disclosures about purchases, sales, issuances and settlements in the rollfor-ward of activity in Level 3 fair value measurements, which are effective for fiscal years beginning after December 15, 2010 and for interim periods within those fiscal years. The impact of this guidance on the Trusts’ financial statements and disclosures is currently being assessed.
The deferred compensation plan is not funded and obligations thereunder represent general unsecured claims against the general assets of each Trust. Each Trust may, however, elect to invest in common shares of other certain BlackRock Closed-End Funds selected by the Independent Trustees in order to match its deferred compensation obligations. Investments to cover each Trust’s deferred compensation liability, if any, are included in other assets in the Statements of Assets and Liabilities. Dividends and distributions from the BlackRock Closed-End Funds investments under the plan are included in income — affiliated in the Statements of Operations.
The Trusts may engage in various portfolio investment strategies both to increase the return of the Trusts and to economically hedge, or protect, exposure to certain risks such as interest rate risk. Losses may arise if the value of the contract decreases due to an unfavorable change in the price of the underlying instrument or if the counterparty does not perform under the contract. To the extent amounts due to the Trust from its counterparties are not fully collateralized contractually or otherwise, the Trust bears the risk of loss from counterparty non-performance. See Note 1 “Segregation and Collateralization” for information with respect to collateral practices. Counterparty risk related to exchange-traded financial futures contracts is minimal because of the protection against default provided by the exchanges on which they trade.
Notes to Financial Statements (continued)
3. Investment Advisory Agreement and Other Transactions with Affiliates:
The PNC Financial Services Group, Inc. (“PNC”), Bank of America Corporation (“BAC”) and Barclays Bank PLC (“Barclays”) are the largest stockholders of BlackRock, Inc. (“BlackRock”). Due to the ownership structure, PNC is an affiliate for 1940 Act purposes, but BAC and Barclays are not.
Each Trust entered into an Investment Advisory Agreement with BlackRock Advisors, LLC (the “Manager”), the Trusts’ investment advisor, an indirect, wholly owned subsidiary of BlackRock, to provide investment advisory and administration services.
The Manager is responsible for the management of each Trust’s portfolio and provides the necessary personnel, facilities, equipment and certain other services necessary to the operations of each Trust. For such services, each Trust pays the Manager a monthly fee of the Trust’s average weekly (daily for MFL and MVF) net assets. Average daily or weekly net assets are the average daily or weekly value of each Trust’s total assets minus the sum of its accrued liabilities. Fees accrue at the following annual rates:
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|
BYM | | | 0.55 | % |
BAF | | | 0.55 | % |
BBK | | | 0.65 | % |
BIE | | | 0.65 | % |
BLE | | | 0.55 | % |
MFL | | | 0.55 | % |
MVF | | | 0.50 | % |
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The Manager has voluntarily agreed to waive a portion of the investment advisory fee with respect to the Insured Trusts at an annual rate of 0.05% of average weekly value of net assets through October 2010. With respect to the Bond Trusts, the waiver, as a percentage of average weekly net assets is 0.15% through April 2010, 0.10% through April 2011 and 0.05% through April 2012. With respect to BLE, the waiver, as a percentage of average weekly assets, is 0.05% through July 2012. With respect to MFL, the Manager waived its investment advisory fees on the proceeds of Preferred Shares and TOBs that exceed 35% of the average daily net assets. For the six months ended February 28, 2010, the Manager waived the following amounts, which are included in fees waived by advisor in the Statements of Operations:
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| | Fees Waived by Manager | |
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BYM | | | $ | 187,185 | | |
BAF | | | $ | 65,252 | | |
BBK | | | $ | 170,391 | | |
BIE | | | $ | 58,145 | | |
BLE | | | $ | 106,606 | | |
MFL | | | $ | 182,830 | | |
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The Manager has voluntarily agreed to waive its advisory fees by the amount of investment advisory fees each Trust pays to the Manager indirectly through its investment in affiliated money market funds; however, the Manager does not waive its advisory fees by the amount of investment advisory fees through its investment in other affiliated investment companies. These amounts are included in fees waived by advisor in the Statements of Operations. For the six months ended February 28, 2010, the amounts waived were as follows:
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| | Fees Waived by Manager | |
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BYM | | | $ | 851 | | |
BAF | | | $ | 2,948 | | |
BBK | | | $ | 879 | | |
BIE | | | $ | 1,065 | | |
BLE | | | $ | 19,510 | | |
MFL | | | $ | 5,166 | | |
MVF | | | $ | 3,697 | | |
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The Manager has entered into a separate sub-advisory agreement with BlackRock Financial Management, Inc. (“BFM”), an affiliate of the Manager, with respect to the Insured Trusts, Bond Trusts and BLE, and BlackRock Investment Management, LLC (“BIM”), an affiliate of the Manager, with respect to MFL and MVF, under which the Manager pays BFM and BIM for services they provide, a monthly fee that is a percentage of the investment advisory fee paid by the Trust to the Manager.
