any point in time an investment in the Fund’s common shares may be worth less than the original amount invested, even after taking into account distributions paid by the Fund. During periods in which the Fund may use leverage, the Fund’s investment, market discount and certain other risks will be magnified.

Limited Term Risk (BTT) — The Fund will terminate on or about December 31, 2030 in accordance with the terms of its Declaration of Trust, unless the Fund’s Board and shareholders approve an amendment to the Fund’s Declaration of Trust to extend the Fund’s termination date. The Fund seeks to return $25.00 per common share (the initial public offering price per common share) to holders of common shares on or about December 31, 2030. The Fund’s limited term may cause it to sell securities when it otherwise would not, which could cause the Fund’s returns to decrease. In addition, the Fund’s limited term may cause it to invest in lower yielding securities or hold the proceeds in cash or cash equivalents, which may adversely affect the performance of the Fund or the Fund’s ability to pay dividends on the RVMTP Shares.

Debt Securities Risk — Debt securities, such as bonds, involve interest rate risk, credit risk, extension risk, and prepayment risk, among other things.

Interest Rate Risk — The market value of bonds and other fixed-income securities changes in response to interest rate changes and other factors. 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. For example, if interest rates increase by 1%, assuming a current portfolio duration of ten years, and all other factors being equal, the value of the Fund’s investments would be expected to decrease by 10%. The magnitude of these fluctuations in the market price of bonds and other fixed-income securities is generally greater for those securities with longer maturities. Fluctuations in the market price of the Fund’s investments will not affect interest income derived from instruments already owned by the Fund, but will be reflected in the Fund’s net asset value. The Fund may lose money if short-term or long-term interest rates rise sharply in a manner not anticipated by Fund management.

To the extent the Fund invests in debt securities that may be prepaid at the option of the obligor (such as mortgage-backed securities), the sensitivity of such securities to changes in interest rates may increase (to the detriment of the Fund) when interest rates rise. Moreover, because rates on certain floating rate debt securities typically reset only periodically, changes in prevailing interest rates (and particularly sudden and significant changes) can be expected to cause some fluctuations in the net asset value of the Fund to the extent that it invests in floating rate debt securities.

These basic principles of bond prices also apply to U.S. Government securities. A security backed by the “full faith and credit” of the U.S. Government is guaranteed only as to its stated interest rate and face value at maturity, not its current market price. Just like other fixed-income securities, government-guaranteed securities will fluctuate in value when interest rates change.

A general rise in interest rates has the potential to cause investors to move out of fixed-income securities on a large scale, which may increase redemptions from funds that hold large amounts of fixed-income securities. Heavy redemptions could cause the Fund to sell assets at inopportune times or at a loss or depressed value and could hurt the Fund’s performance.

Credit Risk — Credit risk refers to the possibility that the issuer of a debt security (i.e., the borrower) will not be able to make payments of interest and principal when due. Changes in an issuer’s credit rating or the market’s perception of an issuer’s creditworthiness may also affect the value of the Fund’s investment in that issuer. The degree of credit risk depends on both the financial condition of the issuer and the terms of the obligation.

Extension Risk — When interest rates rise, certain obligations will be paid off by the obligor more slowly than anticipated, causing the value of these obligations to fall.

Prepayment Risk — When interest rates fall, certain obligations will be paid off by the obligor more quickly than originally anticipated, and the Fund may have to invest the proceeds in securities with lower yields.

Municipal Securities Risks — Municipal securities risks include the ability of the issuer to repay the obligation, the relative lack of information about certain issuers of municipal securities, and the possibility of future legislative changes which could affect the market for and value of municipal securities. These risks include:

General Obligation Bonds Risks — Timely payments depend on the issuer’s credit quality, ability to raise tax revenues and ability to maintain an adequate tax base.

 

 

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Revenue Bonds Risks — These payments depend on the money earned by the particular facility or class of facilities, or the amount of revenues derived from another source.

Private Activity Bonds Risks — Municipalities and other public authorities issue private activity bonds to finance development of industrial facilities for use by a private enterprise. The private enterprise pays the principal and interest on the bond, and the issuer does not pledge its faith, credit and taxing power for repayment. The Fund’s investments may consist of private activity bonds that may subject certain shareholders to an alternative minimum tax.

Moral Obligation Bonds Risks — Moral obligation bonds are generally issued by special purpose public authorities of a state or municipality. If the issuer is unable to meet its obligations, repayment of these bonds becomes a moral commitment, but not a legal obligation, of the state or municipality.

Municipal Notes Risks — Municipal notes are shorter term municipal debt obligations. If there is a shortfall in the anticipated proceeds, the notes may not be fully repaid and the Fund may lose money.

Municipal Lease Obligations Risks — In a municipal lease obligation, the issuer agrees to make payments when due on the lease obligation. Although the issuer does not pledge its unlimited taxing power for payment of the lease obligation, the lease obligation is secured by the leased property.

Tax-Exempt Status Risk — The Fund and its investment manager will rely on the opinion of issuers’ bond counsel and, in the case of derivative securities, sponsors’ counsel, on the tax-exempt status of interest on municipal bonds and payments under derivative securities. Neither the Fund nor its investment manager will independently review the bases for those tax opinions, which may ultimately be determined to be incorrect and subject the Fund and its shareholders to substantial tax liabilities.

State Specific Risk (BFZ and BNY) — The Fund invests primarily in municipal bonds issued by or on behalf of its designated state. As a result, the Fund is more exposed to risks affecting issuers of its designated state’s municipal securities than is a fund that invests more widely. Fund management does not believe that the current economic conditions will adversely affect the Fund’s ability to invest in high quality state municipal securities in its designated state.

Taxability Risk — The Fund intends to minimize the payment of taxable income to shareholders by investing in tax-exempt or municipal securities in reliance at the time of purchase on an opinion of bond counsel to the issuer that the interest paid on those securities will be excludable from gross income for U.S. federal income tax purposes. Such securities, however, may be determined to pay, or have paid, taxable income subsequent to the Fund’s acquisition of the securities. In that event, the Internal Revenue Service may demand that the Fund pay U.S. federal income taxes on the affected interest income, and, if the Fund agrees to do so, the Fund’s yield could be adversely affected. In addition, the treatment of dividends previously paid or to be paid by the Fund as “exempt interest dividends” could be adversely affected, subjecting the Fund’s shareholders to increased U.S. federal income tax liabilities. Federal tax legislation may limit the types and volume of bonds the interest on which qualifies for a federal income tax-exemption. As a result, current legislation and legislation that may be enacted in the future may affect the availability of Municipal Bonds for investment by the Fund. In addition, future laws, regulations, rulings or court decisions may cause interest on municipal securities to be subject, directly or indirectly, to U.S. federal income taxation or interest on state municipal securities to be subject to state or local income taxation, or the value of state municipal securities to be subject to state or local intangible personal property tax, or may otherwise prevent the Fund from realizing the full current benefit of the tax-exempt status of such securities. Any such change could also affect the market price of such securities, and thus the value of an investment in the Fund.

Insurance Risk — Insurance guarantees that interest payments on a municipal security will be made on time and that the principal will be repaid when the security matures. However, insurance does not protect against losses caused by declines in a municipal security’s value. The Fund cannot be certain that any insurance company will make the payments it guarantees. If a municipal security’s insurer fails to fulfill its obligations or loses its credit rating, the value of the security could drop.

Junk Bonds Risk — Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that are considered speculative and may cause income and principal losses for the Fund.

Zero Coupon Securities Risk — While interest payments are not made on such securities, holders of such securities are deemed to have received income (“phantom income”) annually, notwithstanding that cash may not be received currently. The effect of owning instruments that do not make current interest payments is that a fixed yield is earned not only on the original investment but also, in effect, on all discount accretion during the life of the obligations. This implicit reinvestment of earnings at a fixed rate eliminates the risk of being unable to invest distributions at a rate as high as the implicit yield on the zero coupon bond, but at the same time eliminates the holder’s ability to reinvest at higher rates in the future. For this reason, some of these securities may be subject to substantially greater price fluctuations during periods of changing market interest rates than are comparable securities that pay interest currently. Longer term zero coupon bonds are more exposed to interest rate risk than shorter term zero coupon bonds. These investments benefit the issuer by mitigating its need for cash to meet debt service, but also require a higher rate of return to attract investors who are willing to defer receipt of cash.

When-Issued and Delayed Delivery Securities and Forward Commitments Risk — When-issued and delayed delivery securities and forward commitments involve the risk that the security the Fund buys will lose value prior to its delivery. There also is the risk that the security will not be issued or that the other party to the transaction will not meet its obligation. If this occurs, the Fund may lose both the investment opportunity for the assets it set aside to pay for the security and any gain in the security’s price.

U.S. Government Obligations Risk — Certain securities in which the Fund may invest, including securities issued by certain U.S. Government agencies and U.S. Government sponsored enterprises, are not guaranteed by the U.S. Government or supported by the full faith and credit of the United States.

Economic Sector and Geographic Risk (BTT) — The Fund, as a fundamental policy, may not invest 25% or more of the value of its Managed Assets in any one industry. However, this limitation does not apply to securities of the U.S. Government, any state government or their respective agencies, or instrumentalities and securities backed by the credit of any federal or state governmental entity. As such, the Fund may invest 25% of more of its Managed Assets in municipal securities of issuers in the same state (or U.S. Territory) or in the same economic sector. This may make the Fund more susceptible to adverse economic, political or regulatory occurrences affecting a particular state or economic sector.

 

 

 

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Fund Investment Objectives, Policies and Risks  (continued)

 

Variable Rate Demand Obligations Risks — Variable rate demand obligations are floating rate securities that combine an interest in a long term municipal bond with a right to demand payment before maturity from a bank or other financial institution. If the bank or financial institution is unable to pay, the Fund may lose money.

Repurchase Agreements and Purchase and Sale Contracts Risk — If the other party to a repurchase agreement or purchase and sale contract defaults on its obligation under the agreement, the Fund may suffer delays and incur costs or lose money in exercising its rights under the agreement. If the seller fails to repurchase the security in either situation and the market value of the security declines, the Fund may lose money.

Leverage Risk — The Fund uses leverage for investment purposes through the issuance of VMTP Shares, RVMTP Shares or VRDP Shares, as applicable. The Fund also utilizes leverage for investment purposes by entering into reverse repurchase agreements, derivative instruments with leverage embedded in then, such as TOB Residuals, and, if applicable, dollar rolls. The Trust’s use of leverage may increase or decrease from time to time in its discretion and the Trust may, in the future, determine not to use leverage.

The use of leverage creates an opportunity for increased common share net investment income dividends, but also creates risks for the holders of common shares. The Fund cannot assure you that the use of leverage will result in a higher yield on the common shares. Any leveraging strategy the Trust employs may not be successful.

Leverage involves risks and special considerations for common shareholders, including:

 

 

the likelihood of greater volatility of net asset value, market price and dividend rate of the common shares than a comparable portfolio without leverage;

 

 

the risk that fluctuations in interest rates or dividend rates on any leverage that the Trust must pay will reduce the return to the common shareholders;

 

 

the effect of leverage in a declining market, which is likely to cause a greater decline in the net asset value of the common shares than if the Trust were not leveraged, which may result in a greater decline in the market price of the common shares;

 

 

leverage may increase operating costs, which may reduce total return.

Any decline in the net asset value of the Fund’s investments will be borne entirely by the holders of common shares. Therefore, if the market value of the Fund’s portfolio declines, leverage will result in a greater decrease in net asset value to the holders of common shares than if the Fund were not leveraged. This greater net asset value decrease will also tend to cause a greater decline in the market price for the common shares.

Tender Option Bonds Risk — The Fund’s participation in tender option bond transactions may reduce the Fund’s returns and/or increase volatility. Investments in tender option bond transactions expose the Fund to counterparty risk and leverage risk. An investment in a tender option bond transaction typically will involve greater risk than an investment in a municipal fixed rate security, including the risk of loss of principal. Distributions on TOB Residuals will bear an inverse relationship to short-term municipal security interest rates. Distributions on TOB Residuals paid to the Fund will be reduced or, in the extreme, eliminated as short-term municipal interest rates rise and will increase when short-term municipal interest rates fall. TOB Residuals generally will underperform the market for fixed rate municipal securities in a rising interest rate environment. The Fund may invest special purpose trusts formed for the purpose of holding municipal bonds contributed by one or more funds (“TOB Trusts”) on either a non-recourse or recourse basis. If the Fund invests in a TOB Trust on a recourse basis, it could suffer losses in excess of the value of its TOB Residuals.

Reverse Repurchase Agreements Risk — Reverse repurchase agreements involve the sale of securities held by the Fund with an agreement to repurchase the securities at an agreed-upon price, date and interest payment. Reverse repurchase agreements involve the risk that the other party may fail to return the securities in a timely manner or at all. The Fund could lose money if it is unable to recover the securities and the value of the collateral held by the Fund, including the value of the investments made with cash collateral, is less than the value of the securities. These events could also trigger adverse tax consequences for the Fund. In addition, reverse repurchase agreements involve the risk that the interest income earned in the investment of the proceeds will be less than the interest expense.

Dollar Rolls Risk (BTT) — Dollar rolls involve the risk that the market value of the securities that the Fund is committed to buy may decline below the price of the securities the Fund has sold. These transactions may involve leverage.

Short Sales Risk — Because making short sales in securities that it does not own exposes the Fund to the risks associated with those securities, such short sales involve speculative exposure risk. The Fund will incur a loss as a result of a short sale if the price of the security increases between the date of the short sale and the date on which the Fund replaces the security sold short.

Illiquid Investments Risk — The Fund may invest without limitation in illiquid or less liquid investments or investments in which no secondary market is readily available or which are otherwise illiquid, including private placement securities. The Fund may not be able to readily dispose of such investments at prices that approximate those at which the Fund could sell such investments if they were more widely traded and, as a result of such illiquidity, the Fund may have to sell other investments or engage in borrowing transactions if necessary to raise cash to meet its obligations. Limited liquidity can also affect the market price of investments, thereby adversely affecting the Fund’s net asset value and ability to make dividend distributions. The financial markets in general, and certain segments of the mortgage-related securities markets in particular, have in recent years experienced periods of extreme secondary market supply and demand imbalance, resulting in a loss of liquidity during which market prices were suddenly and substantially below traditional measures of intrinsic value. During such periods, some investments could be sold only at arbitrary prices and with substantial losses. Periods of such market dislocation may occur again at any time. Privately issued debt securities are often of below investment grade quality, frequently are unrated and present many of the same risks as investing in below investment grade public debt securities.

