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: 811-05149 and 811-10631
Name of Fund: | Funds For Institutions Series |
BlackRock Treasury Strategies Institutional Fund
(Formerly BlackRock Government Institutional Fund)
BlackRock Premier Government Institutional Fund
BlackRock Select Treasury Strategies Institutional Fund
(Formerly BlackRock Select Government Institutional Fund)
FFI Government Fund
FFI Treasury Fund
| Master Institutional Money Market LLC |
Master Treasury Strategies Institutional Portfolio
(Formerly Master Government Institutional Portfolio)
Master Premier Government Institutional Portfolio
Fund Address: 100 Bellevue Parkway, Wilmington, DE 19809
Name and address of agent for service: John M. Perlowski, Chief Executive Officer, Funds For Institutions Series and Master Institutional Money Market LLC, 55 East 52nd Street, New York, NY 10055
Registrants’ telephone number, including area code: (800) 626-1960
Date of fiscal year end: 04/30/2016
Date of reporting period: 04/30/2016
Item 1 – Report to Stockholders
APRIL 30, 2016
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ANNUAL REPORT | | | |  |
Funds For Institutions Series
Ø | BlackRock Premier Government Institutional Fund |
Ø | BlackRock Government Institutional Fund |
Ø | BlackRock Select Government Institutional Fund |
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Not FDIC Insured • May Lose Value • No Bank Guarantee |
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2 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
Dear Shareholder,
Diverging monetary policies and shifting economic outlooks across regions have been the overarching themes driving financial markets over the past couple of years. Investors spent most of 2015 anticipating the end of the Federal Reserve’s (the “Fed”) near-zero interest rate policy as U.S. growth outpaced other developed markets. The Fed ultimately hiked rates in December, whereas the European Central Bank and the Bank of Japan took additional steps to stimulate growth, even introducing negative interest rates. The U.S. dollar had strengthened considerably ahead of these developments, causing profit challenges for U.S. companies that generate revenues overseas, and pressuring emerging market currencies and commodities prices.
Global market volatility increased in the latter part of 2015 and spilled over into early 2016. Oil prices were a key factor behind the instability after collapsing in mid-2015 due to excess global supply. China, one of the world’s largest consumers of oil, was another notable source of stress for financial markets. Signs of slowing economic growth, a depreciating yuan and declining confidence in the country’s policymakers stoked investors’ worries about the potential impact of China’s weakness on the global economy. Risk assets (such as equities and high yield bonds) suffered in this environment.
After a painful start to the new year, fears of a global recession began to fade as the first quarter wore on, allowing markets to calm and risk assets to rebound. Central bank stimulus in Europe and Japan, combined with a more tempered outlook for rate hikes in the United States, helped bolster financial markets. A softening in U.S. dollar strength offered some relief to U.S. exporters and emerging market economies. Oil prices found firmer footing as global supply showed signs of leveling off.
The selloff in risk assets at the turn of the year brought valuations to more reasonable levels, creating some appealing entry points for investors in 2016. Nonetheless, slow but relatively stable growth in the United States is countered by a less optimistic global economic outlook and uncertainties around the efficacy of China’s policy response, the potential consequences of negative interest rates in Europe and Japan, and a host of geopolitical risks.
For the 12 months ended April 30, 2016, higher-quality assets such as municipal bonds, U.S. Treasuries and investment grade corporate bonds generated positive returns, while riskier assets such as non-U.S. and small cap equities broadly declined.
At BlackRock, we believe investors need to think globally, extend their scope across a broad array of asset classes and be prepared to adjust accordingly as market conditions change over time. We encourage you to talk with your financial advisor and visit blackrock.com for further insight about investing in today’s markets.
Sincerely,

Rob Kapito
President, BlackRock Advisors, LLC

Rob Kapito
President, BlackRock Advisors, LLC
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Total Returns as of April 30, 2016 | |
| | 6-month | | | 12-month | |
U.S. large cap equities (S&P 500® Index) | | | 0.43 | % | | | 1.21 | % |
U.S. small cap equities (Russell 2000® Index) | | | (1.90 | ) | | | (5.94 | ) |
International equities (MSCI Europe, Australasia, Far East Index) | | | (3.07 | ) | | | (9.32 | ) |
Emerging market equities (MSCI Emerging Markets Index) | | | (0.13 | ) | | | (17.87 | ) |
3-month Treasury bills (BofA Merrill Lynch 3-Month U.S. Treasury Bill Index) | | | 0.14 | | | | 0.15 | |
U.S. Treasury securities (BofA Merrill Lynch 10-Year U.S. Treasury Index) | | | 3.76 | | | | 3.74 | |
U.S. investment grade bonds (Barclays U.S. Aggregate Bond Index) | | | 2.82 | | | | 2.72 | |
Tax-exempt municipal bonds (S&P Municipal Bond Index) | | | 3.52 | | | | 5.16 | |
U.S. high yield bonds
(Barclays U.S. Corporate High Yield 2% Issuer Capped Index) | | | 2.38 | | | | (1.08 | ) |
Past performance is no guarantee of future results. Index performance is shown for illustrative purposes only. You cannot invest directly in an index. | |
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| | THIS PAGE NOT PART OF YOUR FUND REPORT | | | | 3 |
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For the 12-Month Period Ended April 30, 2016 | | |
After seven years of near-zero interest rate policy, the Federal Open Market Committee (the “FOMC”) in a unanimous decision raised the target range for the federal funds rate by 25 basis points (0.25%) to 0.25-0.50% at its December 2015 meeting. The FOMC was clear in its expectation that the future removal of monetary accommodation would likely be gradual and dependent on incoming data. Following broader financial market turmoil in early 2016, the FOMC left rates unchanged for the remainder of the 12-month period ended April 30, 2016 and tempered its outlook for the future path of interest rates.
We believe at least one 25 basis point (0.25%) rate hike in 2016 is possible should recent upward pressure on inflation prove lasting and labor market and financial conditions remain supportive of such an action. This possibility, combined with the expectation that money market reform to be implemented in 2016 may cause a shift in flows from prime to government money funds, is likely to keep demand skewed toward shorter tenors in fixed rate securities as investors maintain a defensive posture.
In the Eurozone, the European Central Bank (“ECB”) provided additional stimulus on multiple occasions during the period. The deposit rate was reduced by 20 basis points (0.20%) to a negative 0.40%, while the refinancing and marginal lending rates were each lowered by five basis points (0.05%) to 0.00% and 0.25%, respectively. The size and scope of the ECB’s bond-buying program were also expanded, with the inclusion of non-financial Eurozone corporate bonds. At the ECB’s most recent meeting, President Draghi offered guidance that rates would stay low (or move lower) for an extended period of time.
The Bank of England left its benchmark rate unchanged at 0.50%. On June 23, 2016, the United Kingdom will vote on its continued membership or a “Brexit” from the European Union. The upcoming referendum has been a key focus for investors and has served as a deterrent to the further normalization of monetary policy.
London Interbank Offered Rates (“LIBOR”) moved higher over the period as a result of the hike in rates by the FOMC and speculation of another possible rate hike from the FOMC later this year. The benchmark three-month LIBOR ended the period at 0.637%, which is just over 41 basis points (0.41%) higher than it had been 12 months prior.
Past performance is no guarantee of future results. Index performance is shown for illustrative purposes only. You cannot invest directly in an index.
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4 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
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Fund Information as of April 30, 2016 | | Funds For Institutions Series |
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BlackRock Premier Government Institutional Fund | | |
BlackRock Premier Government Institutional Fund’s (the “Fund”) investment objective is to seek current income as is consistent with liquidity and stability of principal.
On July 28, 2015, the Board of Directors of the Fund approved changes to the Fund’s name and principal investment strategies. The Fund changed its name from “FFI Premier Institutional Fund” to “BlackRock Premier Government Institutional Fund.” Under its new principal investment strategies, the Fund will invest at least 99.5% of its total assets in cash, U.S. Treasury bills, notes and other obligations issued or guaranteed as to principal and interest by the U.S. Government, its agencies or instrumentalities, and repurchase agreements secured by such obligations or cash. The Fund is not subject to liquidity fees or temporary suspensions of redemptions due to declines in the Fund’s weekly liquid assets. These changes became effective on January 4, 2016.
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| | 7-Day SEC Yield | | | 7-Day Yield | |
As of April 30, 2016 | | | 0.17 | % | | | 0.17 | % |
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BlackRock Government Institutional Fund | | |
BlackRock Government Institutional Fund’s (the “Fund”) investment objective is to seek current income as is consistent with liquidity and stability of principal.
On July 28, 2015, the Board of Directors of the Fund approved changes to the Fund’s name and principal investment strategies. The Fund changed its name from “FFI Institutional Fund” to “BlackRock Government Institutional Fund.” Under its new principal investment strategies, the Fund will invest at least 99.5% of its total assets in cash, U.S. Treasury bills, notes and other obligations issued or guaranteed as to principal and interest by the U.S. Government, its agencies or instrumentalities, and repurchase agreements secured by such obligations or cash. The Fund is not subject to liquidity fees or temporary suspensions of redemptions due to declines in the Fund’s weekly liquid assets. These changes became effective on January 4, 2016.
On February 18, 2016, the Board of Directors of the Fund approved changes to the Fund’s name and principal investment strategies. The Fund changed its name from “BlackRock Government Institutional Fund” to “BlackRock Treasury Strategies Institutional Fund.” Under its new principal investment strategies, the Fund will invest 100% of its total assets in cash, U.S. Treasury bills, notes and other obligations of the U.S. Treasury, and repurchase agreements with the Federal Reserve Bank of New York secured by U.S. Treasury obligations. The Fund is not subject to liquidity fees or temporary suspensions of redemptions due to declines in the Fund’s weekly liquid assets. These changes became effective on May 2, 2016.
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| | 7-Day SEC Yield | | | 7-Day Yield | |
As of April 30, 2016 | | | 0.07 | % | | | 0.07 | % |
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BlackRock Select Government Institutional Fund | | |
BlackRock Select Government Institutional Fund’s (the “Fund”) investment objective is to seek current income as is consistent with liquidity and stability of principal.
On July 28, 2015, the Board of Directors of the Fund approved changes to the Fund’s name and principal investment strategies. The Fund changed its name from “FFI Select Institutional Fund” to “BlackRock Select Government Institutional Fund.” Under its new principal investment strategies, the Fund will invest at least 99.5% of its total assets in cash, U.S. Treasury bills, notes and other obligations issued or guaranteed as to principal and interest by the U.S. Government, its agencies or instrumentalities, and repurchase agreements secured by such obligations or cash. The Fund is not subject to liquidity fees or temporary suspensions of redemptions due to declines in the Fund’s weekly liquid assets. These changes became effective on January 4, 2016.
On February 18, 2016, the Board of Directors of the Fund approved changes to the Fund’s name and principal investment strategies. The Fund changed its name from “BlackRock Select Government Institutional Fund” to “BlackRock Select Treasury Strategies Institutional Fund.” Under its new principal investment strategies, the Fund will invest 100% of its total assets in cash, U.S. Treasury bills, notes and other obligations of the U.S. Treasury, and
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| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 5 |
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| | Funds For Institutions Series |
repurchase agreements with the Federal Reserve Bank of New York secured by U.S. Treasury obligations. The Fund is not subject to liquidity fees or temporary suspensions of redemptions due to declines in the Fund’s weekly liquid assets. These changes became effective on May 2, 2016.
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| | 7-Day SEC Yield | | | 7-Day Yield | |
As of April 30, 2016 | | | 0.15 | % | | | 0.15 | % |
FFI Government Fund’s (the “Fund”) investment objective is to seek current income as is consistent with liquidity and stability of principal.
The Board of Directors of the Fund approved an investment policy in order for the Fund to meet the definition of a “government money market fund” under Rule 2a-7 under the Investment Company Act of 1940, as amended (the “1940 Act”). The Fund is not subject to liquidity fees or temporary suspensions of redemptions due to declines in the Fund’s weekly liquid assets. These changes became effective on October 1, 2015.
On February 18, 2016, the Board of Directors of the Fund approved a proposal to close the Fund to share purchases. Accordingly, effective September 1, 2016, the Fund will no longer accept purchase orders.
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| | 7-Day SEC Yield | | | 7-Day Yield | |
As of April 30, 2016 | | | 0.09 | % | | | 0.09 | % |
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Portfolio Composition | | Percent of Net Assets | |
U.S. Government Sponsored Agency Obligations | | | 40 | % |
U.S. Treasury Obligations | | | 2 | |
Repurchase Agreements | | | 58 | |
Total | | | 100 | % |
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FFI Treasury Fund’s (the “Fund”) investment objective is to seek current income as is consistent with liquidity and stability of principal.
The Board of Directors of the Fund approved an investment policy in order for the Fund to meet the definition of a “government money market fund” under Rule 2a-7 under the Investment Company Act of 1940, as amended (the “1940 Act”). The Fund is not subject to liquidity fees or temporary suspensions of redemptions due to declines in the Fund’s weekly liquid assets. These changes became effective on October 1, 2015.
On February 18, 2016, the Board of Directors of the Fund approved a proposal to close the Fund to share purchases. Accordingly, effective September 1, 2016, the Fund will no longer accept purchase orders.
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| | 7-Day SEC Yield | | | 7-Day Yield | |
As of April 30, 2016 | | | 0.06 | % | | | 0.06 | % |
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Portfolio Composition | | Percent of Net Assets | |
U.S. Treasury Obligations | | | 98 | % |
Other Assets Less Liabilities | | | 2 | |
Total | | | 100 | % |
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6 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
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Disclosure of Expenses | | Funds For Institutions Series |
Shareholders of these Funds may incur the following charges: (a) transactional expenses, such as sales charges; and (b) operating expenses, including administration fees or investment advisory fees, service and distribution fees, including 12b-1 fees, acquired fund fees and expenses, and other Fund expenses. The expense examples shown below (which are based on a hypothetical investment of $1,000 invested on November 1, 2015 and held through April 30, 2016) are intended to assist shareholders both in calculating expenses based on an investment in each Fund and in comparing these expenses with similar costs of investing in other mutual funds.
The expense examples provide information about actual account values and actual expenses. In order to estimate the expenses a shareholder paid during the period covered by this report, shareholders can divide their account value by $1,000 and then multiply the result by the number corresponding to their Fund under the heading entitled “Expenses Paid During the Period.”
The expense examples also provide information about hypothetical account values and hypothetical expenses based on a Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses. In order to assist shareholders in comparing the ongoing expenses of investing in these Funds and other funds, compare the 5% hypothetical examples with the 5% hypothetical examples that appear in shareholder reports of other funds.
The expenses shown in the expense examples are intended to highlight shareholders’ ongoing costs only and do not reflect any transactional expenses, such as sales charges, if any. Therefore, the hypothetical examples are useful in comparing ongoing expenses only, and will not help shareholders determine the relative total expenses of owning different funds. If these transactional expenses were included, shareholder expenses would have been higher.