For the six months ended February 28, 2010, certain Trusts reimbursed the Manager for certain accounting services, which are included in accounting services in the Statements of Operations.
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| | Reimbursement | |
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BYM | | | $ | 5,638 | | |
BAF | | | $ | 1,957 | | |
BBK | | | $ | 2,244 | | |
BIE | | | $ | 781 | | |
BLE | | | $ | 4,985 | | |
MFL | | | $ | 7,965 | | |
MVF | | | $ | 9,184 | | |
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Certain officers and/or trustees of the Trusts are officers and/or directors of BlackRock or its affiliates. The Trusts reimburse the Manager for compensation paid to the Trusts’ Chief Compliance Officer.
4. Investments:
Purchases and sales of investments, excluding short-term securities, for the six months ended February 28, 2010 were as follows:
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| | Purchases | | Sales | |
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BYM | | $ | 55,476,868 | | $ | 52,703,520 | |
BAF | | $ | 24,275,424 | | $ | 23,656,740 | |
BBK | | $ | 45,750,070 | | $ | 49,205,138 | |
BIE | | $ | 19,748,855 | | $ | 19,956,937 | |
BLE | | $ | 84,492,907 | | $ | 79,095,478 | |
MFL | | $ | 223,138,362 | | $ | 184,208,785 | |
MVF | | $ | 241,370,132 | | $ | 219,736,015 | |
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5. Concentration, Market and Credit Risk:
Each Trust invests a substantial amount of its assets in issuers located in a single state or limited number of states. Please see the Schedules of Investments for concentrations in specific states.
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SEMI-ANNUAL REPORT | FEBRUARY 28, 2010 | 55 |
Notes to Financial Statements (continued)
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.
In the normal course of business, the Trusts invest in securities and enter into transactions where risks exist due to fluctuations in the market (market risk) or failure of the issuer of a security to meet all its obligations (credit risk). The value of securities held by the Trusts may decline in response to certain events, including those directly involving the issuers whose securities are owned by the Trusts; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; and currency and interest rate and price fluctuations. Similar to credit risk, the Trusts may be exposed to counterparty risk, or the risk that an entity with which the Trusts have unsettled or open transactions may default. Financial assets, which potentially expose the Trusts to credit and counterparty risks, consist principally of investments and cash due from counterparties. The extent of the Trusts’ exposure to credit and counterparty risks with respect to these financial assets is generally approximated by their value recorded in the Trusts’ Statements of Assets and Liabilities, less any collateral held by the Trusts.
6. Capital Share Transactions:
The Insured Trusts, the Bond Trusts and BLE are authorized to issue an unlimited number of shares, including Preferred Shares, par value $0.001 per share, all of which were initially classified as Common Shares. Each Trust’s Board is authorized, however, to reclassify any unissued shares without approval of Common Shareholders.
MFL is authorized to issue an unlimited number of shares, including 1 million Preferred Shares, par value $0.10 per share.
MVF is authorized to issue 160 million shares, 150 million of which were initially classified as Common Shares, par value $0.10 per share and 10 million of which were classified as Preferred Shares, par value $0.10 per share.