Investment Companies and ETFs Risk — Subject to the limitations set forth in the Investment Company Act of 1940, as amended (the “1940 Act”), or as otherwise limited by the SEC, the Fund may acquire shares in other investment companies and in exchange-traded funds (“ETFs”), some of which may be affiliated investment companies. The market value of the shares of other investment companies and ETFs may differ from their net asset value. As an investor in investment companies and ETFs, the Fund would bear its ratable share of that entity’s expenses, including its investment advisory and administration fees, while continuing to pay its own advisory and administration fees and other expenses (to the extent not offset by the Manager through waivers). As a result, shareholders will be absorbing duplicate levels of fees with respect to investments in other investment companies and ETFs (to the extent not offset by the Manager through waivers).

 

 

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The securities of other investment companies and ETFs in which the Fund may invest may be leveraged. As a result, the Fund may be indirectly exposed to leverage through an investment in such securities. An investment in securities of other investment companies and ETFs that use leverage may expose the Fund to higher volatility in the market value of such securities and the possibility that the Fund’s long-term returns on such securities (and, indirectly, the long-term returns of shares of the Fund) will be diminished.

As with other investments, investments in other investment companies, including ETFs, are subject to market and selection risk. To the extent the Fund is held by an affiliated fund, the ability of the Fund itself to hold other investment companies may be limited.

Derivatives Risk — The Fund’s use of derivatives may increase its costs, reduce the Fund’s returns and/or increase volatility. Derivatives involve significant risks, including:

Volatility Risk — Volatility is defined as the characteristic of a security, an index or a market to fluctuate significantly in price within a short time period. A risk of the Fund’s use of derivatives is that the fluctuations in their values may not correlate with the overall securities markets.

Counterparty Risk — Derivatives are also subject to counterparty risk, which is the risk that the other party in the transaction will not fulfill its contractual obligation.

Market and Illiquidity Risk — The possible lack of a liquid secondary market for derivatives and the resulting inability of the Fund to sell or otherwise close a derivatives position could expose the Fund to losses and could make derivatives more difficult for the Fund to value accurately.

Valuation Risk — Valuation may be more difficult in times of market turmoil since many investors and market makers may be reluctant to purchase complex instruments or quote prices for them.

Hedging Risk — Hedges are sometimes subject to imperfect matching between the derivative and the underlying security, and there can be no assurance that the Fund’s hedging transactions will be effective. The use of hedging may result in certain adverse tax consequences.

Tax Risk — Certain aspects of the tax treatment of derivative instruments, including swap agreements and commodity-linked derivative instruments, are currently unclear and may be affected by changes in legislation, regulations or other legally binding authority. Such treatment may be less favorable than that given to a direct investment in an underlying asset and may adversely affect the timing, character and amount of income the Fund realizes from its investments.

Regulatory Risk — Derivative contracts, including, without limitation, swaps, currency forwards and non-deliverable forwards, are subject to regulation under the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) in the United States and under comparable regimes in Europe, Asia and other non-U.S. jurisdictions. Under the Dodd-Frank Act, certain derivatives are subject to margin requirements and swap dealers are required to collect margin from the Fund with respect to such derivatives. Specifically, regulations are now in effect that require swap dealers to post and collect variation margin (comprised of specified liquid instruments and subject to a required haircut) in connection with trading of OTC swaps with the Fund. Shares of investment companies (other than certain money market funds) may not be posted as collateral under these regulations. Requirements for posting of initial margin in connection with OTC swaps will be phased-in through at least 2021. In addition, regulations adopted by global prudential regulators that are now in effect require certain bank-regulated counterparties and certain of their affiliates to include in certain financial contracts, including many derivatives contracts, terms that delay or restrict the rights of counterparties, such as the Fund, to terminate such contracts, foreclose upon collateral, exercise other default rights or restrict transfers of credit support in the event that the counterparty and/or its affiliates are subject to certain types of resolution or insolvency proceedings. The implementation of these requirements with respect to derivatives, as well as regulations under the Dodd-Frank Act regarding clearing, mandatory trading and margining of other derivatives, may increase the costs and risks to the Fund of trading in these instruments and, as a result, may affect returns to investors in the Fund.

In November 2019, the SEC proposed new regulations governing the use of derivatives by registered investment companies. If adopted as proposed, new Rule 18f-4 would impose limits on the amount of derivatives a fund could enter into, eliminate the asset segregation framework currently used by funds to comply with Section 18 of the 1940 Act, treat derivatives as senior securities so that a failure to comply with the proposed limits would result in a statutory violation and require funds whose use of derivatives is more than a limited specified exposure amount to establish and maintain a comprehensive derivatives risk management program and appoint a derivatives risk manager.

Market Risk and Selection Risk — Market risk is the risk that one or more markets in which the Fund invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. The value of a security or other asset may decline due to changes in general market conditions, economic trends or events that are not specifically related to the issuer of the security or other asset, or factors that affect a particular issuer or issuers, exchange, country, group of countries, region, market, industry, group of industries, sector or asset class. Local, regional or global events such as war, acts of terrorism, the spread of infectious illness or other public health issues like pandemics or epidemics, recessions, or other events could have a significant impact on the Fund and its investments. Selection risk is the risk that the securities selected by Fund management will underperform the markets, the relevant indices or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.

A recent outbreak of an infectious coronavirus has developed into a global pandemic that has resulted in numerous disruptions in the market and has had significant economic impact leaving general concern and uncertainty. The impact of this coronavirus, and other epidemics and pandemics that may arise in the future, could affect the economies of many nations, individual companies and the market in general ways that cannot necessarily be foreseen at the present time.

 

 

FUND INVESTMENT OBJECTIVES, POLICIES AND RISKS

  77


Automatic Dividend Reinvestment Plans

 

Pursuant to each Trust’s Dividend Reinvestment Plan (the “Reinvestment Plan”), Common Shareholders are automatically enrolled to have all distributions of dividends and capital gains and other distributions reinvested by Computershare Trust Company, N.A. (the “Reinvestment Plan Agent”) in the respective Trust’s Common Shares pursuant to the Reinvestment Plan. Shareholders who do not participate in the Reinvestment Plan will receive all distributions in cash paid by check and mailed directly to the shareholders of record (or if the shares are held in street name or other nominee name, then to the nominee) by the Reinvestment Plan Agent, which serves as agent for the shareholders in administering the Reinvestment Plan.

After BFZ, BBF, and BNY declare a dividend or determine to make a capital gain or other distribution, the Reinvestment Plan Agent will acquire shares for the participants’ accounts, depending upon the following circumstances, either (i) through receipt of unissued but authorized shares from the Trusts (“newly issued shares”) or (ii) by purchase of outstanding shares on the open market or on the Trust’s primary exchange (“open-market purchases”). If, on the dividend payment date, the net asset value per share (“NAV”) is equal to or less than the market price per share plus estimated brokerage commissions (such condition often referred to as a “market premium”), the Reinvestment Plan Agent will invest the dividend amount in newly issued shares acquired on behalf of the participants. The number of newly issued shares to be credited to each participant’s account will be determined by dividing the dollar amount of the dividend by the NAV on the date the shares are issued. However, if the NAV is less than 95% of the market price on the dividend payment date, the dollar amount of the dividend will be divided by 95% of the market price on the dividend payment date. If, on the dividend payment date, the NAV is greater than the market price per share plus estimated brokerage commissions (such condition often referred to as a “market discount”), the Reinvestment Plan Agent will invest the dividend amount in shares acquired on behalf of the participants in open-market purchases. If the Reinvestment Plan Agent is unable to invest the full dividend amount in open-market purchases, or if the market discount shifts to a market premium during the purchase period, the Reinvestment Plan Agent will invest any un-invested portion in newly issued shares. Investments in newly issued shares made in this manner would be made pursuant to the same process described above and the date of issue for such newly issued shares will substitute for the dividend payment date.

After BTT declares a dividend or determines to make a capital gain distribution or other distribution, the Reinvestment Plan Agent will acquire shares for the participants’ accounts by the purchase of outstanding shares on the open market or on BTT’s primary exchange (“open-market purchases”). BTT will not issue any new shares under the Reinvestment Plan.

You may elect not to participate in the Reinvestment Plan and to receive all dividends in cash by contacting the Reinvestment Plan Agent, at the address set forth below.

Participation in the Reinvestment Plan is completely voluntary and may be terminated or resumed at any time without penalty by notice if received and processed by the Reinvestment Plan Agent prior to the dividend record date. Additionally, the Reinvestment Plan Agent seeks to process notices received after the record date but prior to the payable date and such notices often will become effective by the payable date. Where late notices are not processed by the applicable payable date, such termination or resumption will be effective with respect to any subsequently declared dividend or other distribution.

The Reinvestment Plan Agent’s fees for the handling of the reinvestment of distributions will be paid by each Trust. However, each participant will pay a pro rata share of brokerage commissions incurred with respect to the Reinvestment Plan Agent’s open-market purchases in connection with the reinvestment of all distributions. The automatic reinvestment of all distributions will not relieve participants of any U.S. federal, state or local income tax that may be payable on such dividends or distributions.

Each Trust reserves the right to amend or terminate the Reinvestment Plan. There is no direct service charge to participants in the Reinvestment Plan; however, each Trust reserves the right to amend the Reinvestment Plan to include a service charge payable by the participants. Participants that request a sale of shares are subject to a $2.50 sales fee and a $0.15 per share sold brokerage commission fee. All correspondence concerning the Reinvestment Plan should be directed to Computershare Trust Company, N.A. through the internet at http://www.computershare.com/blackrock, or in writing to Computershare, P.O. Box 505000, Louisville, KY 40233, Telephone: (800) 699-1236. Overnight correspondence should be directed to the Reinvestment Plan Agent at Computershare, 462 South 4th Street, Suite 1600, Louisville, KY 40202.

 

 

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2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


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
 (d)

   Public Company and Other
Investment Company
Directorships Held During
Past Five Years

Richard E. Cavanagh

1946

  Co-Chair of the Board and Trustee
(Since 2007)
  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 2007)
  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 2011)
  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 2016)
  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 2007)
  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; Visiting Professor, Rutgers University for the Spring 2019 semester; Visiting Professor, New York University for the 2019 academic year.   87 RICs consisting of 111 Portfolios    None

R. Glenn Hubbard

1958

  Trustee
(Since 2007)
  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

 

 

TRUSTEE AND OFFICER INFORMATION

  79


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
 (d)

   Public Company and Other
Investment Company
Directorships Held During
Past Five Years

W. Carl Kester (d)

1951

  Trustee
(Since 2007)
  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 2016)
  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
 (d)

   Public Company and Other
Investment Company
Directorships Held During
Past Five Years

Robert Fairbairn

1965

  Trustee
(Since 2018)
  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.   122 RICs consisting of 265 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.   123 RICs consisting of 266 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.

(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.

 

 

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2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


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           

Jonathan Diorio

1980

  Vice President
(Since 2015)
  Managing Director of BlackRock, Inc. since 2015; Director of BlackRock, Inc. from 2011 to 2015.         

Neal J. Andrews

1966

  Chief Financial Officer
(Since 2007)
  Chief Financial Officer of the iShares® exchange traded funds from 2019 to 2020; 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.         

Janey Ahn

1975

  Secretary
(Since 2012)
  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.

 

Investment Adviser

BlackRock Advisors, LLC

Wilmington, DE 19809

Accounting Agent and Custodian

State Street Bank and Trust Company

Boston, MA 02111

Transfer Agent

Computershare Trust Company, N.A.

Canton, MA 02021

VRDP Tender and Paying Agent, VMTP Tender and Paying Agent and RVMTP Redemption and Paying Agent

The Bank of New York Mellon

New York, NY 10286

VRDP Liquidity Provider

Bank of America, N.A.

New York, NY 10036

VRDP Remarketing Agent

BofA Securities, Inc.

New York, NY 10036

Independent Registered Public Accounting Firm

Deloitte & Touche LLP

Boston, MA 02116

Legal Counsel

Willkie Farr & Gallagher LLP

New York, NY 10019

Address of the Trusts

100 Bellevue Parkway

Wilmington, DE 19809

 

 

 

TRUSTEE AND OFFICER INFORMATION

  81


Additional Information

 

Proxy Results

The Annual Meeting of Shareholders was held on July 27, 2020 for shareholders of record on May 29, 2020, to elect trustee nominees for each Trust. There were no broker non-votes with regard to any of the Trusts.

Shareholders elected the Class I Trustees as follows:

 

  

 

  Michael J. Castellano     R. Glenn Hubbard     John M. Perlowski  
     Votes For     Votes Withheld     Votes For     Votes Withheld     Votes For     Votes Withheld  

BFZ

    22,020,158       5,012,546       22,022,950       5,009,754       22,038,876       4,993,828  

BBF

    8,961,882       322,024       9,031,285       252,621       9,042,145       241,761  

BTT

    61,122,310       1,413,207       61,355,226       1,180,291       61,444,054       1,091,463  

BNY

    10,323,276       580,426       10,653,456       250,246       10,674,173       229,529  
           
  

 

                              W. Carl Kester (a)  
                                 Votes For     Votes Withheld  

BFZ

            1,713       0  

BBF

            520       0  

BTT

            150       0  

BNY

                                    945       0  

For the Trusts listed above, Trustees whose term of office continued after the Annual Meeting of Shareholders because they were not up for election are Richard E. Cavanagh, Cynthia L. Egan, Robert Fairbairn, Catherine A. Lynch, Karen P. Robards and Frank J. Fabozzi.

 

  (a) 

Voted on by holders of preferred shares only for BFZ, BBF, BTT, and BNY.

 

Trust Certification

The Trusts are listed for trading on the NYSE and have filed with the NYSE their annual chief executive officer certification regarding compliance with the NYSE’s listing standards. The Trusts filed with the SEC the certification of its chief executive officer and chief financial officer required by section 302 of the Sarbanes-Oxley Act.

Dividend Policy

Each Trust’s dividend policy is to distribute all or a portion of its net investment income to its shareholders on a monthly basis. In order to provide shareholders with a more stable level of distributions, the Trusts may at times pay out less than the entire amount of net investment income earned in any particular month and may at times in any particular month pay out such accumulated but undistributed income in addition to net investment income earned in that month. As a result, the distributions paid by the Trusts for any particular month may be more or less than the amount of net investment income earned by the Trusts during such month. The Trusts’ current accumulated but undistributed net investment income, if any, is disclosed as accumulated earnings (loss) in the Statements of Assets and Liabilities, which comprises part of the financial information included in this report.

General Information

The Trusts do not make available copies of their Statements of Additional Information because the Trusts’ shares are not continuously offered, which means that the Statement of Additional Information of each Trust has not been updated after completion of the respective Trust’s offerings and the information contained in each Trust’s Statement of Additional Information may have become outdated.

Except if noted otherwise herein, there were no changes to the Trusts’ charters or by-laws that would delay or prevent a change of control of the Trusts that were not approved by the shareholders. Except if noted otherwise herein, there have been no changes in the persons who are primarily responsible for the day-to-day management of the Trusts’ portfolios.

In accordance with Section 23(c) of the Investment Company Act of 1940, each Trust may from time to time purchase shares of its common stock in the open market or in private transactions.