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| | Actual | | | Hypothetical2 | | | | |
| | Beginning Account Value November 1, 2015 | | | Ending Account Value April 30, 2016 | | | Expenses Paid During the Period1 | | | Beginning Account Value November 1, 2015 | | | Ending Account Value April 30, 2016 | | | Expenses Paid During the Period1 | | | Annualized Expense Ratio | |
BlackRock Premier Government Institutional Fund3 | | $ | 1,000.00 | | | $ | 1,000.90 | | | $ | 0.85 | | | $ | 1,000.00 | | | $ | 1,024.05 | | | $ | 0.86 | | | | 0.17 | % |
BlackRock Government Institutional Fund3 | | $ | 1,000.00 | | | $ | 1,000.40 | | | $ | 1.19 | | | $ | 1,000.00 | | | $ | 1,023.71 | | | $ | 1.21 | | | | 0.24 | % |
BlackRock Select Government Institutional Fund3 | | $ | 1,000.00 | | | $ | 1,000.70 | | | $ | 0.90 | | | $ | 1,000.00 | | | $ | 1,024.00 | | | $ | 0.91 | | | | 0.18 | % |
FFI Government Fund | | $ | 1,000.00 | | | $ | 1,000.40 | | | $ | 0.80 | | | $ | 1,000.00 | | | $ | 1,024.07 | | | $ | 0.81 | | | | 0.16 | % |
FFI Treasury Fund | | $ | 1,000.00 | | | $ | 1,000.30 | | | $ | 0.90 | | | $ | 1,000.00 | | | $ | 1,023.97 | | | $ | 0.91 | | | | 0.18 | % |
| 1 | | Expenses for each Fund are equal to the annualized net expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period shown). |
| 2 | | Hypothetical 5% annual return before expenses is calculated by prorating the number of days in the most recent fiscal half year divided by 366. |
| 3 | | Because the Funds invest all of their assets in their respective Master Portfolio, the expense example reflects the net expenses of both the Funds and the Master Portfolios in which they invest. |
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| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 7 |
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Schedule of Investments April 30, 2016 | | FFI Government Fund (Percentages shown are based on Net Assets) |
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U.S. Government Sponsored Agency Obligations | | Par (000) | | | Value | |
Fannie Mae Discount Notes, 0.57%, 6/22/16 (a) | | $ | 2,500 | | | $ | 2,497,960 | |
Fannie Mae Variable Rate Notes, 0.45%, 7/25/16 (b) | | | 29,780 | | | | 29,782,918 | |
Federal Farm Credit Discount Notes, 0.44%, 5/17/16 (a) | | | 5,000 | | | | 4,999,022 | |
Federal Home Loan Bank Discount Notes (a): | | | | | | | | |
0.39%, 5/27/16 | | | 80,000 | | | | 79,977,467 | |
0.40%, 6/01/16 | | | 15,000 | | | | 14,994,898 | |
0.34%, 7/11/16 | | | 50,000 | | | | 49,966,472 | |
0.35%, 7/15/16 | | | 50,000 | | | | 49,963,542 | |
0.34%, 7/22/16 | | | 20,000 | | | | 19,984,283 | |
Federal Home Loan Bank Variable Rate Notes (b): | | | | | | | | |
0.48%, 5/17/16 | | | 30,000 | | | | 30,000,000 | |
0.52%, 5/20/16 | | | 10,000 | | | | 9,999,920 | |
0.54%, 5/27/16 | | | 10,700 | | | | 10,699,884 | |
0.52%, 8/26/16 | | | 19,020 | | | | 19,020,000 | |
Federal Home Loan Mortgage Corp. Discount Notes, 0.54%, 7/06/16 (a) | | | 3,800 | | | | 3,796,238 | |
Freddie Mac Discount Notes (a): | | | | | | | | |
0.39%, 5/05/16 | | | 50,000 | | | | 49,997,833 | |
0.42%, 5/09/16 | | | 10,365 | | | | 10,364,044 | |
Freddie Mac Variable Rate Notes, 0.44%, 1/13/17 (b) | | | 9,495 | | | | 9,494,319 | |
Total U.S. Government Sponsored Agency Obligations — 40.5% | | | | 395,538,800 | |
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U.S. Treasury Obligations — 2.1% | | | | | | |
U.S. Treasury Notes, 3.00%, 8/31/16 | | | 20,000 | | | | 20,175,554 | |
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Repurchase Agreements | | | | | | |
BNP Paribas Securities Corp., 0.30%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $46,001,150, collateralized by various U.S. Government Sponsored Agency Obligations, 0.96% to 7.00%, due 9/01/22 to 3/01/46, original par and fair values of $62,848,347 and $47,245,253, respectively) | | | 46,000 | | | | 46,000,000 | |
BNP Paribas Securities Corp., 0.36%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $60,001,800, collateralized by various U.S. Government Sponsored Agency Obligations, 0.00% to 7.57%, due 11/30/19 to 3/25/46, original par and fair values of $725,259,049 and $64,151,148, respectively) (c) | | | 60,000 | | | | 60,000,000 | |
Total Value of BNP Paribas Securities Corp. (collateral value of $111,396,401) | | | | | | | 106,000,000 | |
Citigroup Global Markets, Inc., 0.28%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $10,000,233 collateralized by various U.S. Treasury Obligations, 1.00% to 2.25%, due 8/31/18 to 11/15/25, original par and fair values of $9,998,003 and $10,200,001, respectively) (d) | | | 10,000 | | | | 10,000,000 | |
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Repurchase Agreements | | Par (000) | | | Value | |
Citigroup Global Markets, Inc., 0.30%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $3,000,075 collateralized by various U.S. Treasury Obligations, 2.25% to 5.50%, due 7/31/21 to 2/01/38, original par and fair values of $3,220,349 and $3,060,973, respectively) | | $ | 3,000 | | | $ | 3,000,000 | |
Total Value of Citigroup Global Markets, Inc. (collateral value of $13,260,974) | | | | | | | 13,000,000 | |
Goldman Sachs & Co., 0.37%, 5/05/16 (Purchased on 4/28/16 to be repurchased at $8,000,576, collateralized by a U.S.Government Sponsored Agency Obligation, 3.00%, due 2/01/30, original par and fair value of $8,928,001 and $8,240,001, respectively) | | | 8,000 | | | | 8,000,000 | |
Total Value of Goldman Sachs & Co. (collateral value of $8,240,001) | | | | | | | 8,000,000 | |
HSBC Securities (USA), Inc., 0.27%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $25,000,563, collateralized by various U.S. Treasury Obligations, 0.75% to 0.88%, due 3/31/18 to 2/15/19, original par and fair values of $25,463,700 and $25,503,207, respectively) (b) | | | 25,000 | | | | 25,000,000 | |
HSBC Securities (USA), Inc., 0.29%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $6,000,145, collateralized by a U.S. Government Sponsored Agency Obligation, 5.00%, due 6/01/41, original par and fair value of $15,125,000 and $6,182,022, respectively) | | | 6,000 | | | | 6,000,000 | |
HSBC Securities (USA), Inc., 0.29%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $70,001,692, collateralized by various U.S. Government Sponsored Agency Obligations, 4.00% to 5.00%, due 10/01/31 to 6/01/41, original par and fair values of $153,625,191 and $72,100,464, respectively) | | | 70,000 | | | | 70,000,000 | |
Total Value of HSBC Securities (USA), Inc. (collateral value of $103,785,693) | | | | | | | 101,000,000 | |
J.P. Morgan Securities LLC, 0.38%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $40,001,267, collateralized by a U.S. Government Sponsored Agency Obligation, 3.00%, due 4/01/41, original par and fair value of $40,060,000 and $41,200,906, respectively) (b) | | | 40,000 | | | | 40,000,000 | |
J.P. Morgan Securities LLC, 0.61%, 5/03/16 (Purchased on 4/29/16 to be repurchased at $21,001,423 collateralized by various U.S. Government Sponsored Agency Obligations, 3.00% to 3.50%, due 4/01/41 to 2/01/43, original par and fair values of $30,813,193 and $21,632,790, respectively) (c) | | | 21,000 | | | | 21,000,000 | |
Total Value of J.P. Morgan Securities LLC (collateral value of $62,833,696) | | | | | | | 61,000,000 | |
Merrill Lynch, Pierce, Fenner & Smith, Inc., 0.28%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $10,820,252 collateralized by a U.S. Treasury Obligation, 1.38%, due 9/30/20, original par and fair value of $10,965,000 and $11,036,486, respectively) | | | 10,820 | | | | 10,820,000 | |
See Notes to Financial Statements.
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8 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
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Schedule of Investments (concluded) | | FFI Government Fund |
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Repurchase Agreements | | Par (000) | | | Value | |
Merrill Lynch, Pierce, Fenner & Smith, Inc., 0.30%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $50,001,250 collateralized by various U.S. Government Sponsored Agency Obligations, 4.00% to 6.01%, due 5/25/45 to 5/25/46, original par and fair values of $237,266,231 and $54,116,442, respectively) | | $ | 50,000 | | | $ | 50,000,000 | |
Merrill Lynch, Pierce, Fenner & Smith, Inc., 0.37%, 5/05/16 (Purchased on 4/28/16 to be repurchased at $7,000,504, collateralized by various U.S. Government Sponsored Agency Obligations, 3.96% to 4.50%, due 11/25/40 to 10/15/44, original par and fair values of $119,741,165 and $7,691,214, respectively) | | | 7,000 | | | | 7,000,000 | |
Total Value of Merrill Lynch, Pierce, Fenner & Smith, Inc. (collateral value of $72,844,142) | | | | | | | 67,820,000 | |
Mitsubishi UFJ Securities USA, Inc., 0.28%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $50,001,167, collateralized by various U.S. Government Sponsored Agency Obligations, 2.50% to 4.50%, due 4/01/25 to 4/20/46, original par and fair values of $63,084,602 and $51,289,721, respectively) | | | 50,000 | | | | 50,000,000 | |
Total Value of Mitsubishi UFJ Securities USA, Inc. (collateral value of $51,289,721) | | | | | | | 50,000,000 | |
Morgan Stanley & Co. LLC, 0.29%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $35,000,846 collateralized by various U.S. Government Sponsored Agency Obligations, 3.50% to 4.50%, due 11/20/45 to 4/20/46, original par and fair values of $33,647,971 and $35,700,001, respectively) | | | 35,000 | | | | 35,000,000 | |
Total Value of Morgan Stanley & Co. LLC (collateral value of $35,700,001) | | | | | | | 35,000,000 | |
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Repurchase Agreements | | Par (000) | | | Value | |
TD Securities (USA) LLC, 0.27%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $68,001,530 collateralized by various U.S. Treasury Obligations, 0.00% to 7.25%, due 5/15/16 to 8/15/25, original par and fair values of $69,068,200 and $69,360,072, respectively) | | $ | 68,000 | | | $ | 68,000,000 | |
TD Securities (USA) LLC, 0.29%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $3,000,073 collateralized by a U.S. Government Sponsored Agency Obligation, 3.50%, due 12/01/45, original par and fair value of $2,989,849 and $3,090,000, respectively) | | | 3,000 | | | | 3,000,000 | |
Total Value of TD Securities (USA) LLC (collateral value of $72,450,072) | | | | | | | 71,000,000 | |
Wells Fargo Securities LLC, 0.31%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $50,001,292, collateralized by a U.S. Government Sponsored Agency Obligation, 3.50%, due 3/01/46, original par and fair value of $49,186,730 and $51,500,001, respectively) (b) | | | 50,000 | | | | 50,000,000 | |
Total Value of Wells Fargo Securities LLC (collateral value of $51,500,001) | | | | | | | 50,000,000 | |
Total Repurchase Agreements — 57.7% | | | | | | | 562,820,000 | |
Total Investments (Cost — $978,534,354*) — 100.3% | | | | 978,534,354 | |
Liabilities in Excess of Other Assets — (0.3)% | | | | | | | (2,732,855 | ) |
| | | | | | | | |
Net Assets — 100.0% | | | | | | $ | 975,801,499 | |
| | | | | | | | |
|
Notes to Schedule of Investments |
* | | Cost for federal income tax purposes. |
(a) | | Rates are discount rates or a range of discount rates paid at the time of purchase. |
(b) | | Variable rate security. Rate as of period end. |
(c) | | Variable rate security. Rate as of period end and maturity is the date the principal owed can be recovered through demand. |
(d) | | Traded in a joint account. |
|
Fair Value Hierarchy as of Period End |
Various inputs are used in determining the fair value of investments. For information about the Fund’s policy regarding valuation of investments, refer to the Notes to Financial Statements.
The following tables summarize the Fund’s investments categorized in the disclosure hierarchy:
| | | | | | | | | | | | |
| | Level 1 | | Level 2 | | | Level 3 | | Total | |
Assets: | | | | | | | | | | | | |
Investments: | | | | | | | | | | | | |
Short-Term Securities1 | | — | | $ | 978,534,354 | | | — | | $ | 978,534,354 | |
1 See above Schedule of Investments for values in each security type. | | | | | | | | | | | | |
The Fund may hold assets and/or liabilities in which the fair value approximates the carrying amount for financial statement purposes. As of period end, a bank overdraft of $2,679,133 is categorized as Level 2 within the disclosure hierarchy.
During the year ended April 30, 2016, there were no transfers between levels.
See Notes to Financial Statements.
| | | | | | |
| | | | | | |
| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 9 |
| | |
Schedule of Investments April 30, 2016 | | FFI Treasury Fund (Percentages shown are based on Net Assets) |
| | | | | | | | |
U.S. Treasury Obligations | | Par (000) | | | Value | |
U.S. Treasury Bills (a): | | | | | | | | |
0.32% - 0.34%, 5/05/16 | | $ | 75,689 | | | $ | 75,687,440 | |
0.32%, 5/12/16 | | | 98,989 | | | | 98,980,568 | |
0.18% - 30%, 5/19/16 | | | 169,360 | | | | 169,344,437 | |
0.18%, 5/26/16 | | | 33,900 | | | | 33,895,762 | |
0.32% - 0.54%, 6/09/16 | | | 90,243 | | | | 90,204,409 | |
0.34% - 0.60%, 6/16/16 | | | 94,305 | | | | 94,259,202 | |
0.22% - 0.52%, 7/07/16 | | | 93,243 | | | | 93,184,617 | |
0.48%, 7/14/16 | | | 25,000 | | | | 24,988,181 | |
0.22%, 7/21/16 | | | 75,000 | | | | 74,962,875 | |
0.25%, 7/28/16 | | | 118,000 | | | | 117,928,610 | |
0.23% - 0.47%, 8/04/16 | | | 75,000 | | | | 74,949,541 | |
0.46% - 0.47%, 8/25/16 | | | 30,818 | | | | 30,772,808 | |
0.49%, 9/01/16 | | | 10,360 | | | | 10,343,010 | |
| | | | | | | | |
U.S. Treasury Obligations | | Par (000) | | | Value | |
U.S. Treasury Notes: | | | | | | | | |
0.38% - 3.25%, 5/31/16 | | $ | 167,155 | | | $ | 167,456,489 | |
0.63% - 4.88%, 8/15/16 | | | 92,680 | | | | 93,834,333 | |
1.00% - 3.00%, 8/31/16 | | | 75,995 | | | | 76,492,648 | |
0.30%, 10/31/16 (b) | | | 40,642 | | | | 40,636,757 | |
0.32%, 4/30/17 (b) | | | 34,577 | | | | 34,578,113 | |
Total Investments (Cost — $1,402,499,800*) — 97.6% | | | | 1,402,499,800 | |
Other Assets Less Liabilities — 2.4% | | | | | | | 34,509,198 | |
| | | | | | | | |
Net Assets — 100.0% | | | | | | $ | 1,437,008,998 | |
| | | | | | | | |
|
Notes to Schedule of Investments |
* | | Cost for federal income tax purposes. |
(a) | | Rates are discount rates or a range of discount rates paid at the time of purchase. |
(b) | | Variable rate security. Rate as of period end. |
|
Fair Value Hierachy As of Period End |
Various inputs are used in determining the fair value of investments. For information about the Fund’s policy regarding valuation of investments, refer to the Notes to Financial Statements.
The following table summarizes the Fund’s investments categorized in the disclosure hierarchy:
| | | | | | | | | | |
| | Level 1 | | Level 2 | | Level 3 | | Total | |
Assets: | | | | | | | | | | |
Investments: | | | | | | | | | | |
Short-Term Securities1 | | — | | $1,402,499,800 | | — | | $ | 1,402,499,800 | |
1 See above Schedule of Investments for values in each security type. | |
The Fund may hold assets and/or liabilities in which the fair value approximates the carrying amount for financial statement purposes. As of period end, a bank overdraft of $17,811 is categorized as Level 2 within the disclosure hierarchy.
During the year ended April 30, 2016, there were no transfers between levels.