Common Shares
During the six months ended February 28, 2010 and the year ended August 31, 2009, shares issued and outstanding increased by the following amounts as a result of dividend reinvestment:
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| | Six Months Ended February 28, 2010 | | Year Ended August 31, 2009 | |
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BYM | | 8,697 | | | 11,216 | | |
BBK | | 29,889 | | | 32,485 | | |
BLE | | 48,811 | | | 23,758 | | |
MVF | | 240,436 | | | 60,788 | | |
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Shares issued and outstanding remained constant during the six months ended February 28, 2010 and the year ended August 31, 2009 for BAF, BIE and MFL.
Preferred Shares
The Preferred Shares are redeemable at the option of each Trust, in whole or in part, on any dividend payment date at their liquidation preference per share plus any accumulated and unpaid dividends whether or not declared. The Preferred Shares are also subject to mandatory redemption at their liquidation preference plus any accumulated and unpaid dividends, whether or not declared, if certain requirements relating to the composition of the assets and liabilities of a Trust, as set forth in each Trust’s Articles Supplementary/Statement of Preferences/Certificate of Designation (the “Governing Instrument”), are not satisfied.
From time to time in the future, each Trust that has issued Preferred Shares may effect repurchases of such shares at prices below their liquidation preference as agreed upon by the Trust and seller. Each Trust also may redeem such shares from time to time as provided in the applicable Governing Instrument. Each Trust intends to effect such redemptions and/or repurchases to the extent necessary to maintain applicable asset coverage requirements or for such other reasons as the Board may determine.
The holders of Preferred Shares have voting rights equal to the holders of Common Shares (one vote per share) and will vote together with the holders of Common Shares (one vote per share) as a single class. However, the holders of Preferred Shares, voting as a separate class, are also entitled to elect two Trustees for each Trust. In addition, the 1940 Act requires that along with approval by shareholders that might otherwise be required, the approval of the holders of a majority of any outstanding Preferred Shares, voting separately as a class would be required 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.
The Trusts had the following series of Preferred Shares outstanding, effective yields and reset frequency at February 28, 2010:
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| | Series | | Preferred Shares | | Effective Yield | | Reset Frequency Days | |
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BYM | | | M-7 | | 1,830 | | | 0.37 | % | | 7 | | |
| | | R-7 | | 1,830 | | | 0.32 | % | | 7 | | |
| | | F-7 | | 1,830 | | | 0.37 | % | | 7 | | |
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BAF | | | M-7 | | 1,691 | | | 0.37 | % | | 7 | | |
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BBK | | | T-7 | | 1,598 | | | 0.35 | % | | 7 | | |
| | | R-7 | | 1,598 | | | 0.32 | % | | 7 | | |
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BIE | | | W-7 | | 714 | | | 0.32 | % | | 7 | | |
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BLE | | | M-7 | | 1,513 | | | 0.37 | % | | 7 | | |
| | | T-7 | | 1,513 | | | 0.35 | % | | 7 | | |
| | | W-7 | | 1,513 | | | 0.32 | % | | 7 | | |
| | | R-7 | | 1,513 | | | 0.32 | % | | 7 | | |
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MFL | | | A | | 1,584 | | | 0.35 | % | | 7 | | |
| | | B | | 2,642 | | | 0.37 | % | | 7 | | |
| | | C | | 2,601 | | | 0.37 | % | | 7 | | |
| | | D | | 1,633 | | | 0.32 | % | | 7 | | |
| | | E | | 2,526 | | | 0.32 | % | | 7 | | |
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MVF | | | A | | 1,460 | | | 0.19 | % | | 28 | | |
| | | B | | 1,460 | | | 0.21 | % | | 28 | | |