Quarterly performance, semi-annual and annual reports, current net asset value and other information regarding the Trusts may be found on BlackRock’s website, which can be accessed at blackrock.com. Any reference to BlackRock’s website in this report is intended to allow investors public access to information regarding the Trusts and does not, and is not intended to, incorporate BlackRock’s website in this report.

 

 

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2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


Additional Information  (continued)

 

Electronic Delivery

Shareholders can sign up for e-mail notifications of quarterly statements, annual and semi-annual shareholder reports by enrolling in the electronic delivery program. Electronic copies of shareholder reports are available on BlackRock’s website.

To enroll in electronic delivery:

Shareholders Who Hold Accounts with Investment Advisers, Banks or Brokerages:

Please contact your financial advisor. Please note that not all investment advisers, banks or brokerages may offer this service.

Householding

The Trusts will mail only one copy of shareholder documents, 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 Trusts at (800) 882-0052.

Availability of Quarterly Schedule of Investments

The Trusts file their 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. The Trusts’ Forms N-PORT are available on the SEC’s website at sec.gov.

Availability of Proxy Voting Policies and Procedures

A description of the policies and procedures that the Trusts use to determine how to vote proxies relating to portfolio securities is available upon request and without charge (1) by calling (800) 882-0052; (2) at blackrock.com; and (3) on the SEC’s website at sec.gov.

Availability of Proxy Voting Record

Information about how the Trusts voted proxies relating to securities held in the Trusts’ portfolios 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) 882-0052; and (2) on the SEC’s website at sec.gov.

Availability of Trust Updates

BlackRock will update performance and certain other data for the Trusts on a monthly basis on its website in the “Closed-end Funds” section of blackrock.com as well as certain other material information as necessary from time to time. Investors and others are advised to check the website for updated performance information and the release of other material information about the Trusts. This reference to BlackRock’s website is intended to allow investors public access to information regarding the Trusts and does not, and is not intended to, incorporate BlackRock’s website in this report.

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.

 

 

ADDITIONAL INFORMATION

  83


Glossary of Terms Used in this Report

 

Portfolio Abbreviations
AGC    Assured Guarantee Corp.
AGM    Assured Guaranty Municipal Corp.
AMBAC    American Municipal Bond Assurance Corp.
AMT    Alternative Minimum Tax (subject to)
ARB    Airport Revenue Bonds
BAM    Build America Mutual Assurance Co.
CAB    Capital Appreciation Bonds
COP    Certificates of Participation
EDA    Economic Development Authority
EDC    Economic Development Corp.
FHA    Federal Housing Administration
GARB    General Airport Revenue Bonds
GO    General Obligation Bonds
GTD    Guaranteed
HFA    Housing Finance Agency
IDA    Industrial Development Authority
IDB    Industrial Development Board
ISD    Independent School District
LRB    Lease Revenue Bonds
M/F    Multi-Family
NPFGC    National Public Finance Guarantee Corp.
PILOT    Payment in Lieu of Taxes
PSF-GTD    Permanent School Fund Guaranteed
RB    Revenue Bonds
S/F    Single-Family
SRF    State Revolving Fund
SONYMA    State of New York Mortgage Agency
 

 

 

84  

2020 BLACKROCK ANNUAL REPORT TO SHAREHOLDERS


 

Want to know more?

blackrock.com    |    800 882-0052

This report is intended for current holders. It is not a prospectus. Past performance results shown in this report should not be considered a representation of future performance. The Trusts have leveraged their Common Shares, which creates risks for Common Shareholders, including the likelihood of greater volatility of net asset value and market price of the Common Shares, and the risk that fluctuations in short-term interest rates may reduce the Common Shares’ yield. Statements and other information herein are as dated and are subject to change.

CEF-BK6-7/20-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 1-800-882-0052, option 4.

 

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

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:

 

  (a) Audit Fees   (b) Audit-Related Fees1   (c) Tax Fees2 (d) All Other Fees
Entity Name       Current             Previous             Current             Previous             Current             Previous             Current             Previous      

 

2


                                                  Fiscal Year    
End
    Fiscal Year    
End
    Fiscal Year    
End
    Fiscal Year    
End
    Fiscal Year    
End
    Fiscal Year    
End
    Fiscal Year    
End
    Fiscal Year    
End
BlackRock
Municipal Income
Investment Trust
$36,720 $41,616 $0 $0 $9,200 $9,500 $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 (“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

  

$1,984,000

  

$2,050,500

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 $1,984,000 and $2,050,500 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.

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

 

3


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 Municipal Income Investment Trust

$9,200

$9,500

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 or 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

$1,984,000

  

$2,050,500

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 Registrant

 

  (a)

The following individuals are members of the registrant’s separately designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934 (15 U.S.C. 78c(a)(58)(A)):

Michael Castellano

Frank J. Fabozzi

Catherine A. Lynch

Karen P. Robards

 

  (b)

Not Applicable

 

4


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.

 

Item 7 –

Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies – The board of directors has delegated the voting of proxies for the Fund’s portfolio securities to the Investment Adviser pursuant to the Investment Adviser’s proxy voting guidelines. Under these guidelines, the Investment Adviser will vote proxies related to Fund securities in the best interests of the Fund and its stockholders. From time to time, a vote may present a conflict between the interests of the Fund’s stockholders, on the one hand, and those of the Investment Adviser, or any affiliated person of the Fund or the Investment Adviser, on the other. In such event, provided that the Investment Adviser’s Equity Investment Policy Oversight Committee, or a sub-committee thereof (the “Oversight Committee”) is aware of the real or potential conflict or material non-routine matter and if the Oversight Committee does not reasonably believe it is able to follow its general voting guidelines (or if the particular proxy matter is not addressed in the guidelines) and vote impartially, the Oversight Committee may retain an independent fiduciary to advise the Oversight Committee on how to vote or to cast votes on behalf of the Investment Adviser’s clients. If the Investment Adviser determines not to retain an independent fiduciary, or does not desire to follow the advice of such independent fiduciary, the Oversight Committee shall determine how to vote the proxy after consulting with the Investment Adviser’s Portfolio Management Group and/or the Investment Adviser’s Legal and Compliance Department and concluding that the vote cast is in its client’s best interest notwithstanding the conflict. A copy of the Fund’s Proxy Voting Policy and Procedures are attached as Exhibit 99.PROXYPOL, a copy of the Fund’s Global Corporate Governance  & Engagement Principles are attached as Exhibit 99.GLOBAL.CORP.GOV and a copy of the Fund’s Corporate Governance and Proxy Voting Guidelines for U.S. Securities are attached as Exhibit 99.US.CORP.GOV. Information on how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge, (i) at www.blackrock.com and (ii) on the SEC’s website at http://www.sec.gov.

 

Item 8 –

Portfolio Managers of Closed-End Management Investment Companies

(a)(1) As of the date of filing this Report:

The registrant is managed by a team of investment professionals comprised of Theodore R. Jaeckel, Jr., CFA, Managing Director at BlackRock, and Michael Perilli, Vice President at BlackRock. Each is a member of BlackRock’s municipal tax-exempt management group. Each is jointly responsible for the day-to-day management of the registrant’s portfolio, which includes setting the registrant’s overall investment strategy, overseeing the management of the registrant and/or selection of its investments. Messrs. Jaeckel and Perilli have been members of the registrant’s portfolio management team since 2006 and 2016, respectively.

 

   

  Portfolio Manager

 

  

Biography

 

 

5


  Theodore R. Jaeckel, Jr., CFA      Managing Director of BlackRock since 2006; Managing Director of Merrill Lynch Investment Managers, L.P. (“MLIM”) from 2005 to 2006; Director of MLIM from 1997 to 2005.
  Michael Perilli    Vice President of BlackRock since 2014; Associate of BlackRock from 2008 to 2014.

(a)(2) As of July 31, 2020:

 

 

 

(ii) Number of Other Accounts Managed

and Assets by Account Type

 

(iii) Number of Other Accounts and

Assets for Which Advisory Fee is

Performance-Based

(i) Name of

Portfolio Manager

Other

Registered

Investment
        Companies        

Other Pooled

Investment

Vehicles

Other

    Accounts    

Other

Registered

Investment

    Companies    

Other Pooled

Investment

Vehicles

Other

    Accounts    

Theodore R. Jaeckel, Jr.,
CFA

33

0

0

0

0

0

$27.74 Billion

$0

$0

$0

$0

$0

Michael Perilli

21

0

0

0

0

0

$6.81 Billion

$0

$0

$0

$0

$0

(iv) Portfolio Manager Potential Material Conflicts of Interest

BlackRock has built a professional working environment, firm-wide compliance culture and compliance procedures and systems designed to protect against potential incentives that may favor one account over another. BlackRock has adopted policies and procedures that address the allocation of investment opportunities, execution of portfolio transactions, personal trading by employees and other potential conflicts of interest that are designed to ensure that all client accounts are treated equitably over time. Nevertheless, BlackRock furnishes investment management and advisory services to numerous clients in addition to the Fund, and BlackRock may, consistent with applicable law, make investment recommendations to other clients or accounts (including accounts which are hedge funds or have performance or higher fees paid to BlackRock, or in which portfolio managers have a personal interest in the receipt of such fees), which may be the same as or different from those made to the Fund. In addition, BlackRock, Inc., its affiliates and significant shareholders and any officer, director, shareholder or employee may or may not have an interest in the securities whose purchase and sale BlackRock recommends to the Fund. BlackRock, Inc., or any of its affiliates or significant shareholders, or any officer, director, shareholder, employee or any member of their families may take different actions than those recommended to the Fund by BlackRock with respect to the same securities. Moreover, BlackRock may refrain from rendering any advice or services concerning securities of companies of which any of BlackRock, Inc.’s (or its affiliates’ or significant shareholders’) officers, directors or employees are directors or officers, or companies as to which BlackRock, Inc. or any of its affiliates or significant shareholders or the officers, directors and employees of any of them has any substantial economic interest or possesses material non-public information. Certain portfolio managers also may manage accounts whose investment strategies may at times be opposed to the strategy utilized for a fund. It should also be noted that a portfolio manager may be managing hedge fund and/or long only accounts, or may be part of a team managing hedge fund and/or long only accounts, subject to incentive fees. Such portfolio managers may therefore be entitled to receive a portion of any incentive fees earned on such accounts.

 

6


Currently, the portfolio managers of this Fund are not entitled to receive a portion of incentive fees of other accounts.

As a fiduciary, BlackRock owes a duty of loyalty to its clients and must treat each client fairly. When BlackRock purchases or sells securities for more than one account, the trades must be allocated in a manner consistent with its fiduciary duties. BlackRock attempts to allocate investments in a fair and equitable manner among client accounts, with no account receiving preferential treatment. To this end, BlackRock, Inc. has adopted policies that are intended to ensure reasonable efficiency in client transactions and provide BlackRock with sufficient flexibility to allocate investments in a manner that is consistent with the particular investment discipline and client base, as appropriate.

(a)(3) As of July 31, 2020:

Portfolio Manager Compensation Overview

The discussion below describes the portfolio managers’ compensation as of July 31, 2020.

BlackRock’s financial arrangements with its portfolio managers, its competitive compensation and its career path emphasis at all levels reflect the value senior management places on key resources. Compensation may include a variety of components and may vary from year to year based on a number of factors. The principal components of compensation include a base salary, a performance-based discretionary bonus, participation in various benefits programs and one or more of the incentive compensation programs established by BlackRock.

Base Compensation.   Generally, portfolio managers receive base compensation based on their position with the firm.

Discretionary Incentive Compensation.   Discretionary incentive compensation is a function of several components: the performance of BlackRock, Inc., the performance of the portfolio manager’s group within BlackRock, the investment performance, including risk-adjusted returns, of the firm’s assets under management or supervision by that portfolio manager relative to predetermined benchmarks, and the individual’s performance and contribution to the overall performance of these portfolios and BlackRock. In most cases, these benchmarks are the same as the benchmark or benchmarks against which the performance of the Funds or other accounts managed by the portfolio managers are measured. Among other things, BlackRock’s Chief Investment Officers make a subjective determination with respect to each portfolio manager’s compensation based on the performance of the Funds and other accounts managed by each portfolio manager relative to the various benchmarks. Performance of fixed income funds is measured on a pre-tax and/or after-tax basis over various time periods including 1-, 3- and 5- year periods, as applicable. With respect to these portfolio managers, such benchmarks for the Fund and other accounts are: a combination of market-based indices (e.g., Standard & Poor’s Municipal Bond Index), certain customized indices and certain fund industry peer groups.

Distribution of Discretionary Incentive Compensation.   Discretionary incentive compensation is distributed to portfolio managers in a combination of cash, deferred BlackRock,

 

7


Inc. stock awards, and/or deferred cash awards that notionally track the return of certain BlackRock investment products.

Portfolio managers receive their annual discretionary incentive compensation in the form of cash. Portfolio managers whose total compensation is above a specified threshold also receive deferred BlackRock, Inc. stock awards annually as part of their discretionary incentive compensation. Paying a portion of discretionary incentive compensation in the form of deferred BlackRock, Inc. stock puts compensation earned by a portfolio manager for a given year “at risk” based on BlackRock’s ability to sustain and improve its performance over future periods. In some cases, additional deferred BlackRock, Inc. stock may be granted to certain key employees as part of a long-term incentive award to aid in retention, align interests with long-term shareholders and motivate performance. Deferred BlackRock, Inc. stock awards are generally granted in the form of BlackRock, Inc. restricted stock units that vest pursuant to the terms of the applicable plan and, once vested, settle in BlackRock, Inc. common stock. The portfolio managers of this Fund have deferred BlackRock, Inc. stock awards.

For certain portfolio managers, a portion of the discretionary incentive compensation is also distributed in the form of deferred cash awards that notionally track the returns of select BlackRock investment products they manage, which provides direct alignment of portfolio manager discretionary incentive compensation with investment product results. Deferred cash awards vest ratably over a number of years and, once vested, settle in the form of cash. Only portfolio managers who manage specified products and whose total compensation is above a specified threshold are eligible to participate in the deferred cash award program.

Other Compensation Benefits.   In addition to base salary and discretionary incentive compensation, portfolio managers may be eligible to receive or participate in one or more of the following:

Incentive Savings Plans — BlackRock, Inc. has created a variety of incentive savings plans in which BlackRock, Inc. employees are eligible to participate, including a 401(k) plan, the BlackRock Retirement Savings Plan (RSP), and the BlackRock Employee Stock Purchase Plan (ESPP). The employer contribution components of the RSP include a company match equal to 50% of the first 8% of eligible pay contributed to the plan capped at $5,000 per year, and a company retirement contribution equal to 3-5% of eligible compensation up to the Internal Revenue Service limit ($285,000 for 2020). The RSP offers a range of investment options, including registered investment companies and collective investment funds managed by the firm. BlackRock, Inc. contributions follow the investment direction set by participants for their own contributions or, absent participant investment direction, are invested into a target date fund that corresponds to, or is closest to, the year in which the participant attains age 65. The ESPP allows for investment in BlackRock, Inc. common stock at a 5% discount on the fair market value of the stock on the purchase date. Annual participation in the ESPP is limited to the purchase of 1,000 shares of common stock or a dollar value of $25,000 based on its fair market value on the purchase date. All of the eligible portfolio managers are eligible to participate in these plans.