See Notes to Financial Statements.
| | | | | | |
| | | | | | |
10 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
| | |
Statements of Assets and Liabilities | | |
| | | | | | | | | | | | | | | | | | | | |
April 30, 2016 | | BlackRock Premier Government Institutional
Fund | | | BlackRock Government Institutional
Fund | | | BlackRock Select Government Institutional
Fund | | | FFI Government Fund | | | FFI Treasury Fund | |
| | | | | | | | | | | | | | | | | | | | |
Assets | | | | | | | | | | | | | | | | | | | | |
Investments at value — from the applicable Master Portfolio1 | | $ | 3,170,601,894 | | | $ | 1,343,526,586 | | | $ | 1,035,624,321 | | | | — | | | | — | |
Investments at value — unaffiliated2 | | | — | | | | — | | | | — | | | $ | 415,714,354 | | | $ | 1,402,499,800 | |
Repurchase agreements, at value3 | | | — | | | | — | | | | — | | | | 562,820,000 | | | | — | |
Receivables: | | | | | | | | | | | | | | | | | | | | |
Capital shares sold | | | 11,478,854 | | | | 11,463,628 | | | | 4,370,000 | | | | 1,468,287 | | | | 4,187,264 | |
Interest | | | — | | | | — | | | | — | | | | 183,041 | | | | 3,180,765 | |
Investments sold | | | — | | | | — | | | | — | | | | — | | | | 96,737,000 | |
Prepaid expenses | | | 41,872 | | | | 20,919 | | | | 15,248 | | | | 35,991 | | | | 17,981 | |
| | | | | | | | |
Total assets | | | 3,182,122,620 | | | | 1,355,011,133 | | | | 1,040,009,569 | | | | 980,221,673 | | | | 1,506,622,810 | |
| | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Liabilities | | | | | | | | | | | | | | | | | | | | |
Bank overdraft | | | — | | | | — | | | | — | | | | 2,679,133 | | | | 17,811 | |
Payables: | | | | | | | | | | | | | | | | | | | | |
Capital shares redeemed | | | 11,478,854 | | | | 11,062,236 | | | | 4,363,369 | | | | 1,403,898 | | | | 4,231,316 | |
Contributions to the Master Portfolio | | | — | | | | 401,392 | | | | 6,631 | | | | — | | | | | |
Administration fees | | | 271,872 | | | | 166,016 | | | | 112,376 | | | | — | | | | — | |
Custodian fees | | | — | | | | — | | | | — | | | | 38,169 | | | | 41,006 | |
Professional fees | | | — | | | | — | | | | — | | | | — | | | | 63,652 | |
Income dividends | | | 45,928 | | | | 1,505 | | | | 9,993 | | | | 4,573 | | | | 524 | |
Investment advisory fees | | | — | | | | — | | | | — | | | | 167,593 | | | | 244,525 | |
Investments purchased | | | — | | | | — | | | | — | | | | — | | | | 64,961,813 | |
Officer’s and Directors’ fees | | | 5,294 | | | | 1,738 | | | | 2,163 | | | | 4,182 | | | | 5,036 | |
Other accrued expenses | | | 109,659 | | | | 103,188 | | | | 76,673 | | | | 122,626 | | | | 48,129 | |
| | | | | | | | |
Total liabilities | | | 11,911,607 | | | | 11,736,075 | | | | 4,571,205 | | | | 4,420,174 | | | | 69,613,812 | |
| | | | | | | | |
Net Assets | | $ | 3,170,211,013 | | | $ | 1,343,275,058 | | | $ | 1,035,438,364 | | | $ | 975,801,499 | | | $ | 1,437,008,998 | |
| | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Net Assets Consist of | | | | | | | | | | | | | | | | | | | | |
Paid-in capital | | $ | 3,169,876,916 | | | $ | 1,343,163,594 | | | $ | 1,035,391,961 | | | $ | 975,797,078 | | | $ | 1,436,924,281 | |
Undistributed net investment income | | | 181,348 | | | | 45,490 | | | | 5,036 | | | | 2,494 | | | | — | |
Accumulated net realized gain | | | — | | | | — | | | | — | | | | 1,927 | | | | 84,717 | |
Accumulated net realized gain allocated from the applicable Master Portfolio | | | 152,749 | | | | 65,974 | | | | 41,367 | | | | — | | | | — | |
| | | | | | | | |
Net Assets, $1.00 net asset value per share4 | | $ | 3,170,211,013 | | | $ | 1,343,275,058 | | | $ | 1,035,438,364 | | | $ | 975,801,499 | | | $ | 1,437,008,998 | |
| | | | | | | | |
1 Investments at cost — from the applicable Master Portfolio | | $ | 3,170,601,894 | | | $ | 1,343,526,586 | | | $ | 1,035,624,321 | | | | — | | | | — | |
2 Investments at cost — unaffiliated | | | — | | | | — | | | | — | | | $ | 415,714,354 | | | $ | 1,402,499,800 | |
3 Repurchase agreements at cost | | | — | | | | — | | | | — | | | $ | 562,820,000 | | | | — | |
4 Shares outstanding, unlimited shares authorized, par value $0.01 per share | | | 3,169,876,916 | | | | 1,343,163,594 | | | | 1,035,391,961 | | | | 975,797,078 | | | | 1,436,924,290 | |
| | | | | | |
See Notes to Financial Statements. | | | | |
| | | | | | |
| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 11 |
| | | | | | | | | | | | | | | | | | | | |
Year Ended April 30, 2016 | | BlackRock Premier Government Institutional Fund | | | BlackRock Government Institutional Fund | | | BlackRock Select Government Institutional Fund | | | FFI Government Fund | | | FFI Treasury Fund | |
| | | | | | | | | | | | | | | | | | | | |
Investment Income | | | | | | | | | | | | | | | | | | | | |
Interest | | | — | | | | — | | | | — | | | $ | 2,527,815 | | | $ | 2,268,892 | |
Net investment income allocated from the applicable Master Portfolio: | | | | | | | | | | | | | | | | | | | | |
Interest | | $ | 11,600,562 | | | $ | 4,593,028 | | | $ | 3,954,972 | | | | — | | | | — | |
Expenses | | | (2,342,906 | ) | | | (1,020,625 | ) | | | (886,589 | ) | | | — | | | | — | |
| | | | | | | | |
Total income | | | 9,257,656 | | | | 3,572,403 | | | | 3,068,383 | | | | 2,527,815 | | | | 2,268,892 | |
| | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Fund Expenses | | | | | | | | | | | | | | | | | | | | |
Investment advisory | | | — | | | | — | | | | — | | | | 3,869,700 | | | | 5,614,908 | |
Administration | | | 3,906,021 | | | | 2,418,431 | | | | 1,814,187 | | | | — | | | | — | |
Transfer agent | | | 307,936 | | | | 448,893 | | | | 93,586 | | | | 219,354 | | | | 227,892 | |
Registration | | | 113,092 | | | | 54,041 | | | | 41,151 | | | | 57,385 | | | | 76,769 | |
Professional | | | 82,914 | | | | 44,964 | | | | 41,058 | | | | 61,590 | | | | 69,552 | |
Printing | | | 11,852 | | | | 6,354 | | | | 8,106 | | | | 11,268 | | | | 11,253 | |
Officer and Directors | | | 3,350 | | | | 1,098 | | | | 1,370 | | | | 18,597 | | | | 24,408 | |
Accounting services | | | — | | | | — | | | | — | | | | 56,706 | | | | 60,594 | |
Custodian | | | — | | | | — | | | | — | | | | 98,544 | | | | 60,525 | |
Miscellaneous | | | 8,790 | | | | 17,295 | | | | 7,550 | | | | 63,790 | | | | 59,401 | |
| | | | | | | | |
Total expenses | | | 4,433,955 | | | | 2,991,076 | | | | 2,007,008 | | | | 4,456,934 | | | | 6,205,302 | |
Less: | | | | | | | | | | | | | | | | | | | | |
Fees waived by the Manager | | | — | | | | — | | | | — | | | | (2,352,920 | ) | | | (4,288,770 | ) |
Fees waived and/or reimbursed by the Administrator | | | — | | | | (227,978 | ) | | | (381,590 | ) | | | — | | | | — | |
| | | | | | | | |
Total expenses after fees waived and/or reimbursed | | | 4,433,955 | | | | 2,763,098 | | | | 1,625,418 | | | | 2,104,014 | | | | 1,916,532 | |
| | | | | | | | |
Net investment income | | | 4,823,701 | | | | 809,305 | | | | 1,442,965 | | | | 423,801 | | | | 352,360 | |
| | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Realized Gain | | | | | | | | | | | | | | | | | | | | |
Net realized gain allocated from the applicable Master Portfolio | | | 152,749 | | | | 65,974 | | | | 63,472 | | | | — | | | | — | |
Net realized gain from investments | | | — | | | | — | | | | — | | | | 18,464 | | | | 199,476 | |
| | | | | | | | |
Net Increase in Net Assets Resulting from Operations | | $ | 4,976,450 | | | $ | 875,279 | | | $ | 1,506,437 | | | $ | 442,265 | | | $ | 551,836 | |
| | | | | | | | |
| | | | | | |
See Notes to Financial Statements. | | | | |
| | | | | | |
12 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
| | |
Statements of Changes in Net Assets | | BlackRock Premier Government Institutional Fund |
| | | | | | | | |
| | Year Ended April 30, | |
Increase (Decrease) in Net Assets: | | 2016 | | | 2015 | |
| | | | | | | | |
Operations | |
Net investment income | | $ | 4,823,701 | | | $ | 3,577,057 | |
Net realized gain | | | 152,749 | | | | 427,217 | |
| | | | |
Net increase in net assets resulting from operations | | | 4,976,450 | | | | 4,004,274 | |
| | | | |
| | | | | | | | |
Distributions to Shareholders1 | | | | | | | | |
From net investment income | | | (4,642,353 | ) | | | (3,591,156 | ) |
From net realized gain | | | (424,694 | ) | | | (510,901 | ) |
| | | | |
Decrease in net assets resulting from distributions to shareholders | | | (5,067,047 | ) | | | (4,102,057 | ) |
| | | | |
| | | | | | | | |
Capital Transactions | | | | | | | | |
Net proceeds from sale of shares | | | 24,176,717,707 | | | | 28,700,848,701 | |
Reinvestment of distributions | | | 4,080,026 | | | | 3,663,128 | |
Costs of shares redeemed | | | (24,451,508,507 | ) | | | (31,877,057,224 | ) |
| | | | |
Net decrease in net assets derived from capital transactions | | | (270,710,774 | ) | | | (3,172,545,395 | ) |
| | | | |
| | | | | | | | |
Net Assets | | | | | | | | |
Total decrease in net assets | | | (270,801,371 | ) | | | (3,172,643,178 | ) |
Beginning of year | | | 3,441,012,384 | | | | 6,613,655,562 | |
| | | | |
End of year | | $ | 3,170,211,013 | | | $ | 3,441,012,384 | |
| | | | |
Undistributed net investment income, end of year | | $ | 181,348 | | | | — | |
| | | | |
1 Distributions for annual periods determined in accordance with federal income tax regulations. | | | | | | | | |
| | | | | | |
See Notes to Financial Statements. | | | | |
| | | | | | |
| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 13 |
| | |
Statements of Changes in Net Assets | | BlackRock Government Institutional Fund |
| | | | | | | | |
| | Year Ended April 30, | |
Increase (Decrease) in Net Assets: | | 2016 | | | 2015 | |
| | | | | | | | |
Operations | |
Net investment income | | $ | 809,305 | | | $ | 540,375 | |
Net realized gain | | | 65,974 | | | | 52,097 | |
| | | | |
Net increase in net assets resulting from operations | | | 875,279 | | | | 592,472 | |
| | | | |
| | | | | | | | |
Distributions to Shareholders1 | | | | | | | | |
From net investment income | | | (763,815 | ) | | | (546,020 | ) |
From net realized gain | | | (57,240 | ) | | | (95,355 | ) |
| | | | |
Decrease in net assets resulting from distributions to shareholders | | | (821,055 | ) | | | (641,375 | ) |
| | | | |
| | | | | | | | |
Capital Share Transactions | | | | | | | | |
Net proceeds from sale of shares | | | 3,734,275,898 | | | | 3,852,919,719 | |
Reinvestment of distributions | | | 750,092 | | | | 588,203 | |
Costs of shares redeemed | | | (4,091,815,864 | ) | | | (4,085,022,542 | ) |
| | | | |
Net decrease in net assets derived from capital transactions | | | (356,789,874 | ) | | | (231,514,620 | ) |
| | | | |
| | | | | | | | |
Net Assets | | | | | | | | |
Total decrease in net assets | | | (356,735,650 | ) | | | (231,563,523 | ) |
Beginning of year | | | 1,700,010,708 | | | | 1,931,574,231 | |
| | | | |
End of year | | $ | 1,343,275,058 | | | $ | 1,700,010,708 | |
| | | | |
Undistributed net investment income, end of year | | $ | 45,490 | | | | — | |
| | | | |
1 Distributions for annual periods determined in accordance with federal income tax regulations. | | | | | | | | |
| | | | | | |
See Notes to Financial Statements. | | | | |
| | | | | | |
14 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
| | |
Statements of Changes in Net Assets | | BlackRock Select Government Institutional Fund |
| | | | | | | | |
| | Year Ended April 30, | |
Increase (Decrease) in Net Assets: | | 2016 | | | 2015 | |
| | | | | | | | |
Operations | | | | | | | | |
Net investment income | | $ | 1,442,965 | | | $ | 1,119,142 | |
Net realized gain | | | 63,472 | | | | 67,155 | |
| | | | |
Net increase in net assets resulting from operations | | | 1,506,437 | | | | 1,186,297 | |
| | | | |
| | | | | | | | |
Distributions to Shareholders1 | | | | | | | | |
From net investment income | | | (1,437,929 | ) | | | (1,124,178 | ) |
From net realized gain | | | (60,436 | ) | | | (119,964 | ) |
| | | | |
Decrease in net assets resulting from distributions to shareholders | | | (1,498,365 | ) | | | (1,244,142 | ) |
| | | | |
| | | | | | | | |
Capital Transactions | | | | | | | | |
Net proceeds from sale of shares | | | 8,270,003,355 | | | | 19,810,515,835 | |
Reinvestment of distributions | | | 1,365,626 | | | | 942,021 | |
Costs of shares redeemed | | | (9,010,117,861 | ) | | | (20,630,346,175 | ) |
| | | | |
Net decrease in net assets derived from capital transactions | | | (738,748,880 | ) | | | (818,888,319 | ) |
| | | | |
| | | | | | | | |
Net Assets | | | | | | | | |
Total decrease in net assets | | | (738,740,808 | ) | | | (818,946,164 | ) |
Beginning of year | | | 1,774,179,172 | | | | 2,593,125,336 | |
| | | | |
End of year | | $ | 1,035,438,364 | | | $ | 1,774,179,172 | |
| | | | |
Undistributed net investment income, end of year | | $ | 5,036 | | | | — | |
| | | | | | | | |
1 Distributions for annual periods determined in accordance with federal income tax regulations. | |
| | | | | | |
See Notes to Financial Statements. | | | | |
| | | | | | |
| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 15 |
| | |
Statements of Changes in Net Assets | | FFI Government Fund |
| | | | | | | | |
| | Year Ended April 30, | |
Increase (Decrease) in Net Assets: | | 2016 | | | 2015 | |
| | | | | | | | |
Operations | | | | | | | | |
Net investment income | | $ | 423,801 | | | $ | 139,171 | |
Net realized gain | | | 18,464 | | | | 8,449 | |
| | | | |
Net increase in net assets resulting from operations | | | 442,265 | | | | 147,620 | |
| | | | |
| | | | | | | | |
Distributions to Shareholders1 | | | | | | | | |
From net investment income | | | (421,307 | ) | | | (141,665 | ) |
From net realized gain | | | (22,694 | ) | | | (16,638 | ) |
| | | | |
Decrease in net assets resulting from distributions to shareholders | | | (444,001 | ) | | | (158,303 | ) |
| | | | |
| | | | | | | | |
Capital Transactions | | | | | | | | |
Net proceeds from sale of shares | | | 5,599,537,010 | | | | 6,571,512,895 | |
Reinvestment of distributions | | | 411,251 | | | | 140,855 | |
Costs of shares redeemed | | | (5,818,215,804 | ) | | | (7,043,936,801 | ) |
| | | | |
Net decrease in net assets derived from capital transactions | | | (218,267,543 | ) | | | (472,283,051 | ) |
| | | | |
| | | | | | | | |
Net Assets | | | | | | | | |
Total decrease in net assets | | | (218,269,279 | ) | | | (472,293,734 | ) |
Beginning of year | | | 1,194,070,778 | | | | 1,666,364,512 | |
| | | | |
End of year | | $ | 975,801,499 | | | $ | 1,194,070,778 | |
| | | | |
Undistributed net investment income, end of year | | $ | 2,494 | | | | — | |
| | | | |
1 Distributions for annual periods determined in accordance with federal income tax regulations. | |
| | | | | | |
See Notes to Financial Statements. | | | | |
| | | | | | |
16 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
| | |
Statements of Changes in Net Assets | | FFI Treasury Fund |
| | | | | | | | |
| | Year Ended April 30, | |
Increase (Decrease) in Net Assets: | | 2016 | | | 2015 | |
| | | | | | | | |
Operations | | | | | | | | |
Net investment income | | $ | 352,360 | | | $ | 706 | |
Net realized gain | | | 199,476 | | | | 87,064 | |
| | | | |
Net increase in net assets resulting from operations | | | 551,836 | | | | 87,770 | |
| | | | |
| | | | | | | | |
Distributions to Shareholders1 | | | | | | | | |
From net investment income | | | (352,360 | ) | | | (1,655 | ) |
From net realized gain | | | (166,003 | ) | | | (100,051 | ) |
| | | | |
Decrease in net assets resulting from distributions to shareholders | | | (518,363 | ) | | | (101,706 | ) |
| | | | |
| | | | | | | | |
Capital Share Transactions | | | | | | | | |
Net proceeds from sale of shares | | | 2,949,612,691 | | | | 2,453,102,260 | |
Reinvestment of distributions | | | 495,208 | | | | 99,770 | |
Costs of shares redeemed | | | (3,269,171,504 | ) | | | (2,826,572,287 | ) |
| | | | |
Net decrease in net assets derived from capital transactions | | | (319,063,605 | ) | | | (373,370,257 | ) |
| | | | |
| | | | | | | | |
Net Assets | | | | | | | | |