| | | C | | 1,460 | | | 0.17 | % | | 28 | | |
| | | D | | 1,460 | | | 0.19 | % | | 28 | | |
| | | E | | 2,190 | | | 0.17 | % | | 7 | | |
| | | F | | 1,723 | | | 1.42 | % | | 7 | | |
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56 | SEMI-ANNUAL REPORT | FEBRUARY 28, 2010 |
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Notes to Financial Statements (continued) |
Dividends on seven-day Preferred Shares are cumulative at a rate which is reset every seven days based on the results of an auction. If the Preferred Shares fail to clear the auction on an auction date, the affected Trust is required to pay the maximum applicable rate on the Preferred Shares to holders of such shares for successive dividend periods until such time as the shares are successfully auctioned. The maximum applicable rate on all series of Preferred Shares (except for MVF) is the higher of 110% of AA commercial paper rate or 110% of 90% of the Kenney S&P 30-Day High Grade Index rate divided by 1.00 minus the marginal tax rate. The maximum applicable rate on the Preferred Shares for MVF for Series A, B, C, D and E is 110% of the interest equivalent of the 60-day commercial paper rate and for Series F is the higher of 110% plus or times (i) the Telerate/BBA LIBOR or (ii) 90% of the Kenny S&P 30-day High Grade Index rate divided by 1.00 minus the marginal tax rate. The low, high and average dividend rates on the Preferred Shares for each Trust for the six months ended February 28, 2010 were as follows:
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| Series | Low | High | Average |
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BYM | M-7 | 0.24% | 0.56% | 0.40% |
| R-7 | 0.24% | 0.56% | 0.40% |
| F-7 | 0.24% | 0.56% | 0.40% |
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BAF | M-7 | 0.24% | 0.56% | 0.40% |
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BBK | T-7 | 0.26% | 0.52% | 0.38% |
| R-7 | 0.24% | 0.56% | 0.39% |
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BIE | W-7 | 0.26% | 0.53% | 0.39% |
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BLE | M-7 | 0.24% | 0.56% | 0.40% |
| T-7 | 0.26% | 0.53% | 0.40% |
| W-7 | 0.26% | 0.53% | 0.40% |
| R-7 | 0.24% | 0.54% | 0.40% |
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MFL | A | 0.26% | 0.52% | 0.40% |
| B | 0.24% | 0.56% | 0.40% |
| C | 0.43% | 0.56% | 0.40% |
| D | 0.26% | 0.53% | 0.40% |
| E | 0.24% | 0.56% | 0.40% |
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MVF | A | 0.15% | 0.20% | 0.18% |
| B | 0.13% | 0.21% | 0.17% |
| C | 0.14% | 0.22% | 0.18% |
| D | 0.14% | 0.19% | 0.18% |
| E | 0.13% | 0.33% | 0.18% |
| F | 1.34% | 1.57% | 1.47% |
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Since February 13, 2008, the Preferred Shares of each Trust failed to clear any of their auctions. As a result, the Preferred Shares dividend rates were reset to the maximum applicable rate, which ranged from 0.13% to 1.57% for the six months ended February 28, 2010. A failed auction is not an event of default for the Trusts but it has a negative impact on the liquidity of Preferred Shares. A failed auction occurs when there are more sellers of a Trust’s auction rate preferred shares than buyers. A successful auction for each Trust’s Preferred Shares may not occur for some time, if ever, and even if liquidity does resume, Preferred Shareholders may not have the ability to sell the Preferred Shares at their liquidation preference.
The Trusts may not declare dividends or make other distributions on Common Shares or purchase any such shares if, at the time of the declaration, distribution or purchase, asset coverage with respect to the outstanding Preferred Shares is less than 200%.
The Trusts pay commissions of 0.25% on the aggregate principal amount of all shares that successfully clear their auctions and 0.15% on the aggregate principal amount of all shares that fail to clear their auctions. Certain broker dealers have individually agreed to reduce commissions for failed auctions.