(a)(4) Beneficial Ownership of Securities – As of July 31, 2020.

 

8


Portfolio Manager   

Dollar Range of Equity

Securities of the Fund

Beneficially Owned

      

Theodore R. Jaeckel, Jr., CFA

  

$50,001 - $100,000  

Michael Perilli

  

$1 - $10,000  

(b) Not Applicable

 

Item 9 –

Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers – Not Applicable due to no such purchases during the period covered by this report.

 

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 13a-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

 

Item 13 –

Exhibits attached hereto

(a)(1) – Code of Ethics – See Item 2

(a)(2) – Section 302 Certifications are attached

(a)(3) – Not Applicable

(a)(4) – Not Applicable

(b) – Section 906 Certifications are attached

 

9


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 Municipal Income Investment Trust

 

By:       /s/ John M. Perlowski                          
  John M. Perlowski                                            
  Chief Executive Officer (principal executive officer) of  
  BlackRock Municipal Income Investment Trust  

Date: October 2, 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 Municipal Income Investment Trust  

Date: October 2, 2020

 

By:       /s/ Neal J. Andrews                                                                        
  Neal J. Andrews  
  Chief Financial Officer (principal financial officer) of  
  BlackRock Municipal Income Investment Trust  

Date: October 2, 2020

 

10

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 Municipal Income Investment Trust, certify that:

1.            I have reviewed this report on Form N-CSR of BlackRock Municipal Income Investment Trust;

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: October 2, 2020
/s/ John M. Perlowski            
John M. Perlowski
Chief Executive Officer (principal executive officer) of
BlackRock Municipal Income Investment Trust


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 Municipal Income Investment Trust, certify that:

1.            I have reviewed this report on Form N-CSR of BlackRock Municipal Income Investment Trust;

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: October 2, 2020

 

/s/ Neal J. Andrews                
Neal J. Andrews
Chief Financial Officer (principal financial officer) of
BlackRock Municipal Income Investment Trust

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 Municipal Income Investment Trust (the “Registrant”), hereby certifies, to the best of his knowledge, that the Registrant’s Report on Form N-CSR for the period ended July 31, 2020 (the “Report”) fully complies with the requirements of Section 13(a) 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: October 2, 2020

 

/s/ John M. Perlowski                
John M. Perlowski
Chief Executive Officer (principal executive officer) of
BlackRock Municipal Income Investment Trust

Pursuant to 18 U.S.C. § 1350, the undersigned officer of BlackRock Municipal Income Investment Trust (the “Registrant”), hereby certifies, to the best of his knowledge, that the Registrant’s Report on Form N-CSR for the period ended July 31, 2020 (the “Report”) fully complies with the requirements of Section 13(a) 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: October 2, 2020

 

/s/ Neal J. Andrews                
Neal J. Andrews
Chief Financial Officer (principal financial officer) of
BlackRock Municipal Income Investment Trust

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.

Closed-End Fund Proxy Voting Policy

October 1, 2020

 

LOGO

 

Closed-End Fund Proxy Voting Policy

 

Procedures Governing Delegation of Proxy Voting to Fund Adviser

 

 

Effective Date: October 1, 2020

 

 

 

 

Appliesto the following types of Funds registered under the 1940 Act:

☐ Open-End Mutual Funds (including money market funds)

☐ Money Market Funds Only

☐ iShares and BlackRock ETFs

☒ Closed-End Funds

☐ Other

 

 

 

 

The Boards of Trustees/Directors (the “Directors”) of the closed-end funds advised by BlackRock Advisors, LLC (“BlackRock”) (the “Funds”) have the responsibility for the oversight of voting proxies relating to portfolio securities of the Funds, and have determined that it is in the best interests of the Funds and their shareholders to delegate that responsibility to BlackRock as part of BlackRock’s authority to manage, acquire and dispose of account assets, all as contemplated by the Funds’ respective investment management agreements.

BlackRock has adopted guidelines and procedures (together and as from time to time amended, the “BlackRock Proxy Voting Guidelines”) governing proxy voting by accounts managed by BlackRock. BlackRock will cast votes on behalf of each of the Funds on specific proxy issues in respect of securities held by each such Fund in accordance with the BlackRock Proxy Voting Guidelines; provided, however, that in the case of underlying closed-end funds (including business development companies and other similarly-situated asset pools) held by the Funds that have, or are proposing to adopt, a classified board structure, BlackRock will typically (a) vote in favor of proposals to adopt classification and against proposals to eliminate classification, and (b) not vote against directors as a result of their adoption of a classified board structure.

BlackRock will report on an annual basis to the Directors on (1) a summary of all proxy votes that BlackRock has made on behalf of the Funds in the preceding year together with a representation that all votes were in accordance with the BlackRock Proxy Voting Guidelines (as modified pursuant to the immediately preceding paragraph), and (2) any changes to the BlackRock Proxy Voting Guidelines that have not previously been reported.

 

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  Public   Page 1 of 1

 

  BlackRock

  Investment

  Stewardship

  Global Corporate Governance &

  Engagement Principles

 

  January 2020

 

 

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  Contents   
 

Introduction to BlackRock

     3  
 

Philosophy on corporate governance

     3  
 

Corporate governance, engagement and voting

     4  
 

Boards and directors

     5  
 

Auditors and audit-related issues

     6  
 

Capital structure, mergers, asset sales and other special transactions

     6  
 

Compensation and benefits

     7  
 

Environmental and social issues

     7  
 

General corporate governance matters and shareholder protections

     9  
 

BlackRock’s oversight of our investment stewardship activities

     9  
 

Vote execution

     10  
 

Conflicts management policies and procedures

     10  
 

Voting guidelines

     11  
 

Reporting and vote transparency

     12  

 

 

If you would like additional information, please contact:

ContactStewardship@blackrock.com

           

 

 

BLACKROCK


Introduction to BlackRock

BlackRock’s purpose is to help more and more people experience financial well-being. As a fiduciary to our clients, we provide the investment and technology solutions they need when planning for their most important goals. We manage assets on behalf of institutional and individual clients, across a full spectrum of investment strategies, asset classes and regions. Our client base includes pension plans, endowments, foundations, charities, official institutions, insurers and other financial institutions, as well as individuals around the world.

Philosophy on corporate governance

BlackRock Investment Stewardship (“BIS”) activities are focused on maximizing long-term value for our clients. BIS does this through engagement with boards and management of investee companies and, for those clients who have given us authority, through voting at shareholder meetings.

We believe that there are certain fundamental rights attached to shareholding. Companies and their boards should be accountable to shareholders and structured with appropriate checks and balances to ensure that they operate in shareholders’ best interests. Effective voting rights are central to the rights of ownership and there should be one vote for one share. Shareholders should have the right to elect, remove and nominate directors, approve the appointment of the auditor and to amend the corporate charter or by-laws. Shareholders should be able to vote on matters that are material to the protection of their investment, including but not limited to, changes to the purpose of the business, dilution levels and pre-emptive rights, and the distribution of income and capital structure. In order to make informed decisions, we believe that shareholders have the right to sufficient and timely information.

Our primary focus is on the performance of the board of directors. As the agent of shareholders, the board should set the company’s strategic aims within a framework of prudent and effective controls, which enables risk to be assessed and managed. The board should provide direction and leadership to management and oversee management’s performance. Our starting position is to be supportive of boards in their oversight efforts on shareholders’ behalf and we would generally expect to support the items of business they put to a vote at shareholder meetings. Votes cast against or withheld from resolutions proposed by the board are a signal that we are concerned that the directors or management have either not acted in the best interests of shareholders or have not responded adequately to shareholder concerns. We assess voting matters on a case-by-case basis and in light of each company’s unique circumstances taking into consideration regional best practices and long-term value creation.

These principles set out our approach to engaging with companies, provide guidance on our position on corporate governance and outline how our views might be reflected in our voting decisions. Corporate governance practices can vary internationally, so our expectations in relation to individual companies are based on the legal and regulatory framework of each local market. However, we believe there are overarching principles of corporate governance that apply globally and provide a framework for more detailed, market-specific assessments.

We believe BlackRock has a responsibility in relation to monitoring and providing feedback to companies, sometimes known as “stewardship.” These ownership responsibilities include engaging with management or board members on corporate governance matters, voting proxies in the best long-term economic interests of our clients, and engaging with regulatory bodies to ensure a sound policy framework consistent with promoting long-term shareholder value creation. We also believe in the responsibility to our clients to have appropriate resources and oversight structures. Our approach is set out in the section below titled “BlackRock’s oversight of its investment stewardship activities” and is further detailed in a team profile on our website.

 

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Corporate governance, engagement and voting

We recognize that accepted standards of corporate governance differ between markets, but we believe there are sufficient common threads globally to identify an overarching set of principles. The objective of our investment stewardship activities is the protection and enhancement of the value of our clients’ investments in public corporations. Thus, these principles focus on practices and structures that we consider to be supportive of long-term value creation. We discuss below the principles under six key themes. In our regional and market-specific voting guidelines we explain how these principles inform our voting decisions in relation to specific resolutions that may appear on the agenda of a shareholder meeting in the relevant market.

The six key themes are:

 

 

Boards and directors

 

 

Auditors and audit-related issues

 

 

Capital structure, mergers, asset sales and other special transactions

 

 

Compensation and benefits

 

 

Environmental and social issues

 

 

General corporate governance matters and shareholder protections

At a minimum, we expect companies to observe the accepted corporate governance standards in their domestic market or to explain why doing so is not in the interests of shareholders. Where company reporting and disclosure is inadequate or the approach taken is inconsistent with our view of what is in the best interests of shareholders, we will engage with the company and/or use our vote to encourage a change in practice. In making voting decisions, we perform independent research and analysis, such as reviewing relevant information published by the company and apply our voting guidelines to achieve the outcome we believe best protects our clients’ long-term economic interests. We also work closely with our active portfolio managers, and may take into account internal and external research.

BlackRock views engagement as an important activity; engagement provides us with the opportunity to improve our understanding of the challenges and opportunities that investee companies are facing and their governance structures. Engagement also allows us to share our philosophy and approach to investment and corporate governance with companies to enhance their understanding of our objectives. Our engagements often focus on providing our feedback on company disclosures, particularly where we believe they could be enhanced. There are a range of approaches we may take in engaging companies depending on the nature of the issue under consideration, the company and the market.

BlackRock’s engagements emphasize direct dialogue with corporate leadership on the governance issues identified in these principles that have a material impact on financial performance. These engagements enable us to cast informed votes aligned with clients’ long-term economic interests. We generally prefer to engage in the first instance where we have concerns and give management time to address or resolve the issue. As a long-term investor, we are patient and persistent in working with our portfolio companies to have an open dialogue and develop mutual understanding of governance matters, to promote the adoption of best practices and to assess the merits of a company’s approach to its governance. We monitor the companies in which we invest and engage with them constructively and privately where we believe doing so helps protect shareholders’ interests. We do not try to micro-manage companies, or tell management and boards what to do. We present our views as a long-term shareholder and listen to companies’ responses. The materiality and immediacy of a given issue will generally determine the level of our engagement and whom we seek to engage at the company, which could be management representatives or board directors.

 

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Boards and directors

The performance of the board is critical to the economic success of the company and to the protection of shareholders’ interests. Board members serve as agents of shareholders in overseeing the strategic direction and operation of the company. For this reason, BlackRock focuses on directors in many of our engagements and sees the election of directors as one of our most important responsibilities in the proxy voting context.

We expect the board of directors to promote and protect shareholder interests by:

 

 

establishing an appropriate corporate governance structure

 

 

supporting and overseeing management in setting long-term strategic goals, applicable measures of value-creation and milestones that will demonstrate progress, and steps taken if any obstacles are anticipated or incurred

 

 

ensuring the integrity of financial statements

 

 

making independent decisions regarding mergers, acquisitions and disposals

 

 

establishing appropriate executive compensation structures

 

 

addressing business issues, including environmental and social issues, when they have the potential to materially impact company reputation and performance

There should be clear definitions of the role of the board, the committees of the board and senior management such that the responsibilities of each are well understood and accepted. Companies should report publicly the approach taken to governance (including in relation to board structure) and why this approach is in the best interest of shareholders. We will seek to engage with the appropriate directors where we have concerns about the performance of the board or the company, the broad strategy of the company, or the performance of individual board members. We believe that when a company is not effectively addressing a material issue, its directors should be held accountable.

BlackRock believes that directors should stand for re-election on a regular basis. We assess directors nominated for election or re-election in the context of the composition of the board as a whole. There should be detailed disclosure of the relevant credentials of the individual directors in order for shareholders to assess the caliber of an individual nominee. We expect there to be a sufficient number of independent directors on the board to ensure the protection of the interests of all shareholders. Common impediments to independence may include but are not limited to:

 

 

current or former employment at the company or a subsidiary within the past several years

 

 

being, or representing, a shareholder with a substantial shareholding in the company

 

 

interlocking directorships

 

 

having any other interest, business or other relationship which could, or could reasonably be perceived to, materially interfere with the director’s ability to act in the best interests of the company

BlackRock believes that the operation of the board is enhanced when there is a clearly independent, senior non-executive director to chair it or, where the chairman is also the CEO (or is otherwise not independent), an independent lead director. The role of this director is to enhance the effectiveness of the independent members of the board through shaping the agenda, ensuring adequate information is provided to the board and encouraging independent participation in board deliberations. The lead independent board director should be available to shareholders in those situations where a director is best placed to explain and justify a company’s approach.

To ensure that the board remains effective, regular reviews of board performance should be carried out and assessments made of gaps in skills or experience amongst the members. BlackRock believes it is beneficial for new directors to be brought onto the board periodically to refresh the group’s thinking and to ensure both continuity and adequate succession planning. In identifying potential candidates, boards should take into consideration the multiple dimensions of diversity, including personal factors such as gender, ethnicity, and age; as well as professional characteristics, such as a director’s industry, area of expertise, and geographic location. The board should review these dimensions of the current directors and

 

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how they might be augmented by incoming directors. We believe that directors are in the best position to assess the optimal size for the board, but we would be concerned if a board seemed too small to have an appropriate balance of directors or too large to be effective.

There are matters for which the board has responsibility that may involve a conflict of interest for executives or for affiliated directors. BlackRock believes that shareholders’ interests are best served when the board forms committees of fully independent directors to deal with such matters. In many markets, these committees of the board specialize in audit, director nominations and compensation matters. An ad hoc committee might also be formed to decide on a special transaction, particularly one with a related party or to investigate a significant adverse event.