Total decrease in net assets | | | (319,030,132 | ) | | | (373,384,193 | ) |
Beginning of year | | | 1,756,039,130 | | | | 2,129,423,323 | |
| | | | |
End of year | | $ | 1,437,008,998 | | | $ | 1,756,039,130 | |
| | | | |
1 Distributions for annual periods determined in accordance with federal income tax regulations. | |
| | | | | | |
See Notes to Financial Statements. | | | | |
| | | | | | |
| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 17 |
| | |
Financial Highlights | | BlackRock Premier Government Institutional Fund |
| | | | | | | | | | | | | | | | | | | | |
| | Year Ended April 30, | |
| | 2016 | | | 2015 | | | 2014 | | | 2013 | | | 2012 | |
| | | | | | | | | | | | | | | | | | | | |
Per Share Operating Performance | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of year | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | |
| | | | |
Net investment income | | | 0.0012 | | | | 0.0007 | | | | 0.0008 | | | | 0.0017 | | | | 0.0012 | |
Net realized gain | | | 0.0001 | | | | 0.0001 | | | | 0.0000 | 1 | | | 0.0000 | 1 | | | 0.0000 | 1 |
| | | | |
Net increase from investment operations | | | 0.0013 | | | | 0.0008 | | | | 0.0008 | | | | 0.0017 | | | | 0.0012 | |
| | | | |
Distributions:2 | | | | | | | | | | | | | | | | | | | | |
From net investment income | | | (0.0012 | ) | | | (0.0007 | ) | | | (0.0008 | ) | | | (0.0017 | ) | | | (0.0012 | ) |
From net realized gain | | | (0.0001 | ) | | | (0.0001 | ) | | | — | | | | — | | | | — | |
| | | | |
Total distributions | | | (0.0013 | ) | | | (0.0008 | ) | | | (0.0008 | ) | | | (0.0017 | ) | | | (0.0012 | ) |
| | | | |
Net asset value, end of year | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Total Return3 | | | | | | | | | | | | | | | | | | | | |
Based on net asset value | | | 0.13% | | | | 0.08% | | | | 0.08% | | | | 0.17% | | | | 0.12% | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Ratios to Average Net Assets4 | | | | | | | | | | | | | | | | | | | | |
Total expenses | | | 0.17% | | | | 0.17% | | | | 0.17% | | | | 0.16% | | | | 0.16% | |
| | | | |
Net investment income | | | 0.12% | | | | 0.07% | | | | 0.08% | | | | 0.17% | | | | 0.12% | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Supplemental Data | | | | | | | | | | | | | | | | | | | | |
Net assets, end of year (000) | | $ | 3,170,211 | | | $ | 3,441,012 | | | $ | 6,613,656 | | | $ | 8,715,444 | | | $ | 8,055,528 | |
| | | | |
| 1 | | Amount is less than $0.00005 per share. |
| 2 | | Distributions for annual periods determined in accordance with federal income tax regulations. |
| 3 | | Where applicable, assumes the reinvestment of distributions. |
| 4 | | Includes the Fund’s share of Master Premier Government Institutional Portfolio’s allocated expenses and/or net investment income. |
| | | | | | |
See Notes to Financial Statements. | | | | |
| | | | | | |
18 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
| | |
Financial Highlights | | BlackRock Government Institutional Fund |
| | | | | | | | | | | | | | | | | | | | |
| | Year Ended April 30, | |
| | 2016 | | | 2015 | | | 2014 | | | 2013 | | | 2012 | |
| | | | | | | | | | | | | | | | | | | | |
Per Share Operating Performance | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of year | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | |
| | | | |
Net investment income | | | 0.0005 | | | | 0.0004 | | | | 0.0003 | | | | 0.0008 | | | | 0.0006 | |
Net realized gain | | | 0.0000 | 1 | | | 0.0000 | 1 | | | 0.0000 | 1 | | | 0.0001 | | | | 0.0001 | |
| | | | |
Net increase from investment operations | | | 0.0005 | | | | 0.0004 | | | | 0.0003 | | | | 0.0009 | | | | 0.0007 | |
| | | | |
Distributions:2 | | | | | | | | | | | | | | | | | | | | |
From net investment income | | | (0.0005 | ) | | | (0.0004 | ) | | | (0.0003 | ) | | | (0.0008 | ) | | | (0.0006 | ) |
From net realized gain | | | (0.0000 | )3 | | | (0.0000 | )3 | | | (0.0000 | )3 | | | (0.0001 | ) | | | (0.0001 | ) |
| | | | |
Total distributions | | | (0.0005 | ) | | | (0.0004 | ) | | | (0.0003 | ) | | | (0.0009 | ) | | | (0.0007 | ) |
| | | | |
Net asset value, end of year | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Total Return4 | | | | | | | | | | | | | | | | | | | | |
Based on net asset value | | | 0.05% | | | | 0.04% | | | | 0.03% | | | | 0.09% | | | | 0.06% | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Ratio to Average Net Assets5 | | | | | | | | | | | | | | | | | | | | |
Total expenses | | | 0.25% | | | | 0.24% | | | | 0.24% | | | | 0.23% | | | | 0.23% | |
| | | | |
Total expenses after fees waived and/or reimbursed | | | 0.23% | | | | 0.20% | | | | 0.20% | | | | 0.23% | | | | 0.23% | |
| | | | |
Net investment income | | | 0.05% | | | | 0.03% | | | | 0.02% | | | | 0.08% | | | | 0.05% | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Supplemental Data | | | | | | | | | | | | | | | | | | | | |
Net assets, end of year (000) | | $ | 1,343,275 | | | $ | 1,700,011 | | | $ | 1,931,574 | | | $ | 2,177,640 | | | $ | 2,620,183 | |
| | | | |
| 1 | | Amount is less than $0.00005 per share. |
| 2 | | Distributions for annual periods determined in accordance with federal income tax regulations. |
| 3 | | Amount is greater than $(0.00005) per share. |
| 4 | | Where applicable, assumes the reinvestment of distributions. |
| 5 | | Includes the Fund’s share of the Master Government Institutional Portfolio’s allocated expenses and/or net investment income. |
| | | | | | |
See Notes to Financial Statements. | | | | |
| | | | | | |
| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 19 |
| | |
Financial Highlights | | BlackRock Select Government Institutional Fund |
| | | | | | | | | | | | | | | | | | | | |
| | Year Ended April 30, | |
| | 2016 | | | 2015 | | | 2014 | | | 2013 | | | 2012 | |
| | | | | | | | | | | | | | | | | | | | |
Per Share Operating Performance | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of year | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | |
| | | | |
Net investment income | | | 0.0011 | | | | 0.0005 | | | | 0.0005 | | | | 0.0013 | | | | 0.0010 | |
Net realized gain | | | 0.0000 | 1 | | | 0.0000 | 1 | | | 0.0000 | 1 | | | 0.0001 | | | | 0.0001 | |
| | | | |
Net increase from investment operations | | | 0.0011 | | | | 0.0005 | | | | 0.0005 | | | | 0.0014 | | | | 0.0011 | |
| | | | |
Distributions:2 | | | | | | | | | | | | | | | | | | | | |
From net investment income | | | (0.0011 | ) | | | (0.0005 | ) | | | (0.0005 | ) | | | (0.0013 | ) | | | (0.0010 | ) |
From net realized gain | | | (0.0000 | )3 | | | (0.0000 | )3 | | | (0.0000 | )3 | | | (0.0001 | ) | | | (0.0001 | ) |
| | | | |
Total distributions | | | (0.0011 | ) | | | (0.0005 | ) | | | (0.0005 | ) | | | (0.0014 | ) | | | (0.0011 | ) |
| | | | |
Net asset value, end of year | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Total Return4 | | | | | | | | | | | | | | | | | | | | |
Based on net asset value | | | 0.11% | | | | 0.05% | | | | 0.05% | | | | 0.14% | | | | 0.11% | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Ratios to Average Net Assets5 | | | | | | | | | | | | | | | | | | | | |
Total expenses | | | 0.21% | | | | 0.20% | | | | 0.20% | | | | 0.19% | | | | 0.20% | |
| | | | |
Total expenses after fees waived and/or reimbursed | | | 0.18% | | | | 0.18% | | | | 0.18% | | | | 0.18% | | | | 0.18% | |
| | | | |
Net investment income | | | 0.10% | | | | 0.05% | | | | 0.04% | | | | 0.13% | | | | 0.00% | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Supplemental Data | | | | | | | | | | | | | | | | | | | | |
Net assets, end of year (000) | | $ | 1,035,438 | | | $ | 1,774,179 | | | $ | 2,593,125 | | | $ | 3,527,892 | | | $ | 2,888,885 | |
| | | | |
| 1 | | Amount is less than $0.00005 per share. |
| 2 | | Distributions for annual periods determined in accordance with federal income tax regulations. |
| 3 | | Amount is greater than $(0.00005) per share. |
| 4 | | Where applicable, assumes the reinvestment of distributions. |
| 5 | | Includes the Fund’s share of Master Government Institutional Portfolio’s allocated expenses and/or net investment income. |
| | | | | | |
See Notes to Financial Statements. | | | | |
| | | | | | |
20 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
| | |
Financial Highlights | | FFI Government Fund |
| | | | | | | | | | | | | | | | | | | | |
| | Year Ended April 30, | |
| | 2016 | | | 2015 | | | 2014 | | | 2013 | | | 2012 | |
| | | | | | | | | | | | | | | | | | | | |
Per Share Operating Performance | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of year | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | |
| | | | |
Net investment income | | | 0.0004 | | | | 0.0001 | | | | 0.0001 | | | | 0.0001 | | | | 0.0001 | |
Net realized gain | | | 0.0000 | 1 | | | 0.0000 | 1 | | | 0.0000 | 1 | | | 0.0000 | 1 | | | 0.0000 | 1 |
| | | | |
Net increase from investment operations | | | 0.0004 | | | | 0.0001 | | | | 0.0001 | | | | 0.0001 | | | | 0.0001 | |
| | | | |
Distributions:2 | | | | | | | | | | | | | | | | | | | | |
From net investment income | | | (0.0004 | ) | | | (0.0001 | ) | | | (0.0001 | ) | | | (0.0001 | ) | | | (0.0001 | ) |
From net realized gain | | | (0.0000 | )3 | | | (0.0000 | )3 | | | (0.0000 | )3 | | | (0.0000 | )3 | | | (0.0000 | )3 |
| | | | |
Total distributions | | | (0.0004 | ) | | | (0.0001 | ) | | | (0.0001 | ) | | | (0.0001 | ) | | | (0.0001 | ) |
| | | | |
Net asset value, end of year | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Total Return4 | | | | | | | | | | | | | | | | | | | | |
Based on net asset value | | | 0.04% | | | | 0.01% | | | | 0.01% | | | | 0.01% | | | | 0.01% | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Ratios to Average Net Assets | | | | | | | | | | | | | | | | | | | | |
Total expenses | | | 0.38% | | | | 0.37% | | | | 0.36% | | | | 0.35% | | | | 0.33% | |
| | | | |
Total expenses after fees waived and paid indirectly | | | 0.18% | | | | 0.10% | | | | 0.10% | | | | 0.18% | | | | 0.15% | |
| | | | |
Net investment income | | | 0.04% | | | | 0.01% | | | | 0.01% | | | | 0.01% | | | | 0.01% | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Supplemental Data | | | | | | | | | | | | | | | | | | | | |
Net assets, end of year (000) | | $ | 975,801 | | | $ | 1,194,071 | | | $ | 1,666,365 | | | $ | 1,851,308 | | | $ | 2,777,785 | |
| | | | |
| 1 | | Amount is less than $0.00005 per share. |
| 2 | | Distributions for annual periods determined in accordance with federal income tax regulations. |
| 3 | | Amount is greater than $(0.00005) per share. |
| 4 | | Where applicable, assumes the reinvestment of distributions. |
| | | | | | |
See Notes to Financial Statements. | | | | |
| | | | | | |
| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 21 |
| | |
Financial Highlights | | FFI Treasury Fund |
| | | | | | | | | | | | | | | | | | | | |
| | Year Ended April 30, | |
| | 2016 | | | 2015 | | | 2014 | | | 2013 | | | 2012 | |
| | | | | | | | | | | | | | | | | | | | |
Per Share Operating Performance | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of year | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | |
| | | | |
Net investment income | | | 0.0003 | | | | 0.0000 | 1 | | | 0.0000 | 1 | | | 0.0000 | 1 | | | 0.0000 | 1 |
Net realized gain | | | 0.0000 | 1 | | | 0.0001 | | | | 0.0001 | | | | 0.0000 | 1 | | | 0.0000 | 1 |
| | | | |
Net increase from investment operations | | | 0.0003 | | | | 0.0001 | | | | 0.0001 | | | | 0.0000 | | | | 0.0000 | |
| | | | |
Distributions:2 | | | | | | | | | | | | | | | | | | | | |
From net investment income | | | (0.0003 | ) | | | (0.0000 | )3 | | | (0.0000 | )3 | | | (0.0000 | )3 | | | (0.0000 | )3 |
From net realized gain | | | (0.0000 | )3 | | | (0.0001 | ) | | | (0.0001 | ) | | | (0.0000 | )3 | | | (0.0000 | )3 |
| | | | |
Total distributions | | | (0.0003 | ) | | | (0.0001 | ) | | | (0.0001 | ) | | | (0.0000 | ) | | | (0.0000 | ) |
| | | | |
Net asset value, end of year | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Total Return4 | | | | | | | | | | | | | | | | | | | | |
Based on net asset value | | | 0.03% | | | | 0.01% | | | | 0.01% | | | | 0.00% | | | | 0.00% | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Ratios to Average Net Assets | | | | | | | | | | | | | | | | | | | | |
Total expenses | | | 0.36% | | | | 0.35% | | | | 0.34% | | | | 0.34% | | | | 0.33% | |
| | | | |
Total expenses after fees waived | | | 0.11% | | | | 0.04% | | | | 0.05% | | | | 0.10% | | | | 0.05% | |
| | | | |
Net investment income | | | 0.02% | | | | 0.00% | | | | 0.00% | | | | 0.00% | | | | 0.00% | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Supplemental Data | | | | | | | | | | | | | | | | | | | | |
Net assets, end of year (000) | | $ | 1,437,009 | | | $ | 1,756,039 | | | $ | 2,129,423 | | | $ | 2,405,503 | | | $ | 2,682,068 | |
| | | | |
| 1 | | Amount is less than $0.00005 per share. |
| 2 | | Distributions for annual periods determined in accordance with federal income tax regulations. |
| 3 | | Amount is greater than $(0.00005) per share. |
| 4 | | Where applicable, assumes the reinvestment of distributions. |
| | | | | | |
See Notes to Financial Statements. | | | | |
| | | | | | |
22 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
| | |
Notes to Financial Statements | | Funds for Institutions Series |
1. Organization:
Funds For Institutions Series (the “Trust”) is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust consists of five series, BlackRock Premier Government Institutional Fund (“Premier Government Institutional Fund”) (formerly FFI Premier Institutional Fund), BlackRock Government Institutional Fund (“Government Institutional Fund”) (formerly FFI Institutional Fund), BlackRock Select Government Institutional Fund (“Select Government Institutional Fund”) (formerly FFI Select Institutional Fund), FFI Government Fund (“Government Fund”) and FFI Treasury Fund (“Treasury Fund”) (collectively, the “Funds” or individually a “Fund”). Each Fund is classified as diversified. Premier Government Institutional Fund, Government Institutional Fund and Select Government Institutional Fund (the “Feeder Funds”) seek to achieve their investment objectives by investing all of their assets in the applicable series (collectively, the “Master Portfolios” or individually, a “Master Portfolio”) of Master Institutional Money Market LLC (the “Master LLC”), which have the same investment objective and strategies as the corresponding Feeder Funds. Premier Government Institutional Fund invests all of its assets in Master Premier Government Institutional Portfolio (formerly Master Premier Institutional Portfolio). Government Institutional Fund and Select Government Institutional Fund invest all of their assets in Master Government Institutional Portfolio (formerly Master Institutional Portfolio). The Master LLC is organized as a Delaware limited liability company and is a registered investment company. The value of each Feeder Fund’s investment in the corresponding Master Portfolio reflects the Feeder Fund’s proportionate interest in the net assets of the corresponding Master Portfolio. As of April 30, 2016, the percentage of Master Premier Government Institutional Portfolio owned by Premier Government Institutional Fund was 100%. As of April 30, 2016, the percentages of Master Government Institutional Portfolio owned by Government Institutional Fund and Select Government Institutional Fund were 44% and 56%, respectively. The performance of each Feeder Fund is directly affected by the performance of the corresponding Master Portfolio. The financial statements of the Master Portfolios, including their Schedules of Investments, are included elsewhere in this report and should be read in conjunction with the Feeder Funds’ financial statements. The Board of Trustees of the Trust and the Board of Directors of the Master LLC are referred to throughout this report as the “Board of Directors” or the “Board” and the Trustees of the Trust and the Directors of the Master LLC are referred to throughout this report as the “Directors”.