During the year ended August 31, 2009, certain Trusts announced the following redemptions of Preferred Shares at a price of $25,000 per share plus any accrued and unpaid dividends through the redemption date:
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| | Series | | Redemption Date | | Shares Redeemed | | Aggregate Principal | |
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BYM | | | M-7 | | | 7/14/09 | | 169 | | | $ | 4,225,000 | |
| | | R-7 | | | 7/10/09 | | 169 | | | $ | 4,225,000 | |
| | | F-7 | | | 7/13/09 | | 169 | | | $ | 4,225,000 | |
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BAF | | | M-7 | | | 7/14/09 | | 84 | | | $ | 2,100,000 | |
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BBK | | | T-7 | | | 7/08/09 | | 12 | | | $ | 300,000 | |
| | | R-7 | | | 7/10/09 | | 12 | | | $ | 300,000 | |
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BIE | | | W-7 | | | 7/09/09 | | 333 | | | $ | 8,325,000 | |
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BLE | | | M-7 | | | 7/14/09 | | 147 | | | $ | 3,675,000 | |
| | | T-7 | | | 7/08/09 | | 148 | | | $ | 3,700,000 | |
| | | W-7 | | | 7/09/09 | | 147 | | | $ | 3,675,000 | |
| | | R-7 | | | 7/10/09 | | 148 | | | $ | 3,700,000 | |
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MFL | | | A | | | 7/08/09 | | 124 | | | $ | 3,100,000 | |
| | | B | | | 7/06/09 | | 207 | | | $ | 5,175,000 | |
| | | C | | | 7/07/09 | | 203 | | | $ | 5,075,000 | |
| | | D | | | 7/09/09 | | 128 | | | $ | 3,200,000 | |
| | | E | | | 7/06/09 | | 197 | | | $ | 4,925,000 | |
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MVF | | | A | | | 6/29/09 | | 191 | | | $ | 4,775,000 | |
| | | B | | | 7/06/09 | | 191 | | | $ | 4,775,000 | |
| | | C | | | 7/13/09 | | 191 | | | $ | 4,775,000 | |
| | | D | | | 7/20/09 | | 191 | | | $ | 4,775,000 | |
| | | E | | | 6/29/09 | | 286 | | | $ | 7,150,000 | |
| | | F | | | 7/08/09 | | 225 | | | $ | 5,625,000 | |
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The Trusts financed the Preferred Share redemptions with cash received from TOB transactions.
Preferred Shares issued and outstanding remained constant for the six months ended February 28, 2010 for all Trusts.
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SEMI-ANNUAL REPORT | FEBRUARY 28, 2010 | 57 |
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Notes to Financial Statements (concluded) |
7. Capital Loss Carryforwards:
As of August 31, 2009, the Trusts had capital loss carryforwards available to offset future realized capital gains through the indicated expiration dates:
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Expires August 31, | | | BYM | | | BAF | | | BBK | | | BIE | | | BLE | | | MFL | | | MVF | |
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2012 | | | — | | | — | | | — | | | — | | $ | 5,097,889 | | $ | 1,836,991 | | | — | |
2013 | | | — | | $ | 178,996 | | | — | | | — | | | — | | | 7,986,138 | | | — | |
2015 | | $ | 1,544,099 | | | — | | | — | | $ | 30,026 | | | — | | | — | | | — | |
2016 | | | 3,217,765 | | | 250,838 | | $ | 1,160,689 | | | — | | | 1,648,836 | | | — | | $ | 5,453,226 | |
2017 | | | 6,430,212 | | | — | | | 2,225,455 | | | — | | | 3,397,830 | | | 6,481,433 | | | 8,969,669 | |
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Total | | $ | 11,192,076 | | $ | 429,834 | | $ | 3,386,144 | | $ | 30,026 | | $ | 10,144,555 | | $ | 16,304,562 | | $ | 14,422,895 | |
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8. 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:
Each Trust paid a net investment income dividend on April 1, 2010 to Common Shareholders of record on March 15, 2010 as follows:
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| Common Dividend Per Share |
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BYM | $ 0.072000 |
BAF | $ 0.073500 |
BBK | $ 0.085000 |
BIE | $ 0.078800 |
BLE | $ 0.081000 |
MFL | $ 0.073000 |
MVF | $ 0.054500 |
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The dividends declared on Preferred Shares for the period March 1, 2010 to March 31, 2010 were as follows:
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| | Series | | Dividends Declared | |
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BYM | | | M-7 | | $ | 13,600 | |
| | | R-7 | | $ | 13,699 | |
| | | F-7 | | $ | 13,513 | |
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BAF | | | M-7 | | $ | 12,567 | |
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BBK | | | T-7 | | $ | 11,976 | |
| | | R-7 | | $ | 11,962 | |
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BIE | | | W-7 | | $ | 5,359 | |
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BLE | | | M-7 | | $ | 8,244 | |