Auditors and audit-related issues

Comprehensive disclosure provides investors with a sense of the company’s long-term operational risk management practices and, more broadly, the quality of the board’s oversight. In the absence of robust disclosures, we may reasonably conclude that companies are not adequately managing risk.

BlackRock recognizes the critical importance of financial statements, which should provide a true and fair picture of a company’s financial condition. We will hold the members of the audit committee or equivalent responsible for overseeing the management of the audit function. We take particular note of cases involving significant financial restatements or ad hoc notifications of material financial weakness.

The integrity of financial statements depends on the auditor being free of any impediments to being an effective check on management. To that end, we believe it is important that auditors are, and are seen to be, independent. Where the audit firm provides services to the company in addition to the audit, the fees earned should be disclosed and explained. Audit committees should have in place a procedure for assessing annually the independence of the auditor.

Capital structure, mergers, asset sales and other special transactions

The capital structure of a company is critical to its owners, the shareholders, as it impacts the value of their investment and the priority of their interest in the company relative to that of other equity or debt investors. Pre-emptive rights are a key protection for shareholders against the dilution of their interests.

Effective voting rights are central to the rights of ownership and we believe strongly in one vote for one share as a guiding principle that supports good corporate governance. Shareholders, as the residual claimants, have the strongest interest in protecting company value, and voting power should match economic exposure.

We are concerned that the creation of a dual share class may result in an over-concentration of power in the hands of a few shareholders, thus disenfranchising other shareholders and amplifying the potential conflict of interest, which the one share, one vote principle is designed to mitigate. However, we recognize that in certain circumstances, companies may have a valid argument for dual-class listings, at least for a limited period of time. We believe that such companies should review these dual-class structures on a regular basis or as company circumstances change. Additionally, they should receive shareholder approval of their capital structure on a periodic basis via a management proposal in the company’s proxy. The proposal should give unaffiliated shareholders the opportunity to affirm the current structure or establish mechanisms to end or phase out controlling structures at the appropriate time, while minimizing costs to shareholders.

In assessing mergers, asset sales or other special transactions, BlackRock’s primary consideration is the long-term economic interests of shareholders. Boards proposing a transaction need to clearly explain the economic and strategic rationale behind it. We will review a proposed transaction to determine the degree to which it enhances long-term shareholder value. We would prefer that proposed transactions have the unanimous support of the board and have been negotiated at arm’s length. We may seek reassurance from the board that executives’ and/or board members’ financial interests in a given transaction have not adversely affected their ability to place shareholders’ interests before their own. Where the transaction involves related parties, we would expect the recommendation to support it to come from the independent directors and it is good practice to be approved by a separate vote of the non-conflicted shareholders.

BlackRock believes that shareholders have a right to dispose of company shares in the open market without unnecessary restriction. In our view, corporate mechanisms designed to limit shareholders’ ability to sell their shares are contrary to

 

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basic property rights. Such mechanisms can serve to protect and entrench interests other than those of the shareholders. We believe that shareholders are broadly capable of making decisions in their own best interests. We expect any so-called ‘shareholder rights plans’ proposed by a board to be subject to shareholder approval upon introduction and periodically thereafter for continuation.

Compensation and benefits

BlackRock expects a company’s board of directors to put in place a compensation structure that incentivizes and rewards executives appropriately and is aligned with shareholder interests, particularly generating sustainable long-term shareholder returns. We would expect the compensation committee to take into account the specific circumstances of the company and the key individuals the board is trying to incentivize. We encourage companies to ensure that their compensation plans incorporate appropriate and challenging performance conditions consistent with corporate strategy and market practice. We use third party research, in addition to our own analysis, to evaluate existing and proposed compensation structures. We hold members of the compensation committee or equivalent board members accountable for poor compensation practices or structures.

BlackRock believes that there should be a clear link between variable pay and company performance that drives shareholder returns. We are not supportive of one-off or special bonuses unrelated to company or individual performance. We acknowledge that the use of peer group evaluation by compensation committees can help ensure competitive pay; however, we are concerned when increases in total compensation at a company are justified solely on peer benchmarking rather than outperformance. We support incentive plans that foster the sustainable achievement of results relative to competitors. The vesting timeframes associated with incentive plans should facilitate a focus on long-term value creation. We believe consideration should be given to building claw back provisions into incentive plans such that executives would be required to forgo rewards when they are not justified by actual performance. Compensation committees should guard against contractual arrangements that would entitle executives to material compensation for early termination of their contract. Finally, pension contributions and other deferred compensation arrangements should be reasonable in light of market practice.

Non-executive directors should be compensated in a manner that is commensurate with the time and effort expended in fulfilling their professional responsibilities. Additionally, these compensation arrangements should not risk compromising their independence or aligning their interests too closely with those of the management, whom they are charged with overseeing.

Environmental and social issues

Our fiduciary duty to clients is to protect and enhance their economic interest in the companies in which we invest on their behalf. It is within this context that we undertake our corporate governance activities. We believe that well-managed companies will deal effectively with the material environmental and social (“E&S”) factors relevant to their businesses. Robust disclosure is essential for investors to effectively gauge companies’ business practices and planning related to E&S risks and opportunities.

BlackRock expects companies to issue reports aligned with the recommendations of the Task Force on Climate-related Financial Disclosures (TCFD) and the standards put forward by the Sustainability Accounting Standards Board (SASB). We view the SASB and TCFD frameworks as complementary in achieving the goal of disclosing more financially material information, particularly as it relates to industry-specific metrics and target setting. TCFD’s recommendations provide an overarching framework for disclosure on the business implications of climate change, and potentially other E&S factors. We find SASB’s industry-specific guidance (as identified in its materiality map) beneficial in helping companies identify and discuss their governance, risk assessments, and performance against these key performance indicators (KPIs). Any global standards adopted, peer group benchmarking undertaken, and verification processes in place should also be disclosed and discussed in this context.

BlackRock has been engaging with companies for several years on disclosure of material E&S factors. Given the increased understanding of sustainability risks and opportunities, and the need for better information to assess them, we specifically ask companies to:

 

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publish a disclosure in line with industry-specific SASB guidelines by year-end, if they have not already done so, or disclose a similar set of data in a way that is relevant to their particular business; and

 

  2)

disclose climate-related risks in line with the TCFD’s recommendations, if they have not already done so. This should include the company’s plan for operating under a scenario where the Paris Agreement’s goal of limiting global warming to less than two degrees is fully realized, as expressed by the TCFD guidelines.

See our commentary on our approach to engagement on TCFD and SASB aligned reporting for greater detail of our expectations.

We will use these disclosures and our engagements to ascertain whether companies are properly managing and overseeing these risks within their business and adequately planning for the future. In the absence of robust disclosures, investors, including BlackRock, will increasingly conclude that companies are not adequately managing risk.

We believe that when a company is not effectively addressing a material issue, its directors should be held accountable. We will generally engage directly with the board or management of a company when we identify issues. We may vote against the election of directors where we have concerns that a company might not be dealing with E&S factors appropriately. Sometimes we may reflect such concerns by supporting a shareholder proposal on the issue, where there seems to be either a significant potential threat or realized harm to shareholders’ interests caused by poor management of material E&S factors.

In deciding our course of action, we will assess the company’s disclosures and the nature of our engagement with the company on the issue over time, including whether:

 

 

The company has already taken sufficient steps to address the concern

 

 

The company is in the process of actively implementing a response

 

 

There is a clear and material economic disadvantage to the company in the near-term if the issue is not addressed in the manner requested by the shareholder proposal

We do not see it as our role to make social or political judgments on behalf of clients. Our consideration of these E&S factors is consistent with protecting the long-term economic interest of our clients’ assets. We expect investee companies to comply, at a minimum, with the laws and regulations of the jurisdictions in which they operate. They should explain how they manage situations where local laws or regulations that significantly impact the company’s operations are contradictory or ambiguous to global norms.

Climate risk

Within the framework laid out above, as well as our guidance on “How BlackRock Investment Stewardship engages on climate risk,” we believe that climate presents significant investment risks and opportunities that may impact the long-term financial sustainability of companies. We believe that the reporting frameworks developed by TCFD and SASB provide useful guidance to companies on identifying, managing, and reporting on climate-related risks and opportunities.

We expect companies to help their investors understand how the company may be impacted by climate risk, in the context of its ability to realize a long-term strategy and generate value over time. We expect companies to convey their governance around this issue through their corporate disclosures aligned with TCFD and SASB. For companies in sectors that are significantly exposed to climate-related risk, we expect the whole board to have demonstrable fluency in how climate risk affects the business and how management approaches assessing, adapting to, and mitigating that risk.

Where a company receives a shareholder proposal related to climate risk, in addition to the factors laid out above, our assessment will take into account the robustness of the company’s existing disclosures as well as our understanding of its management of the issues as revealed through our engagements with the company and board members over time. In certain instances, we may disagree with the details of a climate-related shareholder proposal but agree that the company in question has not made sufficient progress on climate-related disclosures. In these instances, we may not support the proposal, but may vote against the election of relevant directors.

 

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General corporate governance matters and shareholder protections

BlackRock believes that shareholders have a right to timely and detailed information on the financial performance and viability of the companies in which they invest. In addition, companies should also publish information on the governance structures in place and the rights of shareholders to influence these. The reporting and disclosure provided by companies help shareholders assess whether their economic interests have been protected and the quality of the board’s oversight of management. We believe shareholders should have the right to vote on key corporate governance matters, including changes to governance mechanisms, to submit proposals to the shareholders’ meeting and to call special meetings of shareholders.

BlackRock’s oversight of its investment

stewardship activities

Oversight

We hold ourselves to a very high standard in our investment stewardship activities, including proxy voting. This function is executed by a team called BlackRock Investment Stewardship (“BIS”) which is comprised of BlackRock employees who do not have other responsibilities other than their roles in BIS. BIS is considered an investment function. The team does not have sales responsibilities.

BlackRock maintains three regional advisory committees (“Stewardship Advisory Committees”) for (a) the Americas; (b) Europe, the Middle East and Africa (“EMEA”); and (c) Asia-Pacific, generally consisting of senior BlackRock investment professionals and/or senior employees with practical boardroom experience. The regional Stewardship Advisory Committees review and advise on amendments to the proxy voting guidelines covering markets within each respective region (“Guidelines”).

In addition to the regional Stewardship Advisory Committees, the Investment Stewardship Global Oversight Committee (“Global Committee”) is a risk-focused committee, comprised of senior representatives from various BlackRock investment teams, BlackRock’s Deputy General Counsel, the Global Head of Investment Stewardship (“Global Head”), and other senior executives with relevant experience and team oversight.

The Global Head has primary oversight of the activities of BIS, including voting in accordance with the Guidelines, which require the application of professional judgment and consideration of each company’s unique circumstances. The Global Committee reviews and approves amendments to these Global Corporate Governance & Engagement Principles. The Global Committee also reviews and approves amendments to the regional Guidelines, as proposed by the regional Stewardship Advisory Committees.

In addition, the Global Committee receives and reviews periodic reports regarding the votes cast by BIS, as well as regular updates on material process issues, procedural changes and other risk oversight considerations. The Global Committee reviews these reports in an oversight capacity as informed by the BIS corporate governance engagement program and Guidelines.

BIS carries out engagement with companies, monitors and executes proxy votes, and conducts vote operations (including maintaining records of votes cast) in a manner consistent with the relevant Guidelines. BIS also conducts research on corporate governance issues and participates in industry discussions to keep abreast of important developments in the corporate governance field. BIS may utilize third parties for certain of the foregoing activities and performs oversight of those third parties. BIS may raise complicated or particularly controversial matters for internal discussion with the relevant investment teams and/or refer such matters to the appropriate regional Stewardship Advisory Committees for review, discussion and guidance prior to making a voting decision.

 

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Vote execution

We carefully consider proxies submitted to funds and other fiduciary account(s) (“Fund” or “Funds”) for which we have voting authority. BlackRock votes (or refrains from voting) proxies for each Fund for which we have voting authority based on our evaluation of the best long-term economic interests of shareholders, in the exercise of our independent business judgment, and without regard to the relationship of the issuer of the proxy (or any shareholder proponent or dissident shareholder) to the Fund, the Fund’s affiliates (if any), BlackRock or BlackRock’s affiliates, or BlackRock employees (see “Conflicts management policies and procedures”, below).

When exercising voting rights, BlackRock will normally vote on specific proxy issues in accordance with the Guidelines for the relevant market. The Guidelines are reviewed regularly and are amended consistent with changes in the local market practice, as developments in corporate governance occur, or as otherwise deemed advisable by BlackRock’s Stewardship Advisory Committees. BIS may, in the exercise of their professional judgment, conclude that the Guidelines do not cover the specific matter upon which a proxy vote is required or that an exception to the Guidelines would be in the best long-term economic interests of BlackRock’s clients.

In the uncommon circumstance of there being a vote with respect to fixed income securities or the securities of privately held issuers, the decision generally will be made by a Fund’s portfolio managers and/or BIS based on their assessment of the particular transactions or other matters at issue.

In certain markets, proxy voting involves logistical issues which can affect BlackRock’s ability to vote such proxies, as well as the desirability of voting such proxies. These issues include but are not limited to: (i) untimely notice of shareholder meetings; (ii) restrictions on a foreigner’s ability to exercise votes; (iii) requirements to vote proxies in person; (iv) “share-blocking” (requirements that investors who exercise their voting rights surrender the right to dispose of their holdings for some specified period in proximity to the shareholder meeting); (v) potential difficulties in translating the proxy; (vi) regulatory constraints; and (vii) requirements to provide local agents with unrestricted powers of attorney to facilitate voting instructions. We are not supportive of impediments to the exercise of voting rights such as shareblocking or overly burdensome administrative requirements.

As a consequence, BlackRock votes proxies on a “best-efforts” basis. In addition, BIS may determine that it is generally in the best interests of BlackRock’s clients not to vote proxies if the costs (including but not limited to opportunity costs associated with shareblocking constraints) associated with exercising a vote are expected to outweigh the benefit the client would derive by voting on the proposal.

Portfolio managers have full discretion to vote the shares in the Funds they manage based on their analysis of the economic impact of a particular ballot item. Portfolio managers may from time to time reach differing views on how best to maximize economic value with respect to a particular investment. Therefore, portfolio managers may, and sometimes do, vote shares in the Funds under their management differently from one another. However, because BlackRock’s clients are mostly long-term investors with long-term economic goals, ballots are frequently cast in a uniform manner.