Effective January 4, 2016, Premier Government Institutional Fund, Government Institutional Fund and Select Government Institutional Fund will invest at least 99.5% of its total assets in cash, U.S. Treasury bills, notes and other obligations issued or guaranteed as to principal and interest by the U.S. Government, its agencies or instrumentalities, and repurchase agreements secured by such obligations or cash. Each Fund is not subject to liquidity fees or temporary suspensions of redemptions due to declines in the Fund’s weekly liquid assets.
Effective October 1, 2015, Government Fund and Treasury Fund have an investment policy that meets the definition of a “government money market fund” under Rule 2a-7 under 1940 Act. Each Fund is not subject to liquidity fees or temporary suspensions of redemptions due to declines in the Fund’s weekly liquid assets.
The Funds, together with certain other registered investment companies advised by BlackRock Advisors, LLC (the “Manager” or the “Administrator”) or its affiliates, are included in a complex of open-end funds referred to as the Equity-Liquidity 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 Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. Below is a summary of significant accounting policies:
Investment Transactions and Investment Income: For financial reporting purposes, investment transactions are recorded on the dates the transactions are entered into (the trade dates). For the Feeder Funds, for financial reporting purposes, contributions to and withdrawals from the Master Portfolios are accounted on a trade date basis. The Feeder Funds record daily their proportionate share of the applicable Master Portfolio’s income, expenses and realized and unrealized gains and losses. In addition, the Feeder Funds accrue their own expenses. Realized gains and losses on investment transactions are determined on the identified cost basis. Interest income, including amortization and accretion of premiums and discounts on debt securities, is recognized on the accrual basis.
Distributions: Distributions from net investment income are declared daily and paid monthly. Distributions of capital gains are recorded on the ex-dividend date. The character and timing of distributions are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP.
| | | | | | |
| | | | | | |
| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 23 |
| | |
Notes to Financial Statements (continued) | | Funds for Institutions Series |
Indemnifications: In the normal course of business, a Fund enters into contracts that contain a variety of representations that provide general indemnification. A Fund’s maximum exposure under these arrangements is unknown because it involves future potential claims against a Fund, which cannot be predicted with any certainty.
Other: Expenses directly related to a Fund are charged to that Fund. 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.
The Funds have an arrangement with their custodian whereby fees may be reduced by credits earned on uninvested cash balances, which, if applicable, are shown as fees paid indirectly in the Statements of Operations. The custodian imposes fees on overdrawn cash balances, which can be offset by accumulated credits earned or may result in additional custody charges. Effective October 2015, the custodian is imposing fees on certain uninvested cash balances.
3. Investment Valuation and Fair Value Measurements:
Investment Valuation Policies: U.S. GAAP defines fair value as the price the Funds would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. Each Feeder Fund records its investment in the applicable Master Portfolio at fair value based on the Fund’s proportionate interest in the net assets of the applicable Master Portfolio. Valuation of securities held by the Master LLC is discussed in Note 3 of the Master LLC’s Notes to Financial Statements, which are included elsewhere in this report. Government Fund’s and Treasury Fund’s investments are valued under the amortized cost method which approximates current market value in accordance with Rule 2a-7 under the 1940 Act. Under this method, investments are valued at cost when purchased and, thereafter, a constant proportionate accretion of discounts and amortization of premiums are recorded until the maturity of the security. The Funds seek to maintain their net asset value per share at $1.00, although there is no assurance that they will be able to do so on a continuing basis.
Fair Value Hierarchy: Various inputs are used in determining the fair value of investments. 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 Fund has the ability to access |
• | | Level 2 — other observable inputs (including, but not limited to, quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market–corroborated inputs) |
• | | Level 3 — unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are not available (including each Fund’s own assumptions used in determining the fair value of investments) |
The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The fair value hierarchy for each Fund’s investments has been included in the Schedules of Investments.
Changes in valuation techniques may result in transfers into or out of an assigned level within the hierarchy. In accordance with each Fund’s policy, transfers between different levels of the fair value hierarchy are deemed to have occurred as of the beginning of the reporting period. The categorization of a value determined for investments is based on the pricing transparency of the investments and is not necessarily an indication of the risks associated with investing in those securities.
4. Securities and Other Investments:
Repurchase Agreements: Government Fund and Treasury Fund may enter into repurchase agreements. Repurchase agreements are commitments to purchase a security from a counterparty who agrees to repurchase the same security at a mutually agreed upon date and price. On a daily basis, the counterparty is required to maintain eligible collateral subject to the agreement and in value no less than the agreed repurchase amount. Pursuant to the custodial undertaking associated with a tri-party repo arrangement, an unaffiliated third party custodian maintains accounts to hold collateral for a Fund and its counterparties. Typically, a Fund and counterparty are not permitted to sell, re-pledge or use the collateral absent a default by the counterparty or a Fund, respectively. Certain Funds, along with other registered investment companies advised by the Manager, may transfer uninvested cash into a single joint trading account which is then invested in one or more repurchase agreements.
| | | | | | |
| | | | | | |
24 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
| | | | |
Notes to Financial Statements (continued) | | Funds for Institutions Series |
In the event the counterparty defaults and the fair value of the collateral declines, a Fund could experience losses, delays and costs in liquidating the collateral.
Repurchase agreements are entered into by a Fund under Master Repurchase Agreements (each, an “MRA”). The MRA permits a Fund, under certain circumstances including an event of default (such as bankruptcy or insolvency), to offset payables and/or receivables with collateral held by and/or posted to the counterparty. As a result, one single net payment is created. Bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against such a right of offset in the event of the MRA counterparty’s bankruptcy or insolvency. Based on the terms of the MRA, a Fund receives securities as collateral with a market value in excess of the repurchase price at maturity. Upon a bankruptcy or insolvency of the MRA counterparty, a Fund would recognize a liability with respect to such excess collateral. The liability reflects a Fund’s obligation under bankruptcy law to return the excess to the counterparty.
5. Investment Advisory Agreement and Other Transactions with Affiliates:
The PNC Financial Services Group, Inc. is the largest stockholder and an affiliate of BlackRock, Inc. (“BlackRock”) for 1940 Act purposes.
Investment Advisory
The Manager, an indirect wholly owned subsidiary of BlackRock, acts as the investment advisor for Government Fund and Treasury Fund pursuant to separate investment advisory agreements with the Trust, and as the Administrator to the Feeder Funds pursuant to an administration agreement with the Trust. The Feeder Funds do not pay an investment advisory fee or investment management fee.
The Manager provides investment advisory and administration services to Government Fund and Treasury Fund. The Manager is responsible for the management of Government Fund’s and Treasury Fund’s portfolios and provides the personnel, facilities, equipment and certain other services necessary to the operations of each Fund. For such services, these Funds pay the Manager a monthly fee which is determined by calculating a percentage of each Fund’s average daily net assets based on the following annual rates:
| | | | |
Average Daily Net Assets | | Investment Advisory Fees | |
First $500 Million | | | 0.350% | |
$500 Million — $750 Million | | | 0.335% | |
$750 Million — $1 Billion | | | 0.320% | |
Greater than $1 Billion | | | 0.300% | |
The Administrator provides certain administrative services for the Feeder Funds. For such services, each Feeder Fund pays the Administrator a monthly fee based on a percentage of each Fund’s average daily net assets at the following annual rates:
| | | | |
Average Daily Net Assets | | Administration Fees | |
Premier Government Institutional Fund | | | 0.10% | |
Government Institutional Fund | | | 0.15% | |
Select Government Institutional Fund | | | 0.13% | |
Distribution Fees
The Trust, on behalf of the Funds, entered into a Distribution Agreement with BlackRock Investments, LLC, an affiliate of the Manager. There are no fees payable by the Funds pursuant to the Distribution Agreement.
Expense Limitations, Waivers and Reimbursements
With respect to Government Fund and Treasury Fund, the Manager had contractually agreed to waive a portion of the investment advisory fees until September 1, 2017, so that the annual investment advisory fee rate for each Fund was 0.20% of the Fund’s average daily net assets. The agreement may be terminated with respect to each Fund upon 90 days’ notice by a majority of the non-interested trustees of the Trust or by a vote of a majority of the outstanding voting securities of the applicable Fund. These amounts are included in fees waived by the Manager in the Statements of Operations.
For the year ended April 30, 2016, the following amounts are waived pursuant to this agreement:
| | | | |
Government Fund | | $ | 1,547,369 | |
Treasury Fund | | $ | 2,130,402 | |
Under Select Government Institutional Fund’s administration agreement, in exchange for the administration fee, the Administrator has agreed to pay all other ordinary expenses of Select Government Institutional Fund other than the Fund’s pro rata portion of the investment advisory fee of Master
| | | | | | |
| | | | | | |
| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 25 |
| | |
Notes to Financial Statements (continued) | | Funds for Institutions Series |
Government Institutional Portfolio so that the Fund’s total annual operating expenses minus extraordinary expenses, if any, shall be no greater than 0.18% of the Fund’s average daily net assets. In the event that the Administrator does not pay such expenses of the Fund, the administration fee shall be automatically reduced by an amount equal to the amount of such expenses not paid by the Administrator. For the year ended April 30, 2016, $381,590 was waived pursuant to this agreement.
The Manager and/or Administrator voluntarily agreed to waive a portion of its respective advisory and/or administration fees and/or reimburse operating expenses to enable Government Institutional Fund, Select Government Institutional Fund, Government Fund and Treasury Fund to maintain minimum levels of daily net investment income. These amounts are reported in the Statements of Operations as fees waived by the Manager or fees waived and/or reimbursed by Administrator. The Manager and/or Administrator may discontinue the waiver or reimbursement at any time.
For the year ended April 30, 2016, the following amounts were waived pursuant to this agreement:
| | | | |
Government Institutional Fund | | $ | 227,978 | |
Government Fund | | $ | 805,551 | |
Treasury Fund | | $ | 2,158,368 | |
Officers and Directors
Certain officers and/or directors of the Trust are officers and/or directors of BlackRock or its affiliates. Each Fund reimburses the Manager for a portion of the compensation paid to the Trust’s Chief Compliance Officer, which is included in officer and directors in the Statements of Operations.
6. Income Tax Information:
It is the Funds’ 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 their taxable income to their shareholders. Therefore, no federal income tax provision is required.
The Funds file U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s U.S. federal tax returns remains open for each of the four years ended April 30, 2016. The statutes of limitations on the Funds’ 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 Funds as of April 30, 2016, inclusive of the open tax return years, and does not believe there are any uncertain tax positions that require recognition of a tax liability in the Funds’ financial statements.
The tax character of distributions paid was as follows:
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | Premier Government Institutional Fund | | | Government Institutional Fund | | | Select Government Institutional Fund | | | Government Fund | | | Treasury Fund | |
Ordinary income | | | 4/30/16 | | | $ | 5,065,703 | | | $ | 821,055 | | | $ | 1,498,365 | | | $ | 444,001 | | | $ | 514,732 | |
| | | 4/30/15 | | | $ | 4,102,057 | | | $ | 641,375 | | | $ | 1,244,142 | | | $ | 156,861 | | | $ | 101,706 | |
Long-term capital gains1 | | | 4/30/16 | | | $ | 1,344 | | | | — | | | | — | | | | — | | | $ | 3,631 | |
| | | 4/30/15 | | | | — | | | | — | | | | — | | | $ | 1,442 | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total | | | 4/30/16 | | | $ | 5,067,047 | | | $ | 821,055 | | | $ | 1,498,365 | | | $ | 444,001 | | | $ | 518,363 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | 4/30/15 | | | $ | 4,102,057 | | | $ | 641,375 | | | $ | 1,244,142 | | | $ | 158,303 | | | $ | 101,706 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| 1 | | The Funds designate these amounts paid during the fiscal year ended April 30, 2016, as capital gain dividends. |
As of period end, the tax components of accumulated net earnings were as follows:
| | | | | | | | | | | | | | | | | | | | |
| | Premier Government Institutional Fund | | | Government Institutional Fund | | | Select Government Institutional Fund | | | Government Fund | | | Treasury Fund | |
Undistributed ordinary income | | $ | 334,097 | | | $ | 111,464 | | | $ | 46,403 | | | $ | 3,859 | | | $ | 80,004 | |
Undistributed long-term capital gains | | | — | | | | — | | | | — | | | | 562 | | | | 4,713 | |
| | | | | | | | | | | | | | | | | | | | |
Total | | $ | 334,097 | | | $ | 111,464 | | | $ | 46,403 | | | $ | 4,421 | | | $ | 84,717 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | |
| | | | | | |
26 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
| | | | |
Notes to Financial Statements (concluded) | | Funds for Institutions Series |
7. Principal Risks:
In the normal course of business, the Funds invest in securities and enter into transactions where risks exist due to fluctuations in the market (market risk) or failure of the issuer to meet all its obligations, including the ability to pay principal and interest when due (issuer credit risk). The value of securities held by the Funds may decline in response to certain events, including those directly involving the issuers of securities owned by the Funds. Changes arising from the general economy, the overall market and local, regional or global political or/and social instability, as well as currency, interest rate and price fluctuations, may also affect the securities’ value, as well as currency, interest rate and price fluctuations, may also affect the securities’ value.
On July 23, 2014, the U.S. Securities and Exchange Commission adopted amendments to money market fund regulations, which structurally change the way that certain money market funds will be required to operate. The compliance periods for the amendments range between July 2015 and October 2016. The changes may affect a money market fund’s investment strategies, fees and expenses, portfolio and share liquidity and return potential.
Counterparty Credit Risk: Similar to issuer credit risk, the Funds 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 Funds 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 Funds to market, issuer and counterparty credit risks, consist principally of financial instruments and receivables due from counterparties. The extent of the Funds’ 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 Funds.
8. Capital Share Transactions:
The number of shares sold, reinvested and redeemed corresponds to the net proceeds from the sale of shares, reinvestment of all distributions and cost of shares redeemed, respectively, since shares are sold and redeemed at $1.00 per share.