| | | T-7 | | $ | 11,339 | |
| | | W-7 | | $ | 11,356 | |
| | | R-7 | | $ | 11,183 | |
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MFL | | | A | | $ | 3,601 | |
| | | B | | $ | 2,481 | |
| | | C | | $ | 1,628 | |
| | | D | | $ | 3,335 | |
| | | E | | $ | 4,744 | |
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MVF | | | A | | $ | 3,960 | |
| | | B | | $ | 3,366 | |
| | | C | | $ | 2,860 | |
| | | D | | $ | 693 | |
| | | E | | $ | 1,040 | |
| | | F | | $ | 13,949 | |
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58 | SEMI-ANNUAL REPORT | FEBRUARY 28, 2010 |
Richard E. Cavanagh, Chairman of the Board and Trustee
Karen P. Robards, Vice Chair of the Board, Chair of the Audit Committee and Trustee
G. Nicholas Beckwith, III, Trustee
Richard S. Davis, Trust President1 and Trustee
Frank J. Fabozzi, Trustee and Member of the Audit Committee
Kathleen F. Feldstein, Trustee
James T. Flynn, Trustee and Member of the Audit Committee
Henry Gabbay, Trustee
Jerrold B. Harris, Trustee
R. Glenn Hubbard, Trustee
W. Carl Kester, Trustee and Member of the Audit Committee
Anne Ackerley, Trust President2 and Chief Executive Officer
Brendan Kyne, Vice President
Neal Andrews, Chief Financial Officer
Jay Fife, Treasurer
Brian Kindelan, Chief Compliance Officer of the Trusts
Howard Surloff, Secretary
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1 | Trust President for MFL. |
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2 | Trust President for all Trusts except MFL. |
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Investment Advisor |
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BlackRock Advisors, LLC |
Wilmington, DE 19809 |
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Sub-Advisors |
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BlackRock Investment Management, LLC1 |
Plainsboro, NJ 08536 |
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BlackRock Financial Management, Inc.2 |
New York, NY 10055 |
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Custodians |
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The Bank of New York Mellon1 |
New York, NY 10286 |
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State Street Bank and Trust Company2 |
Boston, MA 02111 |
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Transfer Agents |
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Common Shares: |
BNY Mellon Shareowner Services1 |
Jersey City, NJ 07310 |
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Computershare Trust Company, N.A.2 |
Providence, RI 02940 |
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Auction Agents |
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Preferred Shares: |
The Bank of New York Mellon |
New York, NY 10286 |
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Accounting Agent |
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State Street Bank and Trust Company |
Princeton, NJ 08540 |
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Independent Registered Public Accounting Firm |
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Deloitte & Touche LLP |
Princeton, NJ 08540 |
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Legal Counsel |
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Skadden, Arps, Slate, Meagher & Flom LLP |
New York, NY 10036 |
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Address of the Trusts |
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100 Bellevue Parkway |
Wilmington, DE 19809 |
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1 | For MFL and MVF. |
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2 | For BYM, BAF, BBK, BIE and BLE. |
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| Effective January 1, 2010, Kent Dixon, a Trustee of the Trusts, retired. | |
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| Effective March 31, 2010, G. Nicholas Beckwith, III, a Trustee of the Trusts, resigned. | |
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| The Trusts’ Board of Trustees wishes both Mr. Dixon and Mr. Beckwith well. | |
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SEMI-ANNUAL REPORT | FEBRUARY 28, 2010 | 59 |
The Trusts’ dividend policy is to distribute all or a portion of their net investment income to their shareholders on a monthly basis. In order to provide shareholders with a more stable level of dividend 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 dividends 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 in the Statements of Assets and Liabilities, which comprises part of the financial information included in this report.