Conflicts management policies and procedures

BIS maintains the following policies and procedures that seek to prevent undue influence on BlackRock’s proxy voting activity. Such influence might stem from any relationship between the investee company (or any shareholder proponent or dissident shareholder) and BlackRock, BlackRock’s affiliates, a Fund or a Fund’s affiliates, or BlackRock employees. The following are examples of sources of perceived or potential conflicts of interest:

 

 

BlackRock clients who may be issuers of securities or proponents of shareholder resolutions

 

 

BlackRock business partners or third parties who may be issuers of securities or proponents of shareholder resolutions

 

 

BlackRock employees who may sit on the boards of public companies held in Funds managed by BlackRock

 

 

Significant BlackRock, Inc. investors who may be issuers of securities held in Funds managed by BlackRock

 

 

Securities of BlackRock, Inc. or BlackRock investment funds held in Funds managed by BlackRock

 

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BlackRock, Inc. board members who serve as senior executives of public companies held in Funds managed by BlackRock

BlackRock has taken certain steps to mitigate perceived or potential conflicts including, but not limited to, the following:

 

 

Adopted the Guidelines which are designed to protect and enhance the economic value of the companies in which BlackRock invests on behalf of clients.

 

 

Established a reporting structure that separates BIS from employees with sales, vendor management or business partnership roles. In addition, BlackRock seeks to ensure that all engagements with corporate issuers, dissident shareholders or shareholder proponents are managed consistently and without regard to BlackRock’s relationship with such parties. Clients or business partners are not given special treatment or differentiated access to BIS. BIS prioritizes engagements based on factors including but not limited to our need for additional information to make a voting decision or our view on the likelihood that an engagement could lead to positive outcome(s) over time for the economic value of the company. Within the normal course of business, BIS may engage directly with BlackRock clients, business partners and/or third parties, and/or with employees with sales, vendor management or business partnership roles, in discussions regarding our approach to stewardship, general corporate governance matters, client reporting needs, and/or to otherwise ensure that proxy-related client service levels are met.

 

 

Determined to engage, in certain instances, an independent fiduciary to vote proxies as a further safeguard to avoid potential conflicts of interest, to satisfy regulatory compliance requirements, or as may be otherwise required by applicable law. In such circumstances, the independent fiduciary provides BlackRock’s proxy voting agent with instructions, in accordance with the Guidelines, as to how to vote such proxies, and BlackRock’s proxy voting agent votes the proxy in accordance with the independent fiduciary’s determination. BlackRock uses an independent fiduciary to vote proxies of (i) any company that is affiliated with BlackRock, Inc., (ii) any public company that includes BlackRock employees on its board of directors, (iii) The PNC Financial Services Group, Inc., (iv) any public company of which a BlackRock, Inc. board member serves as a senior executive, and (v) companies when legal or regulatory requirements compel BlackRock to use an independent fiduciary. In selecting an independent fiduciary, we assess several characteristics, including but not limited to: independence, an ability to analyze proxy issues and vote in the best economic interest of our clients, reputation for reliability and integrity, and operational capacity to accurately deliver the assigned votes in a timely manner. We may engage more than one independent fiduciary, in part in order to mitigate potential or perceived conflicts of interest at an independent fiduciary. The Global Committee appoints and reviews the performance of the independent fiduciar(ies), generally on an annual basis.

When so authorized, BlackRock acts as a securities lending agent on behalf of Funds. With regard to the relationship between securities lending and proxy voting, BlackRock’s approach is driven by our clients’ economic interests. The decision whether to recall securities on loan to vote is based on a formal analysis of the revenue producing value to clients of loans, against the assessed economic value of casting votes. Generally, we expect that the likely economic value to clients of casting votes would be less than the securities lending income, either because, in our assessment, the resolutions being voted on will not have significant economic consequences or because the outcome would not be affected by BlackRock recalling loaned securities in order to vote. BlackRock also may, in our discretion, determine that the value of voting outweighs the cost of recalling shares, and thus recall shares to vote in that instance.

Periodically, BlackRock reviews our process for determining whether to recall securities on loan in order to vote and may modify it as necessary.

Voting guidelines

The issue-specific Guidelines published for each region/country in which we vote are intended to summarize BlackRock’s general philosophy and approach to issues that may commonly arise in the proxy voting context in each market where we invest. These Guidelines are not intended to be exhaustive. BIS applies the Guidelines on a case-by-case basis, in the context of the individual circumstances of each company and the specific issue under review. As such, these Guidelines do not indicate how BIS will vote in every instance. Rather, they share our view about corporate governance issues generally, and provide insight into how we typically approach issues that commonly arise on corporate ballots.

 

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Reporting and vote transparency

We inform clients about our engagement and voting policies and activities through direct communication and through disclosure on our website. Each year we publish an annual report, an annual engagement and voting statistics report, and our full voting record to our website. On a quarterly basis, we publish regional reports which provide an overview of our investment stewardship engagement and voting activities during the quarter, including market developments, speaking engagements, and engagement and voting statistics. Additionally, we make public our market-specific voting guidelines for the benefit of clients and companies with whom we engage.

 

 

 

This document is provided for information purposes only and must not be relied upon as a forecast, research, or investment advice. BlackRock is not making any recommendation or soliciting any action based upon the information contained herein and nothing in this document should be construed as constituting an offer to sell, or a solicitation of any offer to buy, securities in any jurisdiction to any person. This information provided herein does not constitute financial, tax, legal or accounting advice, you should consult your own advisers on such matters.

The information and opinions contained in this document are as of January 2020 unless it is stated otherwise and may change as subsequent conditions vary. The information and opinions contained in this material are derived from proprietary and non-proprietary sources deemed by BlackRock to be reliable, are not necessarily all-inclusive and are not guaranteed as to accuracy. Although such information is believed to be reliable for the purposes used herein, BlackRock does not assume any responsibility for the accuracy or completeness of such information. Reliance upon information in this material is at the sole discretion of the reader. Certain information contained herein represents or is based upon forward-looking statements or information. BlackRock and its affiliates believe that such statements and information are based upon reasonable estimates and assumptions. However, forward-looking statements are inherently uncertain, and factors may cause events or results to differ from those projected. Therefore, undue reliance should not be placed on such forward-looking statements and information.

Prepared by BlackRock, Inc.

©2020 BlackRock, Inc. All rights reserved.

 

LOGO

BlackRock

Investment

Stewardship

Corporate governance and proxy voting

guidelines for U.S. securities

January 2020

 

 

LOGO


 

Contents   

Introduction

     3  

Voting guidelines

     3  

Boards and directors

     3  

Auditors and audit-related issues

     8  

Capital structure proposals

     9  

Mergers, asset sales, and other special transactions

     10  

Executive Compensation

     10  

Environmental and social issues

     13  

General corporate governance matters

     14  

Shareholder Protections

     16  

If you would like additional information, please contact:

ContactStewardship@blackrock.com

 

 

 

BLACKROCK


These guidelines should be read in conjunction with the BlackRock Investment Stewardship Global Corporate Governance Guidelines & Engagement Principles.

Introduction

BlackRock, Inc. and its subsidiaries (collectively, “BlackRock”) seek to make proxy voting decisions in the manner most likely to protect and enhance the economic value of the securities held in client accounts. The following issue-specific proxy voting guidelines (the “Guidelines”) are intended to summarize BlackRock Investment Stewardship’s general philosophy and approach to corporate governance issues that most commonly arise in proxy voting for U.S. securities. These Guidelines are not intended to limit the analysis of individual issues at specific companies and are not intended to provide a guide to how BlackRock will vote in every instance. Rather, they share our view about corporate governance issues generally, and provide insight into how we typically approach issues that commonly arise on corporate ballots, as well as our expectations of boards of directors. They are applied with discretion, taking into consideration the range of issues and facts specific to the company and the individual ballot item.

Voting guidelines

These guidelines are divided into eight key themes which group together the issues that frequently appear on the agenda of annual and extraordinary meetings of shareholders:

 

 

Boards and directors

 

 

Auditors and audit-related issues

 

 

Capital structure

 

 

Mergers, asset sales, and other special transactions

 

 

Executive compensation

 

 

Environmental and social issues

 

 

General corporate governance matters

 

 

Shareholder protections

Boards and directors

Director elections

In general, BlackRock supports the election of directors as recommended by the board in uncontested elections. However, we believe that when a company is not effectively addressing a material issue, its directors should be held accountable. We may withhold votes from directors or members of particular board committees in certain situations, as indicated below.

Independence

We expect a majority of the directors on the board to be independent. In addition, all members of key committees, including audit, compensation, and nominating / governance committees, should be independent. Our view of independence may vary slightly from listing standards.

In particular, common impediments to independence in the U.S. may include:

 

 

Employment as a senior executive by the company or a subsidiary within the past five years

 

 

An equity ownership in the company in excess of 20%

 

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Having any other interest, business, or relationship which could, or could reasonably be perceived to, materially interfere with the director’s ability to act in the best interests of the company

We may vote against directors serving on key committees that we do not consider to be independent.

When evaluating controlled companies, as defined by the U.S. stock exchanges, we will only vote against insiders or affiliates who sit on the audit committee, but not other key committees.

Oversight

We expect the board to exercise appropriate oversight over management and business activities of the company. We will consider voting against committee members and / or individual directors in the following circumstances:

 

 

Where the board has failed to exercise oversight with regard to accounting practices or audit oversight, we will consider voting against the current audit committee, and any other members of the board who may be responsible. For example, this may apply to members of the audit committee during a period when the board failed to facilitate quality, independent auditing if substantial accounting irregularities suggest insufficient oversight by that committee

 

 

Members of the compensation committee during a period in which executive compensation appears excessive relative to performance and peers, and where we believe the compensation committee has not already substantially addressed this issue

 

 

The chair of the nominating / governance committee, or where no chair exists, the nominating / governance committee member with the longest tenure, where the board is not comprised of a majority of independent directors. However, this would not apply in the case of a controlled company

 

 

Where it appears the director has acted (at the company or at other companies) in a manner that compromises his / her reliability to represent the best long-term economic interests of shareholders

 

 

Where a director has a pattern of poor attendance at combined board and applicable key committee meetings. Excluding exigent circumstances, BlackRock generally considers attendance at less than 75% of the combined board and applicable key committee meetings by a board member to be poor attendance

 

 

Where a director serves on an excess number of boards, which may limit his / her capacity to focus on each board’s requirements. The following illustrates the maximum number of boards on which a director may serve, before he / she is considered to be over-committed:

 

     
    

 

Public Company CEO  

 

  

 

  # Outside Public Boards*  

 

  

 

  Total # of Public Boards  

 

       

Director A

 

  

    

 

  

1

 

  

2

 

       

Director B

 

       

3

 

  

4

 

  *In addition to the company under review   

Responsiveness to shareholders

We expect a board to be engaged and responsive to its shareholders. Where we believe a board has not substantially addressed shareholder concerns, we may vote against the appropriate committees and / or individual directors. The following illustrates common circumstances:

 

 

The independent chair or lead independent director, members of the nominating / governance committee, and / or the longest tenured director(s), where we observe a lack of board responsiveness to shareholders, evidence of board entrenchment, and / or failure to promote adequate board succession planning

 

 

The chair of the nominating / governance committee, or where no chair exists, the nominating / governance committee member with the longest tenure, where board member(s) at the most recent election of directors have

 

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received withhold votes from more than 30% of shares voted and the board has not taken appropriate action to respond to shareholder concerns. This may not apply in cases where BlackRock did not support the initial withhold vote

 

 

The independent chair or lead independent director and / or members of the nominating / governance committee, where a board fails to implement shareholder proposals that receive a majority of votes cast at a prior shareholder meeting, and the proposals, in our view, have a direct and substantial impact on shareholders’ fundamental rights or long-term economic interests

Shareholder rights

We expect a board to act with integrity and to uphold governance best practices. Where we believe a board has not acted in the best interests of its shareholders, we may vote against the appropriate committees and / or individual directors. The following illustrates common circumstances:

 

 

The independent chair or lead independent director and members of the governance committee, where a board implements or renews a poison pill without shareholder approval

 

 

The independent chair or lead independent director and members of the governance committee, where a board amends the charter / articles / bylaws such that the effect may be to entrench directors or to significantly reduce shareholder rights

 

 

Members of the compensation committee where the company has repriced options without shareholder approval

 

 

If a board maintains a classified structure, it is possible that the director(s) with whom we have a particular concern may not be subject to election in the year that the concern arises. In such situations, if we have a concern regarding a committee or committee chair that is not up for re-election, we will generally register our concern by withholding votes from all available members of the relevant committee

Board composition and effectiveness

We encourage boards to periodically renew their membership to ensure relevant skills and experience within the boardroom. To this end, regular performance reviews and skills assessments should be conducted by the nominating / governance committee.

Furthermore, we expect boards to be comprised of a diverse selection of individuals who bring their personal and professional experiences to bear in order to create a constructive debate of competing views and opinions in the boardroom. We recognize that diversity has multiple dimensions. In identifying potential candidates, boards should take into consideration the full breadth of diversity including personal factors, such as gender, ethnicity, and age; as well as professional characteristics, such as a director’s industry, area of expertise, and geographic location. In addition to other elements of diversity, we encourage companies to have at least two women directors on their board. Our publicly available commentary explains our approach to engaging on board diversity.

We encourage boards to disclose their views on:

 

 

The mix of competencies, experience, and other qualities required to effectively oversee and guide management in light of the stated long-term strategy of the company

 

 

The process by which candidates are identified and selected, including whether professional firms or other sources outside of incumbent directors’ networks have been engaged to identify and / or assess candidates

 

 

The process by which boards evaluate themselves and any significant outcomes of the evaluation process, without divulging inappropriate and / or sensitive details

 

 

The consideration given to board diversity, including, but not limited to, gender, ethnicity, race, age, experience, geographic location, skills, and perspective in the nomination process

 

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While we support regular board refreshment, we are not opposed in principle to long-tenured directors, nor do we believe that long board tenure is necessarily an impediment to director independence. A variety of director tenures within the boardroom can be beneficial to ensure board quality and continuity of experience.

Our primary concern is that board members are able to contribute effectively as corporate strategy evolves and business conditions change, and that all directors, regardless of tenure, demonstrate appropriate responsiveness to shareholders. We acknowledge that no single person can be expected to bring all relevant skill sets to a board; at the same time, we generally do not believe it is necessary or appropriate to have any particular director on the board solely by virtue of a singular background or specific area of expertise.

Where boards find that age limits or term limits are the most efficient and objective mechanism for ensuring periodic board refreshment, we generally defer to the board’s determination in setting such limits.

To the extent that we believe that a company has not adequately accounted for diversity in its board composition within a reasonable timeframe, we may vote against the nominating / governance committee for an apparent lack of commitment to board effectiveness.

Board size

We typically defer to the board in setting the appropriate size and believe directors are generally in the best position to assess the optimal board size to ensure effectiveness. However, we may oppose boards that appear too small to allow for effective shareholder representation or too large to function efficiently.