9. Subsequent Events:
Management’s evaluation of the impact of all subsequent events on the Fund’s financial statements was completed through the date the financial statements were issued and the following items were noted:
On February 18, 2016, the Board approved changes to the names and principal investment strategies of Government Institutional Fund and Select Government Institutional Fund. Under their new principal investment strategies, each Fund will invest 100% of its total assets in cash, U.S. Treasury bills, notes and other obligations of the U.S. Treasury, and repurchase agreements with the Federal Reserve Bank of New York secured by U.S. Treasury obligations. Each Fund is not subject to liquidity fees or temporary suspensions of redemptions due to declines in the Fund’s weekly liquid assets. These changes became effective on May 2, 2016. The name changes are as follows:
| | |
Current Fund Name | | New Fund Name |
BlackRock Government Institutional Fund | | BlackRock Treasury Strategies Institutional Fund |
BlackRock Select Government Institutional Fund | | BlackRock Select Treasury Strategies Institutional Fund |
| | | | | | |
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| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 27 |
| | |
Report of Independent Registered Public Accounting Firm | | Funds For Institutions Series |
To the Trustees and Shareholders of Funds For Institutions Series:
We have audited the accompanying statements of assets and liabilities of Funds For Institutions Series (the “Trust”), comprising BlackRock Premier Government Institutional Fund, BlackRock Government Institutional Fund, BlackRock Select Government Institutional Fund, FFI Government Fund and FFI Treasury Fund (collectively, the “Funds”), including the schedules of investments of FFI Government Fund and FFI Treasury Fund, as of April 30, 2016, the related statements of operations for the year then ended, and the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). 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. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of April 30, 2016, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of BlackRock Premier Government Institutional Fund, BlackRock Government Institutional Fund, BlackRock Select Government Institutional Fund, FFI Government Fund and FFI Treasury Fund, each of Funds For Institutions Series, as of April 30, 2016, the results of their operations for the year then ended and 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.
Deloitte & Touche LLP
Boston, Massachusetts
June 23, 2016
Important Tax Information (Unaudited)
During the fiscal year ended April 30, 2016, the following information is provided with respect to the ordinary income distributions paid by Premier Government Institutional Fund, Government Institutional Fund, Select Government Institutional Fund, FFI Government Fund and FFI Treasury Fund:
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | Premier Government Institutional Fund | | | Government Institutional Fund | | | Select Government Institutional Fund | | | FFI Government Fund | | | FFI Treasury Fund | |
Interest Related Dividends and Qualified | | | | | | | | | | | | | | | | | | | | | | | | |
Short-Term Capital Gains for Non-U.S. Residents1 | | | | | | | | | | | | | | | | | | | | | | | | |
Months Paid: | | | May 2015 – December 2015 | | | | 96.11 | % | | | 96.24 | % | | | 97.24 | % | | | 100.00 | % | | | 100.00 | % |
| | | January 2016 – April 2016 | | | | 100 | % | | | 100 | % | | | 100 | % | | | 100.00 | % | | | 100.00 | % |
Federal Obligation Interest2 | | | | 17.40 | % | | | 17.98 | % | | | 18.63 | % | | | 35.57 | % | | | 68.52 | %3 |
| 1 | | Represents the portion of the taxable ordinary income dividends eligible for exemption from U.S. withholding tax for nonresidents aliens and foreign corporations. |
| 2 | | The law varies in each state as to whether and what percentage of dividend income attributable to Federal obligations is exempt from state income tax. We recommend that you consult your advisor to determine if any portion of the dividends you received is exempt from state income taxes. |
| 3 | | At least 50% of the assets of the Fund were invested in Federal obligations at the end of each fiscal quarter. |
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28 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
| | |
Master Portfolio Information as of April 30, 2016 | | Master Institutional Money Market LLC |
| | | | |
Master Premier Government Institutional Portfolio | | Percent of Net Assets | |
Repurchase Agreements | | | 57 | % |
U.S. Government Sponsored Agency Obligations | | | 26 | |
U.S. Treasury Obligations | | | 17 | |
| | | | |
Total | | | 100 | % |
| | | | |
| | | | |
Master Government Institutional Portfolio | | Percent of Net Assets | |
Repurchase Agreements | | | 72 | % |
U.S. Treasury Obligations | | | 28 | |
| | | | |
Total | | | 100 | % |
| | | | |
| | | | | | |
| | | | | | |
| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 29 |
| | |
Schedule of Investments April 30, 2016 | | Master Premier Government Institutional Portfolio (Percentages shown are based on Net Assets) |
| | | | | | | | |
U.S. Government Sponsored Agency Obligations | | Par (000) | | | Value | |
Fannie Mae Discount Notes (a): | | | | | | | | |
0.38%, 7/05/16 - 7/12/16 | | $ | 130,000 | | | $ | 129,908,589 | |
0.39%, 7/11/16 | | | 19,000 | | | | 18,985,386 | |
Fannie Mae Variable Rate Notes (b): | | | | | | | | |
0.45%, 8/16/17 | | | 40,000 | | | | 39,994,770 | |
0.45%, 10/05/17 | | | 21,000 | | | | 20,995,414 | |
Federal Farm Credit Bank Discount Notes (a): | | | | | | | | |
0.49%, 6/03/16 | | | 22,210 | | | | 22,200,024 | |
0.62%, 8/12/16 | | | 14,000 | | | | 13,975,166 | |
Federal Farm Credit Bank Variable Rate Notes (b): | | | | | | | | |
0.56%, 1/23/18 | | | 14,140 | | | | 14,140,239 | |
0.61%, 1/26/18 | | | 30,000 | | | | 29,994,662 | |
0.60%, 4/09/18 | | | 20,000 | | | | 19,998,046 | |
Federal Home Loan Bank Discount Notes (a): | | | | | | | | |
0.39%, 5/26/16 | | | 53,582 | | | | 53,567,488 | |
0.40%, 6/01/16 | | | 30,000 | | | | 29,989,796 | |
0.40%, 6/03/16 | | | 15,000 | | | | 14,994,500 | |
0.34%, 7/20/16 | | | 50,000 | | | | 49,962,222 | |
Federal Home Loan Bank Variable Rate, 0.54%, 8/25/17 (b) | | | 27,000 | | | | 27,000,000 | |
Federal Home Loan Mortgage Corp. Discount Notes (a): | | | | | | | | |
0.39%, 5/06/16 | | | 39,355 | | | | 39,352,868 | |
0.40%, 6/03/16 | | | 150,000 | | | | 149,945,000 | |
0.54%, 7/05/16 | | | 17,870 | | | | 17,852,577 | |
0.37%, 7/06/16 | | | 60,000 | | | | 59,959,300 | |
Federal Home Loan Mortgage Corp. Variable Rate (b): | | | | | | | | |
0.57%, 7/21/17 | | | 30,000 | | | | 29,996,229 | |
0.65%, 3/08/18 | | | 26,000 | | | | 26,000,000 | |
Total U.S. Government Sponsored Agency Obligations — 25.5% | | | | 808,812,276 | |
| | | | | | | | |
| | | | | | | | |
| | |
U.S. Treasury Obligations | | | | | | |
U.S. Treasury Bills (a): | | | | | | | | |
0.29%, 5/26/16 | | | 110,600 | | | | 110,578,058 | |
0.31%, 6/09/16 | | | 350,000 | | | | 349,884,030 | |
0.26%, 6/23/16 | | | 10,000 | | | | 9,996,246 | |
U.S. Treasury Notes: | | | | | | | | |
0.38%, 5/31/16 | | | 32,730 | | | | 32,729,033 | |
0.33%, 7/31/17 (b) | | | 40,000 | | | | 39,978,241 | |
Total U.S. Treasury Obligations — 17.1% | | | | 543,165,608 | |
| | | | | | | | |
| | | | | | | | |
| | |
Repurchase Agreements | | | | | | |
BNP Paribas Securities Corp., 0.28%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $156,003,640 collateralized by various U.S. Treasury Obligations, 0.00% to 5.13%, due 5/15/16 to 11/30/22, original par and fair values of $155,470,000 and $159,120,042, respectively) | | | 156,000 | | | | 156,000,000 | |
BNP Paribas Securities Corp., 0.30%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $10,000,250 collateralized by various U.S. Treasury Obligations and U.S. Government Sponsored Agency Obligations, 0.00% to 7.00%, due 10/27/16 to 5/01/48, original par and fair values of $10,181,395 and $10,206,504, respectively) | | | 10,000 | | | | 10,000,000 | |
| | | | | | | | |
Repurchase Agreements | | Par (000) | | | Value | |
BNP Paribas Securities Corp., 0.27%, 5/05/16 (Purchased on 4/28/16 to be repurchased at $65,003,413, collateralized by various U.S. Treasury Obligations and U.S. Government Sponsored Agency Obligations, 0.00% to 8.75%, due 5/15/16 to 11/15/25, original par and fair values of $65,901,723 and $66,300,000, respectively) | | $ | 65,000 | | | $ | 65,000,000 | |
Total Value of BNP Paribas Securities Corp. (collateral value of $235,626,546) | | | | | | | 231,000,000 | |
Citigroup Global Markets, Inc., 0.28%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $238,005,553, collateralized by various U.S. Treasury Obligations, 1.00% to 2.25%, due 8/31/18 to 11/15/25, original par and fair values of $237,952,512 and $242,760,034, respectively) (c) | | | 238,000 | | | | 238,000,000 | |
Total Value of Citigroup Global Markets, Inc. (collateral value of $242,760,034) | | | | | | | 238,000,000 | |
Credit Agricole Corp., 0.28%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $200,004,667, collateralized by a U.S. Treasury Obligation, 0.13%, due 4/15/17, original par and fair value of $193,541,900 and $204,000,071, respectively) | | | 200,000 | | | | 200,000,000 | |
Total Value of Credit Agricole Corp. (collateral value of $204,000,071) | | | | | | | 200,000,000 | |
Goldman Sachs & Co., 0.37%, 5/03/16 (Purchased on 4/26/16 to be repurchased at $44,003,166, collateralized by various U.S. Government Sponsored Agency Obligations, 2.71% to 4.50%, due 3/01/24 to 12/01/43, original par and fair values of $51,551,198 and $45,320,000, respectively) | | | 44,000 | | | | 44,000,000 | |
Goldman Sachs & Co., 0.37%, 5/05/16 (Purchased on 4/28/16 to be repurchased at $29,002,086, collateralized by various U.S. Government Sponsored Agency Obligations, 4.00%, due 7/01/45 to 4/01/46, original par and fair values of $28,377,352 and $29,870,000, respectively) | | | 29,000 | | | | 29,000,000 | |
Total Value of Goldman Sachs & Co. (collateral value of $75,190,000) | | | | | | | 73,000,000 | |
HSBC Securities (USA), Inc., 0.27%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $40,000,900 collateralized by a U.S. Treasury Obligation, 3.38%, due 5/15/44, original par and fair value of $35,220,000 and $40,804,182, respectively) | | | 40,000 | | | | 40,000,000 | |
HSBC Securities (USA), Inc., 0.29%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $61,001,474 collateralized by a U.S. Government Sponsored Agency Obligation, 4.00%, due 11/20/45, original par and fair value of $61,205,000 and $62,223,930, respectively) | | | 61,000 | | | | 61,000,000 | |
See Notes to Financial Statements.
| | | | | | |
| | | | | | |
30 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
| | |
Schedule of Investments (continued) | | Master Premier Government Institutional Portfolio |
| | | | | | | | |
Repurchase Agreements | | Par (000) | | | Value | |
HSBC Securities (USA), Inc., 0.27%, 5/03/16 (Purchased on 4/26/16 to be repurchased at $85,004,463, collateralized by a U.S. Treasury Obligation, 3.38%, due 5/15/44, original par and fair value of $74,835,000 and $86,700,198, respectively) | | $ | 85,000 | | | $ | 85,000,000 | |
HSBC Securities (USA), Inc., 0.27%, 5/04/16 (Purchased on 4/27/16 to be repurchased at $6,000,315, collateralized by a U.S. Treasury Obligation, 3.38%, due 5/15/44, original par and fair value of $5,285,000 and $6,122,944, respectively) | | | 6,000 | | | | 6,000,000 | |
Total Value of HSBC Securities (USA), Inc. (collateral value of $195,851,254) | | | | | | | 192,000,000 | |
J.P. Morgan Securities LLC, 0.29%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $135,003,263, collateralized by various U.S. Treasury Obligations, 1.38% to 3.88%, due 5/15/18 to 10/31/20, original par and fair values of $130,208,600 and $137,703,860, respectively) | | | 135,000 | | | | 135,000,000 | |
J.P. Morgan Securities LLC, 0.61%, 5/03/16 (Purchased on 4/29/16 to be repurchased at $77,505,218, collateralized by various U.S. Government Sponsored Agency Obligations, 3.50% to 7.50%, due 11/01/22 to 2/01/43, original par and fair values of $175,806,456 and $79,827,554, respectively) (d) | | | 77,500 | | | | 77,500,000 | |
Total Value of J.P. Morgan Securities LLC (collateral value of $217,531,414) | | | | | | | 212,500,000 | |
Merrill Lynch, Pierce, Fenner & Smith, Inc., 0.28%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $100,002,333 collateralized by a U.S. Government Sponsored Agency Obligation, 3.63%, due 2/15/44, original par and fair value of $84,722,600 and $102,000,038, respectively) | | | 100,000 | | | | 100,000,000 | |
Merrill Lynch, Pierce, Fenner & Smith, Inc., 0.30%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $10,000,250 collateralized by a U.S. Government Sponsored Agency Obligation, 5.50%, due 2/15/36, original par and fair value of $13,335,813 and $10,700,001, respectively) | | | 10,000 | | | | 10,000,000 | |
Total Value of Merrill Lynch, Pierce, Fenner & Smith, Inc. (collateral value of $112,700,039) | | | | | | | 110,000,000 | |
Mitsubishi UFJ Securities USA, Inc., 0.28%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $130,003,033, collateralized by various U.S. Government Sponsored Agency Obligations, 3.00% to 5.50%, due 9/01/25 to 9/15/56, original par and fair values of $174,798,878 and $133,601,091, respectively) | | | 130,000 | | | | 130,000,000 | |
Total Value of Mitsubishi UFJ Securities USA, Inc. (collateral value of $133,601,091) | | | | | | | 130,000,000 | |
| | | | | | | | |
Repurchase Agreements | | Par (000) | | | Value | |
Mizuho Securities USA, Inc., 0.33%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $25,000,688, collateralized by a U.S. Government Sponsored Agency Obligation, 3.63%, due 8/15/19, original par and fair value of $23,350,500 and $25,500,089, respectively) | | $ | 25,000 | | | $ | 25,000,000 | |
Total Value of Mizuho Securities USA, Inc. (collateral value of $25,500,089) | | | | | | | 25,000,000 | |
RBC Capital Markets LLC, 0.27%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $10,000,225 collateralized by a U.S. Treasury Obligation, 1.38%, due 9/30/18, original par and fair value of $10,066,800 and $10,200,079, respectively) | | | 10,000 | | | | 10,000,000 | |
RBC Capital Markets LLC, 0.29%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $200,004,833 collateralized by various U.S. Government Sponsored Agency Obligations, 0.00% to 10.70%, due 5/15/27 to 5/01/46, original par and fair values of $1,647,524,386 and $211,827,501, respectively) | | | 200,000 | | | | 200,000,000 | |
Total Value of RBC Capital Markets LLC (collateral value of $222,027,580) | | | | | | | 210,000,000 | |
TD Securities (USA) LLC, 0.27%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $72,001,620 collateralized by various U.S. Treasury Obligations, 0.00% to 2.25%, due 5/19/16 to 1/31/18, original par and fair values of $72,608,200 and $73,440,100, respectively) | | | 72,000 | | | | 72,000,000 | |
TD Securities (USA) LLC, 0.29%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $20,000,483 collateralized by a U.S. Government Sponsored Agency Obligation, 3.50%, due 12/01/45, original par and fair value of $19,932,325 and $20,600,001, respectively) | | | 20,000 | | | | 20,000,000 | |
Total Value of TD Securities (USA) LLC (collateral value of $94,040,101) | | | | | | | 92,000,000 | |
Wells Fargo Securities LLC, 0.29%, 5/05/16 (Purchased on 4/28/16 to be repurchased at $103,005,808, collateralized by various U.S. Government Sponsored Agency Obligations, 3.00% to 4.00%, due 4/01/31 to 4/01/46, original par and fair values of $101,108,208 and $106,090,001, respectively) | | | 103,000 | | | | 103,000,000 | |
Total Value of Wells Fargo Securities LLC (collateral value of $106,090,001) | | | | | | | 103,000,000 | |
Total Repurchase Agreements — 57.3% | | | | | | | 1,816,500,000 | |
Total Investments (Cost — $3,168,477,884*) — 99.9% | | | | 3,168,477,884 | |
Other Assets Less Liabilities — 0.1% | | | | | | | 2,124,010 | |
| | | | | | | | |
Net Assets — 100.0% | | | | | | $ | 3,170,601,894 | |
| | | | | | | | |
See Notes to Financial Statements.
| | | | | | |
| | | | | | |
| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 31 |
| | |
Schedule of Investments (concluded) | | Master Premier Government Institutional Portfolio |
|
Notes to Schedule of Investments |
* | | Cost for federal income tax purposes. |
(a) | | Rates are discount rates or a range of discount rates paid at the time of purchase. |
(b) | | Variable rate security. Rate as of period end. |
(c) | | Traded in a joint account. |
(d) | | Variable rate security. Rate as of period end and maturity is the date the principal owed can be recovered through demand. |
|
Fair Value Hierarchy as of Period End |
Various inputs are used in determining the fair value of investments. For information about the Master Portfolio’s policy regarding valuation of investments, refer to the Notes to Financial Statements.