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60 | SEMI-ANNUAL REPORT | FEBRUARY 28, 2010 |
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Additional Information (continued) |
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General Information |
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Electronic Delivery
Electronic copies of most financial reports are available on the Trusts’ web-sites or shareholders can sign up for e-mail notifications of quarterly statements, annual and semi-annual reports by enrolling in the Trusts’ electronic delivery program.
Shareholders Who Hold Accounts with Investment Advisors, Banks or Brokerages:
Please contact your financial advisor to enroll. Please note that not all investment advisors, banks or brokerages may offer this service.
Householding
The Trusts will mail only one copy of shareholder documents, including 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 (800) 441-7762.
Availability of Quarterly Schedule of Investments
Each Trust files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-Q. The Trusts’ Forms N-Q are available on the SEC’s website at http://www.sec.gov and may also be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling (202) 551-8090. Each Trust’s Forms N-Q may also be obtained upon request and without charge by calling (800) 441-7762.
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 (1) without charge, upon request, by calling (800) 441-7762; (2) at www.blackrock.com; and (3) on the SEC’s website at http://www.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 www.blackrock.com or by calling (800) 441-7762 and (2) on the SEC’s website at http://www.sec.gov.
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SEMI-ANNUAL REPORT | FEBRUARY 28, 2010 | 61 |
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Additional Information (concluded) |
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BlackRock Privacy Principles |
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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.
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62 | SEMI-ANNUAL REPORT | FEBRUARY 28, 2010 |
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This report is transmitted to shareholders only. 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 the short-term dividend rates of the Preferred Shares, currently set at the maximum reset rate as a result of failed auctions, may reduce the Common Shares’ yield. Statements and other information herein are as dated and are subject to change. |
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| #CEF-NTL-7-2/10 |
Item 2 – | Code of Ethics – Not Applicable to this semi-annual report |
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Item 3 – | Audit Committee Financial Expert – Not Applicable to this semi-annual report |
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Item 4 – | Principal Accountant Fees and Services – Not Applicable to this semi-annual report |
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Item 5 – | Audit Committee of Listed Registrants – Not Applicable to this semi-annual report |
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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. |
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Item 7 – | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies – Not Applicable to this semi-annual report |
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Item 8 – | Portfolio Managers of Closed-End Management Investment Companies – Not Applicable to this semi-annual report |
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Item 9 – | Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers – Not Applicable |
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Item 10 – | Submission of Matters to a Vote of Security Holders – The registrant’s Nominating and Governance Committee will consider nominees to the board of directors recommended by shareholders when a vacancy becomes available. Shareholders who wish to recommend a nominee should send nominations that include biographical information and set forth the qualifications of the proposed nominee to the registrant’s Secretary. There have been no material changes to these procedures. |
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Item 11 – | Controls and Procedures |
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11(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 13(a)-15(b) under the Securities Exchange Act of 1934, as amended. |
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11(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 second fiscal quarter of 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. |
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Item 12 – | Exhibits attached hereto |
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12(a)(1) – | Code of Ethics – Not Applicable to this semi-annual report |
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12(a)(2) – | Certifications – Attached hereto |
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12(a)(3) – | Not Applicable |
12(b) – | Certifications – Attached hereto |
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| 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. |
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| BlackRock MuniHoldings Insured Investment Fund |
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| By: | /s/ Anne F. Ackerley | |
| | Anne F. Ackerley |
| | Chief Executive Officer of |
| | BlackRock MuniHoldings Insured Investment Fund |
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| Date: April 28, 2010 |
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| 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. |
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| By: | /s/ Anne F. Ackerley | |
| | Anne F. Ackerley |
| | Chief Executive Officer (principal executive officer) of |
| | BlackRock MuniHoldings Insured Investment Fund |
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| Date: April 28, 2010 |
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| By: | /s/ Neal J. Andrews | |
| | Neal J. Andrews |
| | Chief Financial Officer (principal financial officer) of |
| | BlackRock MuniHoldings Insured Investment Fund |
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| Date: April 28, 2010 |