CEO and management succession planning

There should be a robust CEO and senior management succession plan in place at the board level that is reviewed and updated on a regular basis. We expect succession planning to cover both long-term planning consistent with the strategic direction of the company and identified leadership needs over time, as well as short-term planning in the event of an unanticipated executive departure. We encourage the company to explain its executive succession planning process, including where accountability lies within the boardroom for this task, without prematurely divulging sensitive information commonly associated with this exercise.

Classified board of directors / staggered terms

We believe that directors should be re-elected annually and that classification of the board generally limits shareholders’ rights to regularly evaluate a board’s performance and select directors. While we will typically support proposals requesting board de-classification, we may make exceptions, should the board articulate an appropriate strategic rationale for a classified board structure, such as when a company needs consistency and stability during a time of transition, e.g. newly public companies or companies undergoing a strategic restructuring. A classified board structure may also be justified at non-operating companies, e.g. closed-end funds or business development companies (BDC)1, in certain circumstances. We would, however, expect boards with a classified structure to periodically review the rationale for such structure and consider when annual elections might be appropriate.

Without a voting mechanism to immediately address concerns of a specific director, we may choose to vote against or withhold votes from the available slate of directors by default (see “Shareholder rights” for additional detail).

Contested director elections

The details of contested elections, or proxy contests, are assessed on a case-by-case basis. We evaluate a number of factors, which may include: the qualifications of the dissident and management candidates; the validity of the concerns identified by the dissident; the viability of both the dissident’s and management’s plans; the likelihood that the dissident’s

 

 

1A business development company (BDC) is a special investment vehicle under the Investment Company Act of 1940 that is designed to facilitate capital formation for small and middle-market companies.

 

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solutions will produce the desired change; and whether the dissident represents the best option for enhancing long-term shareholder value.

Cumulative voting

We believe that a majority vote standard is in the best long-term interest of shareholders. It ensures director accountability via the requirement to be elected by more than half of the votes cast. As such, we will generally oppose proposals requesting the adoption of cumulative voting, which may disproportionately aggregate votes on certain issues or director candidates.

Director compensation and equity programs

We believe that compensation for directors should be structured to attract and retain the best possible directors, while also aligning their interests with those of shareholders. We believe director compensation packages that are based on the company’s long-term value creation and include some form of long-term equity compensation are more likely to meet this goal. In addition, we expect directors to build meaningful share ownership over time.

Majority vote requirements

BlackRock believes that directors should generally be elected by a majority of the shares voted and will normally support proposals seeking to introduce bylaws requiring a majority vote standard for director elections. Majority voting standards assist in ensuring that directors who are not broadly supported by shareholders are not elected to serve as their representatives. Some companies with a plurality voting standard have adopted a resignation policy for directors who do not receive support from at least a majority of votes cast. Where we believe that the company already has a sufficiently robust majority voting process in place, we may not support a shareholder proposal seeking an alternative mechanism.

Risk oversight

Companies should have an established process for identifying, monitoring, and managing key risks. Independent directors should have ready access to relevant management information and outside advice, as appropriate, to ensure they can properly oversee risk management. We encourage companies to provide transparency around risk measurement, mitigation, and reporting to the board. We are particularly interested in understanding how risk oversight processes evolve in response to changes in corporate strategy and / or shifts in the business and related risk environment. Comprehensive disclosure provides investors with a sense of the company’s long-term operational risk management practices and, more broadly, the quality of the board’s oversight. In the absence of robust disclosures, we may reasonably conclude that companies are not adequately managing risk.

Separation of chairman and CEO

We believe that independent leadership is important in the boardroom. In the U.S. there are two commonly accepted structures for independent board leadership: 1) an independent chairman; or 2) a lead independent director when the roles of chairman and CEO are combined.

In the absence of a significant governance concern, we defer to boards to designate the most appropriate leadership structure to ensure adequate balance and independence.

In the event that the board chooses a combined chair / CEO model, we generally support the designation of a lead independent director if they have the power to: 1) provide formal input into board meeting agendas; 2) call meetings of the independent directors; and 3) preside at meetings of independent directors. Furthermore, while we anticipate that most directors will be elected annually, we believe an element of continuity is important for this role for an extended period of time to provide appropriate leadership balance to the chair / CEO.

 

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The following table illustrates examples of responsibilities under each board leadership model:

 

   
   Combined Chair / CEO Model    Separate Chair Model
     
                           Chair  /CEO                            Lead Director    Chair
       
Board Meetings   

Authority to call full meetings

of the board of directors

  

Attends full meetings of the board of directors

 

Authority to call meetings of independent directors

 

Briefs CEO on issues arising from executive sessions

 

   Authority to call full meetings of the board of directors
       
Agenda   

Primary responsibility for shaping board agendas, consulting with the lead director  

 

   Collaborates with chair / CEO to set board agenda and board information    Primary responsibility for shaping board agendas, in conjunction with CEO
       

Board

Communications

   Communicates with all directors on key issues and concerns outside of full board meetings   

Facilitates discussion among independent directors on key issues and concerns outside of full board meetings, including contributing to the oversight of CEO and management succession planning

 

  

Facilitates discussion among independent directors on key issues and concerns outside of full board meetings, including contributing to the oversight of CEO and management succession planning

 

Auditors and audit-related issues

BlackRock recognizes the critical importance of financial statements to provide a complete and accurate portrayal of a company’s financial condition. Consistent with our approach to voting on boards of directors, we seek to hold the audit committee of the board responsible for overseeing the management of the audit function at a company, and may withhold votes from the audit committee members where the board has failed to facilitate quality, independent auditing. We look to the audit committee report for insight into the scope of the audit committee responsibilities, including an overview of audit committee processes, issues on the audit committee agenda, and key decisions taken by the audit committee. We take particular note of cases involving significant financial restatements or material weakness disclosures, and we expect timely disclosure and remediation of accounting irregularities.

The integrity of financial statements depends on the auditor effectively fulfilling its role. To that end, we favor an independent auditor. In addition, to the extent that an auditor fails to reasonably identify and address issues that eventually lead to a significant financial restatement, or the audit firm has violated standards of practice that protect the interests of shareholders, we may also vote against ratification.

From time to time, shareholder proposals may be presented to promote auditor independence or the rotation of audit firms. We may support these proposals when they are consistent with our views as described above.

 

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Capital structure proposals

Equal voting rights

BlackRock believes that shareholders should be entitled to voting rights in proportion to their economic interests. We believe that companies that look to add or already have dual or multiple class share structures should review these structures on a regular basis or as company circumstances change. Companies should receive shareholder approval of their capital structure on a periodic basis via a management proposal on the company’s proxy. The proposal should give unaffiliated shareholders the opportunity to affirm the current structure or establish mechanisms to end or phase out controlling structures at the appropriate time, while minimizing costs to shareholders.

Blank check preferred stock

We frequently oppose proposals requesting authorization of a class of preferred stock with unspecified voting, conversion, dividend distribution, and other rights (“blank check” preferred stock) because they may serve as a transfer of authority from shareholders to the board and as a possible entrenchment device. We generally view the board’s discretion to establish voting rights on a when-issued basis as a potential anti-takeover device, as it affords the board the ability to place a block of stock with an investor sympathetic to management, thereby foiling a takeover bid without a shareholder vote.

Nonetheless, we may support the proposal where the company:

 

 

Appears to have a legitimate financing motive for requesting blank check authority

 

 

Has committed publicly that blank check preferred shares will not be used for anti-takeover purposes

 

 

Has a history of using blank check preferred stock for financings

 

 

Has blank check preferred stock previously outstanding such that an increase would not necessarily provide further anti-takeover protection but may provide greater financing flexibility

Increase in authorized common shares

BlackRock considers industry-specific norms in our analysis of these proposals, as well as a company’s history with respect to the use of its common shares. Generally, we are predisposed to support a company if the board believes additional common shares are necessary to carry out the firm’s business. The most substantial concern we might have with an increase is the possibility of use of common shares to fund a poison pill plan that is not in the economic interests of shareholders.

Increase or issuance of preferred stock

We generally support proposals to increase or issue preferred stock in cases where the company specifies the voting, dividend, conversion, and other rights of such stock where the terms of the preferred stock appear reasonable.

Stock splits

We generally support stock splits that are not likely to negatively affect the ability to trade shares or the economic value of a share. We generally support reverse stock splits that are designed to avoid delisting or to facilitate trading in the stock, where the reverse split will not have a negative impact on share value (e.g. one class is reduced while others remain at pre-split levels). In the event of a proposal for a reverse split that would not also proportionately reduce the company’s authorized stock, we apply the same analysis we would use for a proposal to increase authorized stock.

 

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Mergers, asset sales, and other special transactions

BlackRock’s primary concern is the best long-term economic interests of shareholders. While merger, asset sales, and other special transaction proposals vary widely in scope and substance, we closely examine certain salient features in our analyses, such as:

 

 

The degree to which the proposed transaction represents a premium to the company’s trading price. We consider the share price over multiple time periods prior to the date of the merger announcement. In most cases, business combinations should provide a premium. We may consider comparable transaction analyses provided by the parties’ financial advisors and our own valuation assessments. For companies facing insolvency or bankruptcy, a premium may not apply

 

 

There should be clear strategic, operational, and / or financial rationale for the combination

 

 

Unanimous board approval and arm’s-length negotiations are preferred. We will consider whether the transaction involves a dissenting board or does not appear to be the result of an arm’s-length bidding process. We may also consider whether executive and / or board members’ financial interests in a given transaction appear likely to affect their ability to place shareholders’ interests before their own

 

 

We prefer transaction proposals that include the fairness opinion of a reputable financial advisor assessing the value of the transaction to shareholders in comparison to recent similar transactions

Poison pill plans

Where a poison pill is put to a shareholder vote by management, our policy is to examine these plans individually. Although we oppose most plans, we may support plans that include a reasonable “qualifying offer clause.” Such clauses typically require shareholder ratification of the pill and stipulate a sunset provision whereby the pill expires unless it is renewed. These clauses also tend to specify that an all cash bid for all shares that includes a fairness opinion and evidence of financing does not trigger the pill, but forces either a special meeting at which the offer is put to a shareholder vote, or the board to seek the written consent of shareholders where shareholders could rescind the pill at their discretion. We may also support a pill where it is the only effective method for protecting tax or other economic benefits that may be associated with limiting the ownership changes of individual shareholders.

We generally vote in favor of shareholder proposals to rescind poison pills.

Reimbursement of expenses for successful shareholder campaigns

We generally do not support shareholder proposals seeking the reimbursement of proxy contest expenses, even in situations where we support the shareholder campaign. We believe that introducing the possibility of such reimbursement may incentivize disruptive and unnecessary shareholder campaigns.

Executive Compensation

We note that there are both management and shareholder proposals related to executive compensation. We generally vote on these proposals as described below, except that we typically oppose shareholder proposals on issues where the company already has a reasonable policy in place that we believe is sufficient to address the issue. We may also oppose a shareholder proposal regarding executive compensation if the company’s history suggests that the issue raised is not likely to present a problem for that company.

Advisory resolutions on executive compensation (“Say on Pay”)

In cases where there is a Say on Pay vote, BlackRock will respond to the proposal as informed by our evaluation of compensation practices at that particular company and in a manner that appropriately addresses the specific question

 

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posed to shareholders. In a commentary on our website, entitled “BlackRock Investment Stewardship’s approach to executive compensation,” we explain our beliefs and expectations related to executive compensation practices, our Say on Pay analysis framework, and our typical approach to engagement and voting on Say on Pay.

Advisory votes on the frequency of Say on Pay resolutions

BlackRock will generally support triennial pay frequency votes, but we defer to the board to determine the appropriate timeframe upon which pay should be reviewed. In evaluating pay, we believe that the compensation committee is responsible for constructing a plan that appropriately incentivizes executives for long-term value creation, utilizing relevant metrics and structure to ensure overall pay and performance alignment. In a similar vein, we defer to the board to establish the most appropriate timeframe for review of pay structure, absent a change in strategy that would suggest otherwise.

However, we may support an annual pay frequency vote in some situations, for example, where we conclude that a company has failed to align pay with performance. In these circumstances, we will also consider voting against the compensation committee members.

Claw back proposals

We generally favor recoupment from any senior executive whose compensation was based on faulty financial reporting or deceptive business practices. In addition to fraudulent acts, we also favor recoupment from any senior executive whose behavior caused direct financial harm to shareholders, reputational risk to the company, or resulted in a criminal investigation, even if such actions did not ultimately result in a material restatement of past results. This includes, but is not limited to, settlement agreements arising from such behavior and paid for directly by the company. We typically support shareholder proposals on these matters unless the company already has a robust claw back policy that sufficiently addresses our concerns.

Employee stock purchase plans

We believe these plans can provide performance incentives and help align employees’ interests with those of shareholders. The most common form of employee stock purchase plan (“ESPP”) qualifies for favorable tax treatment under Section 423 of the Internal Revenue Code. We will typically support qualified ESPP proposals.

Equity compensation plans

BlackRock supports equity plans that align the economic interests of directors, managers, and other employees with those of shareholders. We believe that boards should establish policies prohibiting the use of equity awards in a manner that could disrupt the intended alignment with shareholder interests (e.g. the use of stock as collateral for a loan; the use of stock in a margin account; the use of stock [or an unvested award] in hedging or derivative transactions). We may support shareholder proposals requesting the establishment of such policies.

Our evaluation of equity compensation plans is based on a company’s executive pay and performance relative to peers and whether the plan plays a significant role in a pay-for-performance disconnect. We generally oppose plans that contain “evergreen” provisions, which allow for the unlimited increase of shares reserved without requiring further shareholder approval after a reasonable time period. We also generally oppose plans that allow for repricing without shareholder approval. We may also oppose plans that provide for the acceleration of vesting of equity awards even in situations where an actual change of control may not occur. We encourage companies to structure their change of control provisions to require the termination of the covered employee before acceleration or special payments are triggered.

Golden parachutes

We generally view golden parachutes as encouragement to management to consider transactions that might be beneficial to shareholders. However, a large potential pay-out under a golden parachute arrangement also presents the risk of motivating a management team to support a sub-optimal sale price for a company.

 

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When determining whether to support or oppose an advisory vote on a golden parachute plan, we normally support the plan unless it appears to result in payments that are excessive or detrimental to shareholders. In evaluating golden parachute plans, BlackRock may consider several factors, including:

 

 

Whether we believe that the triggering event is in the best interest of shareholders

 

 

Whether management attempted to maximize shareholder value in the triggering event

 

 

The percentage of total premium or transaction value that will be transferred to the management team, rather than shareholders, as a result of the golden parachute payment

 

 

Whether excessively large excise tax gross-up payments are part of the pay-out

 

 

Whether the pay package that serves as the basis for calculating the golden parachute payment was reasonable in light of performance and peers

 

 

Whether the golden parachute payment will have the effect of rewarding a management team that has failed to effectively manage the company

It may be difficult to anticipate the results of a plan until after it has been triggered; as a result, BlackRock may vote against a golden parachute proposal even if the golden parachute plan under review was approved by shareholders when it was implemented.