The following table summarizes the Master Portfolio’s investments categorized in the disclosure hierarchy:
| | | | | | | | | | | | |
| | Level 1 | | Level 2 | | | Level 3 | | Total | |
Assets: | | | | | | | | | | | | |
Investments: | | | | | | | | | | | | |
Short-Term Securities1 | | — | | $ | 3,168,477,884 | | | — | | $ | 3,168,477,884 | |
1 See above Schedule of Investments for values in each security type. | | | | | | | | | | | | |
The Master Portfolio may hold assets and/or liabilities in which the fair value approximates the carrying amount for financial statement purposes. As of period end, cash of $2,215,106 is categorized as Level 1 within the disclosure hierarchy.
During the year ended April 30, 2016, there were no transfers between levels.
See Notes to Financial Statements.
| | | | | | |
| | | | | | |
32 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
| | |
Schedule of Investments April 30, 2016 | | Master Government Institutional Portfolio (Percentages shown are based on Net Assets) |
| | | | | | | | |
U.S. Treasury Obligations | | Par (000) | | | Value | |
U.S. Treasury Bills (a): | | | | | | | | |
0.34%, 6/16/16 | | $ | 50,000 | | | $ | 49,978,597 | |
0.40%, 7/28/16 | | | 5,565 | | | | 5,559,586 | |
0.49%, 9/01/16 | | | 70,000 | | | | 69,885,200 | |
0.67%, 3/02/17 | | | 21,240 | | | | 21,121,233 | |
U.S. Treasury Notes: | | | | | | | | |
3.25%, 6/30/16 | | | 100,000 | | | | 100,468,049 | |
3.25%, 7/31/16 | | | 180,000 | | | | 181,281,037 | |
1.00% - 3.00%, 8/31/16 | | | 63,240 | | | | 63,630,552 | |
0.88%, 1/31/17 | | | 26,175 | | | | 26,241,985 | |
0.32%, 4/30/17 (b) | | | 25,000 | | | | 24,994,198 | |
0.33%, 7/31/17 (b) | | | 40,000 | | | | 39,978,241 | |
0.42%, 10/31/17 (b) | | | 20,315 | | | | 20,293,151 | |
0.52%, 1/31/18 (b) | | | 72,885 | | | | 72,952,335 | |
Total U.S. Treasury Obligations — 28.4% | | | | 676,384,164 | |
| | | | | | | | |
| | | | | | | | |
| | |
Repurchase Agreements | | | | | | |
BNP Paribas Securities Corp., 0.28%, 5/02/16 (Purchased on 4/29/2016 to be repurchased at $170,003,967, collateralized by various U.S. Treasury Obligations, 0.32% to 5.50%, due 7/31/16 to 8/15/28, original par and fair values of $171,954,700 and $173,400,057, respectively) | | | 170,000 | | | | 170,000,000 | |
BNP Paribas Securities Corp., 0.30%, 5/02/16 (Purchased on 4/29/2016 to be repurchased at $200,005,000, collateralized by various U.S. Government Sponsored Agency Obligations, 0.96% to 7.00%, due 2/01/37 to 10/01/45, original par and fair values of $405,804,549 and $206,306,120, respectively) | | | 200,000 | | | | 200,000,000 | |
Total Value of BNP Paribas Securities Corp. (collateral value of $379,706,177) | | | | | | | 370,000,000 | |
Citigroup Global Markets, Inc., 0.28%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $177,004,130, collateralized by various U.S. Treasury Obligations, 1.00% to 2.25%, due 8/31/18 to 11/15/25, original par and fair values of $176,964,685 and $180,540,026, respectively) (c) | | | 177,000 | | | | 177,000,000 | |
Total Value of Citigroup Global Markets, Inc. (collateral value of $180,540,026) | | | | | | | 177,000,000 | |
Credit Agricole Corp., 0.28%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $200,004,667, collateralized by various U.S. Treasury Obligations, 0.13% to 2.00%, due 4/15/17 to 8/31/21, original par and fair values of $197,121,100 and $204,000,099, respectively) | | | 200,000 | | | | 200,000,000 | |
Total Value of Credit Agricole Corp. (collateral value of $204,000,099) | | | | | | | 200,000,000 | |
| | | | | | | | |
Repurchase Agreements | | Par (000) | | | Value | |
HSBC Securities (USA), Inc., 0.29%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $163,003,939, collateralized by various U.S. Treasury Obligations, 0.00% to 3.13%, due 5/05/16 to 11/15/41, original par and fair values of $163,882,300 and $166,261,051, respectively) | | $ | 163,000 | | | $ | 163,000,000 | |
Total Value of HSBC Securities (USA), Inc. (collateral value of $166,261,051) | | | | | | | 163,000,000 | |
J.P. Morgan Securities LLC, 0.29%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $99,002,393, collateralized by a U.S. Treasury Obligation, 3.88%, due 5/15/18, original par and fair value of $93,435,000 and $100,980,967, respectively) | | | 99,000 | | | | 99,000,000 | |
Total Value of J.P. Morgan Securities LLC (collateral value of $100,980,967) | | | | | | | 99,000,000 | |
Merrill Lynch, Pierce, Fenner & Smith, Inc., 0.28%, 5/02/16 (Purchased on 4/29/2016 to be repurchased at $95,002,217, collateralized by a U.S. Treasury Obligation, 2.25%, due 11/15/25, original par and fair value of $92,558,900 and $96,900,004, respectively) | | | 95,000 | | | | 95,000,000 | |
Merrill Lynch, Pierce, Fenner & Smith, Inc., 0.30%, 5/02/16 (Purchased on 4/29/2016 to be repurchased at $104,002,600, collateralized by a U.S. Treasury Obligation, 3.50%, due 3/20/45, original par and fair value of $117,187,485 and $106,080,001, respectively) | | | 104,000 | | | | 104,000,000 | |
Total Value of Merrill Lynch, Pierce, Fenner & Smith, Inc. (collateral value of $202,980,005) | | | | | | | 199,000,000 | |
Mitsubishi UFJ Securities USA, Inc., 0.28%, 5/02/16 (Purchased on 4/29/16 to be repurchased at $220,005,133, collateralized by various U.S. Government Sponsored Agency Obligations, 2.00% to 7.00%, due 9/01/24 to 2/01/46, original par and fair values of $397,089,061 and $225,640,097, respectively) | | | 220,000 | | | | 220,000,000 | |
Total Value of Mitsubishi UFJ Securities USA, Inc. (collateral value of $225,640,097) | | | | | | | 220,000,000 | |
RBC Capital Markets LLC, 0.27%, 5/02/16 (Purchased on 4/29/2016 to be repurchased at $10,000,225, collateralized by a U.S. Treasury Obligation, 1.38%, due 9/30/18, original par and fair value of $10,066,800 and $10,200,079, respectively) | | | 10,000 | | | | 10,000,000 | |
See Notes to Financial Statements.
| | | | | | |
| | | | | | |
| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 33 |
| | |
Schedule of Investments (concluded) | | Master Government Institutional Portfolio |
| | | | | | | | |
Repurchase Agreements | | Par (000) | | | Value | |
RBC Capital Markets LLC, 0.29%, 5/02/16 (Purchased on 4/29/2016 to be repurchased at $200,004,833, collateralized by various U.S. Government Sponsored Agency Obligations, 0.00% to 30.71%, due 7/01/19 to 5/01/46, original par and fair values of $1,402,924,236 and $210,854,889, respectively) | | $ | 200,000 | | | $ | 200,000,000 | |
Total Value of RBC Capital Markets LLC (collateral value of $221,054,968) | | | | | | | 210,000,000 | |
TD Securities (USA) LLC, 0.27%, 5/02/16 (Purchased on 4/29/2016 to be repurchased at $50,001,125, collateralized by a U.S. Treasury Obligation, 0.75%, due 1/31/18, original par and fair value of $50,920,400 and $51,000,029, respectively) | | | 50,000 | | | | 50,000,000 | |
| | | | | | | | |
Repurchase Agreements | | Par (000) | | | Value | |
TD Securities (USA) LLC, 0.29%, 5/02/16 (Purchased on 4/29/2016 to be repurchased at $10,000,242, collateralized by a U.S. Treasury Obligation, 1.75%, due 1/31/23, original par and fair value of $10,059,600 and $10,200,101, respectively) | | $ | 10,000 | | | $ | 10,000,000 | |
Total Value of TD Securities (USA) LLC (collateral value of $61,200,130) | | | | | | | 60,000,000 | |
Total Repurchase Agreements — 71.4% | | | | | | | 1,698,000,000 | |
Total Investments (Cost — $2,374,384,164*) — 99.8% | | | | 2,374,384,164 | |
Other Assets Less Liabilities — 0.2% | | | | | | | 4,766,743 | |
| | | | | | | | |
Net Assets — 100.0% | | | | | | $ | 2,379,150,907 | |
| | | | | | | | |
|
Notes to Schedule of Investments |
* | | Cost for federal income tax purposes. |
(a) | | Rates are discount rates or a range of discount rates paid at the time of purchase. |
(b) | | Variable rate security. Rate as of period end. |
(c) | | Traded in a joint account. |
|
Fair Value Hierarchy as of Period End |
Various inputs are used in determining the fair value of investments. For information about the Master Portfolio’s policy regarding valuation of investments, refer to the Notes to Financial Statements.
The following tables summarize the Master Portfolio’s investments categorized in the disclosure hierarchy:
| | | | | | | | | | | | |
| | Level 1 | | Level 2 | | | Level 3 | | Total | |
Assets: | | | | | | | | | | | | |
Investments: | | | | | | | | | | | | |
Short-Term Securities1 | | — | | $ | 2,374,384,164 | | | — | | $ | 2,374,384,164 | |
1 See above Schedule of Investments for values in each security type. | |
The Master Portfolio may hold assets and/or liabilities in which the fair value approximates the carrying amount for financial statement purposes. As of period end, cash of $1,564,790 is categorized as Level 1 within the disclosure hierarchy.
During the year ended April 30, 2016, there were no transfers between levels.