We may support shareholder proposals requesting that implementation of such arrangements require shareholder approval. We generally support proposals requiring shareholder approval of plans that exceed 2.99 times an executive’s current salary and bonus, including equity compensation.

Option exchanges

We believe that there may be legitimate instances where underwater options create an overhang on a company’s capital structure and a repricing or option exchange may be warranted. We will evaluate these instances on a case-by-case basis. BlackRock may support a request to reprice or exchange underwater options under the following circumstances:

 

 

The company has experienced significant stock price decline as a result of macroeconomic trends, not individual company performance

 

 

Directors and executive officers are excluded; the exchange is value neutral or value creative to shareholders; tax, accounting, and other technical considerations have been fully contemplated

 

 

There is clear evidence that absent repricing, the company will suffer serious employee incentive or retention and recruiting problems

BlackRock may also support a request to exchange underwater options in other circumstances, if we determine that the exchange is in the best interest of shareholders.

Pay-for-Performance plans

In order for executive compensation exceeding $1 million USD to qualify for federal tax deductions, related to Section 162(m) of the Internal Revenue Code of 1986, the Omnibus Budget Reconciliation Act (“OBRA”) requires companies to link compensation for the company’s top five executives to disclosed performance goals and submit the plans for shareholder approval. The law further requires that a compensation committee comprised solely of outside directors administer these plans. Because the primary objective of these proposals is to preserve the deductibility of such compensation, we generally favor approval in order to preserve net income.

 

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Supplemental executive retirement plans

BlackRock may support shareholder proposals requesting to put extraordinary benefits contained in Supplemental Executive Retirement Plans (“SERP”) agreements to a shareholder vote unless the company’s executive pension plans do not contain excessive benefits beyond what is offered under employee-wide plans.

Environmental and social issues

Our fiduciary duty to clients is to protect and enhance their economic interest in the companies in which we invest on their behalf. It is within this context that we undertake our corporate governance activities. We believe that well-managed companies will deal effectively with the material environmental and social (“E&S”) factors relevant to their businesses. Robust disclosure is essential for investors to effectively gauge companies’ business practices and planning related to E&S risks and opportunities.

BlackRock expects companies to issue reports aligned with the recommendations of the Task Force on Climate-related Financial Disclosures (TCFD) and the standards put forward by the Sustainability Accounting Standards Board (SASB). We view the SASB and TCFD frameworks as complementary in achieving the goal of disclosing more financially material information, particularly as it relates to industry-specific metrics and target setting. TCFD’s recommendations provide an overarching framework for disclosure on the business implications of climate change, and potentially other E&S factors. We find SASB’s industry-specific guidance (as identified in its materiality map) beneficial in helping companies identify and discuss their governance, risk assessments, and performance against these key performance indicators (KPIs). Any global standards adopted, peer group benchmarking undertaken, and verification process in place should also be disclosed and discussed in this context.

BlackRock has been engaging with companies for several years on disclosure of material E&S factors. Given the increased understanding of sustainability risks and opportunities, and the need for better information to assess them, we specifically ask companies to:

 

  1)

Publish disclosures in line with industry specific SASB guidelines by year-end, if they have not already done so, or disclose a similar set of data in a way that is relevant to their particular business; and

 

  2)

Disclose climate-related risks in line with the TCFD’s recommendations, if they have not already done so. This should include the company’s plan for operating under a scenario where the Paris Agreement’s goal of limiting global warming to less than two degrees is fully realized, as expressed by the TCFD guidelines.

See our commentary on our approach to engagement on TCFD and SASB aligned reporting for greater detail of our expectations.

We will use these disclosures and our engagements to ascertain whether companies are properly managing and overseeing these risks within their business and adequately planning for the future. In the absence of robust disclosures, investors, including BlackRock, will increasingly conclude that companies are not adequately managing risk.

We believe that when a company is not effectively addressing a material issue, its directors should be held accountable. We will generally engage directly with the board or management of a company when we identify issues. We may vote against the election of directors where we have concerns that a company might not be dealing with E&S factors appropriately. Sometimes we may reflect such concerns by supporting a shareholder proposal on the issue, where there seems to be either a significant potential threat or realized harm to shareholders’ interests caused by poor management of material E&S factors. In deciding our course of action, we will assess the nature of our engagement with the company on the issue over time, including whether:

 

 

The company has already taken sufficient steps to address the concern

 

 

The company is in the process of actively implementing a response

 

 

There is a clear and material economic disadvantage to the company in the near-term if the issue is not addressed in the manner requested by the shareholder proposal

 

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We do not see it as our role to make social, ethical, or political judgments on behalf of clients, but rather, to protect their long-term economic interests as shareholders. We expect investee companies to comply, at a minimum, with the laws and regulations of the jurisdictions in which they operate. They should explain how they manage situations where such laws or regulations are contradictory or ambiguous.

Climate risk

Within the framework laid out above, as well as our guidance on “How BlackRock Investment Stewardship engages on climate risk,” we believe that climate presents significant investment risks and opportunities that may impact the long-term financial sustainability of companies. We believe that the reporting frameworks developed by TCFD and SASB provide useful guidance to companies on identifying, managing, and reporting on climate-related risks and opportunities.

We expect companies to help their investors understand how the company may be impacted by climate risk, in the context of its ability to realize a long-term strategy and generate value over time. We expect companies to convey their governance around this issue through their corporate disclosures aligned with TCFD and SASB. For companies in sectors that are significantly exposed to climate-related risk, we expect the whole board to have demonstrable fluency in how climate risk affects the business and how management approaches assessing, adapting to, and mitigating that risk.

Where a company receives a shareholder proposal related to climate risk, in addition to the factors laid out above, our assessment will take into account the robustness of the company’s existing disclosures as well as our understanding of its management of the issues as revealed through our engagements with the company and board members over time. In certain instances, we may disagree with the details of a climate-related shareholder proposal but agree that the company in question has not made sufficient progress on climate-related disclosures. In these instances, we may not support the proposal, but may vote against the election of relevant directors.

Corporate political activities

Companies may engage in certain political activities, within legal and regulatory limits, in order to influence public policy consistent with the companies’ values and strategies, and thus serve shareholders’ best long-term economic interests. These activities can create risks, including: the potential for allegations of corruption; the potential for reputational issues associated with a candidate, party, or issue; and risks that arise from the complex legal, regulatory, and compliance considerations associated with corporate political activity. We believe that companies which choose to engage in political activities should develop and maintain robust processes to guide these activities and to mitigate risks, including a level of board oversight.

When presented with shareholder proposals requesting increased disclosure on corporate political activities, we may consider the political activities of that company and its peers, the existing level of disclosure, and our view regarding the associated risks. We generally believe that it is the duty of boards and management to determine the appropriate level of disclosure of all types of corporate activity, and we are generally not supportive of proposals that are overly prescriptive in nature. We may decide to support a shareholder proposal requesting additional reporting of corporate political activities where there seems to be either a significant potential threat or actual harm to shareholders’ interests, and where we believe the company has not already provided shareholders with sufficient information to assess the company’s management of the risk.

Finally, we believe that it is not the role of shareholders to suggest or approve corporate political activities; therefore we generally do not support proposals requesting a shareholder vote on political activities or expenditures.

General corporate governance matters

Adjourn meeting to solicit additional votes

We generally support such proposals unless the agenda contains items that we judge to be detrimental to shareholders’ best long-term economic interests.

 

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Bundled proposals

We believe that shareholders should have the opportunity to review substantial governance changes individually without having to accept bundled proposals. Where several measures are grouped into one proposal, BlackRock may reject certain positive changes when linked with proposals that generally contradict or impede the rights and economic interests of shareholders.

Exclusive forum provisions

BlackRock generally supports proposals to seek exclusive forum for certain shareholder litigation. In cases where a board unilaterally adopts exclusive forum provisions that we consider unfavorable to the interests of shareholders, we will vote against the independent chair or lead independent director and members of the governance committee.

Multi-jurisdictional companies

Where a company is listed on multiple exchanges or incorporated in a country different from its primary listing, we will seek to apply the most relevant market guideline(s) to our analysis of the company’s governance structure and specific proposals on the shareholder meeting agenda. In doing so, we typically consider the governance standards of the company’s primary listing, the market standards by which the company governs itself, and the market context of each specific proposal on the agenda. If the relevant standards are silent on the issue under consideration, we will use our professional judgment as to what voting outcome would best protect the long-term economic interests of investors. We expect that companies will disclose the rationale for their selection of primary listing, country of incorporation, and choice of governance structures, in particular where there is conflict between relevant market governance practices.

Other business

We oppose giving companies our proxy to vote on matters where we are not given the opportunity to review and understand those measures and carry out an appropriate level of shareholder oversight.

Reincorporation

Proposals to reincorporate from one state or country to another are most frequently motivated by considerations of anti-takeover protections, legal advantages, and / or cost savings. We will evaluate, on a case-by-case basis, the economic and strategic rationale behind the company’s proposal to reincorporate. In all instances, we will evaluate the changes to shareholder protection under the new charter / articles / bylaws to assess whether the move increases or decreases shareholder protections. Where we find that shareholder protections are diminished, we may support reincorporation if we determine that the overall benefits outweigh the diminished rights.

IPO governance

We expect boards to consider and disclose how the corporate governance structures adopted upon initial public offering (“IPO”) are in shareholders’ best long-term interests. We also expect boards to conduct a regular review of corporate governance and control structures, such that boards might evolve foundational corporate governance structures as company circumstances change, without undue costs and disruption to shareholders. In our letter on unequal voting structures, we articulate our view that “one vote for one share” is the preferred structure for publicly-traded companies. We also recognize the potential benefits of dual class shares to newly public companies as they establish themselves; however, we believe that these structures should have a specific and limited duration. We will generally engage new companies on topics such as classified boards and supermajority vote provisions to amend bylaws, as we believe that such arrangements may not be in the best interest of shareholders in the long-term.

We will typically apply a one-year grace period for the application of certain director-related guidelines (including, but not limited to, director independence and over-boarding considerations), during which we expect boards to take steps to bring corporate governance standards in line with our expectations.

 

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Further, if a company qualifies as an emerging growth company (an “EGC”) under the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), we will give consideration to the NYSE and NASDAQ governance exemptions granted under the JOBS Act for the duration such a company is categorized as an EGC. We expect an EGC to have a totally independent audit committee by the first anniversary of its IPO, with our standard approach to voting on auditors and audit-related issues applicable in full for an EGC on the first anniversary of its IPO.

Shareholder Protections

Amendment to charter / articles / bylaws

We believe that shareholders should have the right to vote on key corporate governance matters, including on changes to governance mechanisms and amendments to the charter / articles / bylaws. We may vote against certain directors where changes to governing documents are not put to a shareholder vote within a reasonable period of time, in particular if those changes have the potential to impact shareholder rights (see “Director elections” herein). In cases where a board’s unilateral adoption of changes to the charter / articles / bylaws promotes cost and operational efficiency benefits for the company and its shareholders, we may support such action if it does not have a negative effect on shareholder rights or the company’s corporate governance structure.

When voting on a management or shareholder proposal to make changes to the charter / articles / bylaws, we will consider in part the company’s and / or proponent’s publicly stated rationale for the changes, the company’s governance profile and history, relevant jurisdictional laws, and situational or contextual circumstances which may have motivated the proposed changes, among other factors. We will typically support changes to the charter / articles / bylaws where the benefits to shareholders, including the costs of failing to make those changes, demonstrably outweigh the costs or risks of making such changes.

Proxy access

We believe that long-term shareholders should have the opportunity, when necessary and under reasonable conditions, to nominate directors on the company’s proxy card.

In our view, securing the right of shareholders to nominate directors without engaging in a control contest can enhance shareholders’ ability to meaningfully participate in the director election process, stimulate board attention to shareholder interests, and provide shareholders an effective means of directing that attention where it is lacking. Proxy access mechanisms should provide shareholders with a reasonable opportunity to use this right without stipulating overly restrictive or onerous parameters for use, and also provide assurances that the mechanism will not be subject to abuse by short-term investors, investors without a substantial investment in the company, or investors seeking to take control of the board.

In general, we support market-standardized proxy access proposals, which allow a shareholder (or group of up to 20 shareholders) holding three percent of a company’s outstanding shares for at least three years the right to nominate the greater of up to two directors or 20% of the board. Where a standardized proxy access provision exists, we will generally oppose shareholder proposals requesting outlier thresholds.

Right to act by written consent

In exceptional circumstances and with sufficiently broad support, shareholders should have the opportunity to raise issues of substantial importance without having to wait for management to schedule a meeting. We therefore believe that shareholders should have the right to solicit votes by written consent provided that: 1) there are reasonable requirements to initiate the consent solicitation process (in order to avoid the waste of corporate resources in addressing narrowly supported interests); and 2) shareholders receive a minimum of 50% of outstanding shares to effectuate the action by written consent. We may oppose shareholder proposals requesting the right to act by written consent in cases where the proposal is structured for the benefit of a dominant shareholder to the exclusion of others, or if the proposal is written to discourage the board from incorporating appropriate mechanisms to avoid the waste of corporate resources when establishing a right to act by written consent. Additionally, we may oppose shareholder proposals requesting the right to act by written consent if the company already provides a shareholder right to call a special meeting that we believe offers

 

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shareholders a reasonable opportunity to raise issues of substantial importance without having to wait for management to schedule a meeting.

Right to call a special meeting

In exceptional circumstances and with sufficiently broad support, shareholders should have the opportunity to raise issues of substantial importance without having to wait for management to schedule a meeting. We therefore believe that shareholders should have the right to call a special meeting in cases where a reasonably high proportion of shareholders (typically a minimum of 15% but no higher than 25%) are required to agree to such a meeting before it is called, in order to avoid the waste of corporate resources in addressing narrowly supported interests. However, we may oppose this right in cases where the proposal is structured for the benefit of a dominant shareholder to the exclusion of others. We generally believe that a right to act via written consent is not a sufficient alternative to the right to call a special meeting.

Simple majority voting

We generally favor a simple majority voting requirement to pass proposals. Therefore, we will support the reduction or the elimination of supermajority voting requirements to the extent that we determine shareholders’ ability to protect their economic interests is improved. Nonetheless, in situations where there is a substantial or dominant shareholder, supermajority voting may be protective of public shareholder interests and we may support supermajority requirements in those situations.

 

This document is provided for information or educational purposes only and does not constitute legal advice. Professional legal advice should be obtained before taking or refraining from any action as a result of the contents of this document.

The information and opinions contained in this document are as of January 2020 unless it is stated otherwise and may change as subsequent conditions vary. The information and opinions contained in this material are derived from proprietary and non-proprietary sources deemed by BlackRock to be reliable, are not necessarily all inclusive and are not guaranteed as to accuracy.

 

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