| | | | | | |
See Notes to Financial Statements. | | | | |
| | | | | | |
34 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
| | |
Statements of Assets and Liabilities | | |
| | | | | | | | |
April 30, 2016 | | Master Premier Government Institutional Portfolio | | | Master Government Institutional Portfolio | |
| | | | | | | | |
Assets | | | | | | | | |
Investments at value — unaffiliated1 | | $ | 1,351,977,884 | | | $ | 676,384,164 | |
Repurchase agreements, at value2 | | | 1,816,500,000 | | | | 1,698,000,000 | |
Cash | | | 2,215,106 | | | | 1,564,790 | |
Receivables: | | | | | | | | |
Contributions from investors | | | — | | | | 408,023 | |
Interest | | | 203,550 | | | | 3,059,999 | |
Prepaid expenses | | | 9,018 | | | | — | |
| | | | |
Total assets | | | 3,170,905,558 | | | | 2,379,416,976 | |
| | | | |
| | | | | | | | |
Liabilities | | | | | |
Payables: | | | | | | | | |
Investment advisory fees | | | 135,976 | | | | 104,048 | |
Professional fees | | | 60,056 | | | | 52,836 | |
Custodian fees | | | 57,623 | | | | 54,960 | |
Directors’ fees | | | 4,478 | | | | 3,829 | |
Other accrued expenses | | | 45,531 | | | | 50,396 | |
| | | | |
Total liabilities | | | 303,664 | | | | 266,069 | |
| | | | |
Net Assets | | $ | 3,170,601,894 | | | $ | 2,379,150,907 | |
| | | | |
| | | | | | | | |
Net Assets Consist of | | | | | | | | |
Investors’ capital | | $ | 3,170,601,894 | | | $ | 2,379,150,907 | |
| | | | |
Net Assets | | $ | 3,170,601,894 | | | $ | 2,379,150,907 | |
| | | | |
1 Investments at cost — unaffiliated | | $ | 1,351,977,884 | | | $ | 676,384,164 | |
2 Repurchase agreements at cost | | $ | 1,816,500,000 | | | $ | 1,698,000,000 | |
| | | | | | |
See Notes to Financial Statements. | | | | |
| | | | | | |
| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 35 |
| | | | | | | | |
Year Ended April 30, 2016 | | Master Premier Government Institutional Portfolio | | | Master Government Institutional Portfolio | |
| | | | | | | | |
Investment Income | | | | | | | | |
Interest | | $ | 11,600,566 | | | $ | 8,548,000 | |
| | | | |
| | | | | | | | |
Expenses | | | | | | | | |
Investment advisory | | | 1,951,997 | | | | 1,503,829 | |
Custodian | | | 166,911 | | | | 152,865 | |
Accounting services | | | 83,616 | | | | 82,803 | |
Professional | | | 51,252 | | | | 54,324 | |
Directors | | | 44,280 | | | | 32,304 | |
Insurance | | | 25,659 | | | | 19,704 | |
Printing | | | 3,582 | | | | 3,441 | |
Miscellaneous | | | 15,606 | | | | 57,944 | |
| | | | |
Total expenses | | | 2,342,903 | | | | 1,907,214 | |
| | | | |
Net investment income | | | 9,257,663 | | | | 6,640,786 | |
| | | | |
| | | | | | | | |
Realized Gain | | | | | | | | |
Net realized gain from investments | | | 152,749 | | | | 129,446 | |
| | | | |
Net Increase in Net Assets Resulting from Operations | | $ | 9,410,412 | | | $ | 6,770,232 | |
| | | | |
| | | | | | |
See Notes to Financial Statements. | | | | |
| | | | | | |
36 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
| | |
Statements of Changes in Net Assets | | Master Premier Government Institutional Portfolio |
| | | | | | | | |
| | Year Ended April 30, | |
Increase (Decrease) in Net Assets: | | 2016 | | | 2015 | |
| | | | | | | | |
Operations | |
Net investment income | | $ | 9,257,663 | | | $ | 9,254,538 | |
Net realized gain | | | 152,749 | | | | 427,217 | |
| | | | |
Net increase in net assets resulting from operations | | | 9,410,412 | | | | 9,681,755 | |
| | | | |
| | | | | | | | |
Capital Transactions | | | | | | | | |
Proceeds from contributions | | | 24,176,717,707 | | | | 28,700,848,701 | |
Value of withdrawals | | | (24,456,971,223 | ) | | | (31,883,418,193 | ) |
| | | | |
Net decrease in net assets derived from capital transactions | | | (280,253,516 | ) | | | (3,182,569,492 | ) |
| | | | |
| | | | | | | | |
Net Assets | | | | | | | | |
Total decrease in net assets | | | (270,843,104 | ) | | | (3,172,887,737 | ) |
Beginning of year | | | 3,441,444,998 | | | | 6,614,332,735 | |
| | | | |
End of year | | $ | 3,170,601,894 | | | $ | 3,441,444,998 | |
| | | | |
| | | | | | |
See Notes to Financial Statements. | | | | |
| | | | | | |
| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 37 |
| | |
Statements of Changes in Net Assets | | Master Government Institutional Portfolio |
| | | | | | | | |
| | Year Ended April 30, | |
Increase (Decrease) in Net Assets: | | 2016 | | | 2015 | |
| | | | | | | | |
Operations | |
Net investment income | | $ | 6,640,786 | | | $ | 6,883,650 | |
Net realized gain | | | 129,446 | | | | 119,252 | |
| | | | |
Net increase in net assets resulting from operations | | | 6,770,232 | | | | 7,002,902 | |
| | | | |
| | | | | | | | |
Capital Transactions | | | | | | | | |
Proceeds from contributions | | | 12,004,279,253 | | | | 23,663,435,554 | |
Value of withdrawals | | | (13,106,614,274 | ) | | | (24,720,917,723 | ) |
| | | | |
Net decrease in net assets derived from capital transactions | | | (1,102,335,021 | ) | | | (1,057,482,169 | ) |
| | | | |
| | | | | | | | |
Net Assets | | | | | | | | |
Total decrease in net assets | | | (1,095,564,789 | ) | | | (1,050,479,267 | ) |
Beginning of year | | | 3,474,715,696 | | | | 4,525,194,963 | |
| | | | |
End of year | | $ | 2,379,150,907 | | | $ | 3,474,715,696 | |
| | | | |
| | | | | | |
See Notes to Financial Statements. | | | | |
| | | | | | |
38 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
| | |
Financial Highlights | | Master Premier Government Institutional Portfolio |
| | | | | | | | | | | | | | | | | | | | |
| | Year Ended April 30, | |
| | 2016 | | | 2015 | | | 2014 | | | 2013 | | | 2012 | |
| | | | | | | | | | | | | | | | | | | | |
Total Return | | | | | | | | | | | | | | | | | | | | |
Total return | | | 0.24% | | | | 0.19% | | | | 0.19% | | | | 0.27% | | | | 0.22% | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Ratios to Average Net Assets | | | | | | | | | | | | | | | | | | | | |
Total expenses | | | 0.06% | | | | 0.06% | | | | 0.06% | | | | 0.06% | | | | 0.06% | |
| | | | |
Total expenses after fees paid indirectly | | | 0.06% | | | | 0.06% | | | | 0.06% | | | | 0.06% | | | | 0.06% | |
| | | | |
Net investment income | | | 0.24% | | | | 0.18% | | | | 0.18% | | | | 0.28% | | | | 0.23% | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Supplemental Data | | | | | | | | | | | | | | | | | | | | |
Net assets, end of year (000) | | $ | 3,170,602 | | | $ | 3,441,445 | | | $ | 6,614,333 | | | $ | 8,716,207 | | | $ | 8,056,529 | |
| | | | |
| | | | | | |
See Notes to Financial Statements. | | | | |
| | | | | | |
| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 39 |
| | |
Financial Highlights | | Master Government Institutional Portfolio |
| | | | | | | | | | | | | | | | | | | | |
| | Year Ended April 30, | |
| | 2016 | | | 2015 | | | 2014 | | | 2013 | | | 2012 | |
| | | | | | | | | | | | | | | | | | | | |
Total Return | | | | | | | | | | | | | | | | | | | | |
Total return | | | 0.22% | | | | 0.18% | | | | 0.17% | | | | 0.26% | | | | 0.23% | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Ratio to Average Net Assets | | | | | | | | | | | | | | | | | | | | |
Total expenses | | | 0.06% | | | | 0.06% | | | | 0.06% | | | | 0.06% | | | | 0.06% | |
| | | | |
Total expenses after fees paid indirectly | | | 0.06% | | | | 0.06% | | | | 0.06% | | | | 0.06% | | | | 0.06% | |
| | | | |
Net investment income | | | 0.22% | | | | 0.16% | | | | 0.16% | | | | 0.25% | | | | 0.22% | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Supplemental Data | | | | | | | | | | | | | | | | | | | | |
Net assets, end of year (000) | | $ | 2,379,151 | | | $ | 3,474,716 | | | $ | 4,525,195 | | | $ | 5,706,269 | | | $ | 5,509,866 | |
| | | | |
| | | | | | |
See Notes to Financial Statements. | | | | |
| | | | | | |
40 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
| | | | |
Notes to Financial Statements | | Master Institutional Money Market LLC |
1. Organization:
Master Institutional Money Market LLC (the “Master LLC”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a diversified, open-end management investment company. The Master LLC is organized as Delaware limited liability company. The Master LLC’s Limited Liability Company Agreement permits the Board of Directors of the Master LLC (the “Board”) to issue non-transferable interests in the Master LLC, subject to certain limitations. The financial statements and these accompanying notes relate to two series of the Master LLC: Master Premier Government Institutional Portfolio (formerly Master Premier Institutional Portfolio) and Master Government Institutional Portfolio (formerly Master Institutional Portfolio) (each, a “Master Portfolio” and together, the “Master Portfolios”).
On July 28, 2015, the Board approved changes to each Master Portfolio’s principal investment strategies. Under its new principal investment strategies, each Master Portfolio will invest at least 99.5% of its total assets in cash, U.S. Treasury bills, notes and other obligations issued or guaranteed as to principal and interest by the U.S. Government, its agencies or instrumentalities, and repurchase agreements secured by such obligations or cash. The Master LLC is not subject to liquidity fees or temporary suspensions of redemptions due to declines in the Master Portfolios’ weekly liquid assets. These changes became effective on January 4, 2016.
The Master LLC, together with certain other registered investment companies advised by BlackRock Advisors, LLC (the “Manager”) or its affiliates, is included in a complex of open-end funds referred to as the Equity-Liquidity Complex.
2. Significant Accounting Policies:
The financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which may require management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Master Portfolios are considered investment companies 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 Investment Income: For financial reporting purposes, investment transactions are recorded on the dates the transactions are entered into (the trade dates). Realized gains and losses on investment transactions are determined on the identified cost basis. Interest income, including amortization and accretion of premiums and discounts on debt securities, is recognized on the accrual basis
Indemnifications: In the normal course of business, each Master Portfolio enters into contracts that contain a variety of representations that provide general indemnification. A Master Portfolio’s maximum exposure under these arrangements is unknown because it involves future potential claims against a Master Portfolio, which cannot be predicted with any certainty.
Other: Expenses directly related to a Master Portfolio are charged to that Master Portfolio. 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.
The Master Portfolios have an arrangement with their custodian whereby fees may be reduced by credits earned on uninvested cash balances, which, if applicable, are shown as fees paid indirectly in the Statements of Operations. The custodian imposes fees on overdrawn cash balances, which can be offset by accumulated credits earned or may result in additional custody charges. Effective October 2015, the custodian is imposing fees on certain uninvested cash balances.
3. Investment Valuation and Fair Value Measurements:
Investment Valuation Policies: U.S. GAAP defines fair value as the price the Master Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. The Master Portfolio’s investments are valued under the amortized cost method which approximates current market value in accordance with Rule 2a-7 under the 1940 Act. Under this method, investments are valued at cost when purchased and, thereafter, a constant proportionate accretion of discounts and amortization of premiums are recorded until the maturity of the security. Each Master Portfolio seeks to maintain its net asset value per share at $1.00, although there is no assurance that it will be able to do so on a continuing basis.
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| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 41 |
| | |
Notes to Financial Statements (continued) | | Master Institutional Money Market LLC |
Fair Value Hierarchy: Various inputs are used in determining the fair value of investments. 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 Master Portfolio 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 each Master Portfolio’s own assumptions used in determining the fair value of investments) |
The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The fair value hierarchy for each Master Portfolio’s investments has been included in the Schedules of Investments.
Changes in valuation techniques may result in transfers into or out of an assigned level within the hierarchy. In accordance with each Master Portfolio’s policy, transfers between different levels of the fair value hierarchy are deemed to have occurred as of the beginning of the reporting period. The categorization of a value determined for investments is based on the pricing transparency of the investments and is not necessarily an indication of the risks associated with investing in those securities.
4. Securities and Other Investments:
Repurchase Agreements: Repurchase agreements are commitments to purchase a security from a counterparty who agrees to repurchase the same security at a mutually agreed upon date and price. On a daily basis, the counterparty is required to maintain eligible collateral subject to the agreement and in value no less than the agreed repurchase amount. Pursuant to the custodial undertaking associated with a tri-party repo arrangement, an unaffiliated third party custodian maintains accounts to hold collateral for a Master Portfolio and its counterparties. Typically, a Master Portfolio and counterparty are not permitted to sell, re-pledge or use the collateral absent a default by the counterparty or a Master Portfolio, respectively. A Master Portfolio, along with other registered investment companies advised by the Manager, may transfer uninvested cash into a single joint trading account which is then invested in one or more repurchase agreements.
In the event the counterparty defaults and the fair value of the collateral declines, a Master Portfolio could experience losses, delays and costs in liquidating the collateral.
Repurchase agreements are entered into by a Master Portfolio under Master Repurchase Agreements (each, an “MRA”). The MRA permits a Master Portfolio, under certain circumstances including an event of default (such as bankruptcy or insolvency), to offset payables and/or receivables with collateral held by and/or posted to the counterparty. As a result, one single net payment is created. Bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against such a right of offset in the event of the MRA counterparty’s bankruptcy or insolvency. Based on the terms of the MRA, a Master Portfolio receives securities as collateral with a market value in excess of the repurchase price at maturity. Upon a bankruptcy or insolvency of the MRA counterparty, a Master Portfolio would recognize a liability with respect to such excess collateral. The liability reflects a Master Portfolio’s obligation under bankruptcy law to return the excess to the counterparty.
5. Investment Advisory Agreement and Other Transactions with Affiliates:
The PNC Financial Services Group, Inc. is the largest stockholder and an affiliate of BlackRock, Inc. (“BlackRock”) for 1940 Act purposes.
Investment Advisory
The Master LLC, on behalf of the Master Portfolios, entered into an Investment Advisory Agreement with the Manager, the Master Portfolios’ 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 Master Portfolio’s portfolio and provides the personnel, facilities, equipment and certain other services necessary to the operations of each Master Portfolio. For such services, each Master Portfolio pays the Manager a monthly fee at an annual rate of 0.05% of each Master Portfolio’s average daily net assets.
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42 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
| | |
Notes to Financial Statements (concluded) | | Master Institutional Money Market LLC |
Officers and Directors
Certain officers and/or directors of the Master LLC are officers and/or directors of BlackRock or its affiliates.
6. Income Tax Information:
The Master Portfolios are classified as a partnership for federal income tax purposes. As such, each investor in the Master Portfolio is treated as the owner of its proportionate share of net assets, income, expenses and realized and unrealized gains and losses of the Master Portfolios. Therefore, no federal income tax provision is required. It is intended that the Master Portfolio’s assets will be managed so an investor in the Master Portfolio can satisfy the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended.
The Master Portfolios file U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on each Master Portfolio’s U.S. federal tax returns remains open for each of the four years ended April 30, 2016. The statutes of limitations on each Master Portfolio’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 Master Portfolios as of April 30, 2016, inclusive of the open tax return years, and does not believe there are any uncertain tax positions that require recognition of a tax liability in the Master Portfolios’ financial statements.
7. Principal Risks:
In the normal course of business, the Master Portfolios invest in securities and enter into transactions where risks exist due to fluctuations in the market (market risk) or failure of the issuer to meet all its obligations, including the ability to pay principal and interest when due (issuer credit risk). The value of securities held by the Master Portfolios may decline in response to certain events, including those directly involving the issuers of securities owned by the Master Portfolios. Changes arising from the general economy, the overall market and local, regional or global political and/or social instability, as well as currency, interest rate and price fluctuations, may also affect the securities’ value.
On July 23, 2014, the U.S. Securities and Exchange Commission adopted amendments to money market fund regulations, which structurally change the way that certain money market funds will be required to operate. The compliance periods for the amendments range between July 2015 and October 2016. The changes may affect a money market fund’s investment strategies, fees and expenses, portfolio and share liquidity and return potential.
Counterparty Credit Risk: Similar to issuer credit risk, the Master Portfolios 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 Master Portfolios 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 Master Portfolios to market, issuer and counterparty credit risks, consist principally of financial instruments and receivables due from counterparties. The extent of the Master Portfolios’ 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 Master Portfolios.
8. Subsequent Events:
Management’s evaluation of the impact of all subsequent events on the Master Portfolios’ financial statements was completed through the date the financial statements were issued and the following items were noted:
On February 18, 2016, the Board approved changes to Master Government Institutional Portfolio‘s name and principal investment strategies. Master Government Institutional Portfolio changed its name to Master Treasury Strategies Institutional Portfolio. Under its new principal investment strategies, the Master Portfolio will invest 100% of its total assets in cash, U.S. Treasury bills, notes and other obligations of the U.S. Treasury, and repurchase agreements with the Federal Reserve Bank of New York secured by U.S. Treasury obligations. The Master LLC is not subject to liquidity fees or temporary suspensions of redemptions due to declines in the Master Portfolio’s weekly liquid assets. These changes became effective on May 2, 2016.
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| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 43 |
| | |
Report of Independent Registered Public Accounting Firm | | Master Institutional Money Market LLC |
To the Directors and Investors of Master Institutional Money Market LLC:
We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of Master Institutional Money Market LLC (the “Master LLC”), comprising Master Government Premier Institutional Portfolio and Master Government Institutional Portfolio as of April 30, 2016, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Master LLC’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). 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. The Master LLC is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Master LLC’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of April 30, 2016, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Master Government Premier Institutional Portfolio and Master Government Institutional Portfolio, each of Master Institutional Money Market LLC, as of April 30, 2016, the results of their operations 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.
Deloitte & Touche LLP
Boston, Massachusetts
June 23, 2016
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44 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
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Name, Address1 and Year of Birth | | Position(s) Held with the Trust/ Master LLC | | Length of Time Served as a Director3 | | Principal Occupation(s) During Past Five Years | | Number of BlackRock- Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen | | Public Company and Investment Company Directorships During Past Five Years |
Independent Directors2 |
Rodney D. Johnson 1941 | | Chair of the Board and Director | | Since 2007 | | President, Fairmount Capital Advisors, Inc. from 1987 to 2013; Member of the Archdiocesan Investment Committee of the Archdiocese of Philadelphia from 2004 to 2012; Director, The Committee of Seventy (civic) from 2006 to 2012; Director, Fox Chase Cancer Center from 2004 to 2011. | | 33 RICs consisting of 153 Portfolios | | None |
David O. Beim 1940 | | Director | | Since 2007 | | Professor of Professional Practice at the Columbia University Graduate School of Business since 1991; Trustee, Phillips Exeter Academy from 2002 to 2012; Chairman, Wave Hill, Inc. (public garden and cultural center) from 1990 to 2006. | | 33 RICs consisting of 153 Portfolios | | None |
Susan J. Carter 1956 | | Director | | Since 2016 | | Director, Pacific Pension Institute since 2014; Advisory Board Member, Center for Private Equity and Entrepreneurship at Tuck School of Business since 1997; Senior Advisor, Commonfund Capital, Inc. (“CCI”) (investment adviser) in 2015; Chief Executive Officer, CCI from 2013 to 2014; President & Chief Executive Officer, CCI from 1997 to 2013; Advisory Board Member, Girls Who Invest since 2015; Advisory Board Member, Bridges Ventures since 2016. | | 33 RICs consisting of 153 Portfolios | | None |
Collette Chilton 1958 | | Director | | Since 2015 | | Chief Investment Officer, Williams College since 2006; Chief Investment Officer, Lucent Asset Management Corporation from 1998 to 2006. | | 33 RICs consisting of 153 Portfolios | | None |
Neil A. Cotty 1954 | | Director | | Since 2016 | | Bank of America Corporation from 1996 to 2015, serving in various senior finance leadership roles, including Chief Accounting Officer, from 2009 to 2015, Chief Financial Officer of Global Banking, Markets and Wealth Management from 2008 to 2009, Chief Accounting Officer from 2004 to 2008, Chief Financial Officer of Consumer Bank from 2003 to 2004, Chief Financial Officer of Global Corporate Investment Bank from 1999 to 2002. | | 33 RICs consisting of 153 Portfolios | | None |
Dr. Matina S. Horner 1939 | | Director | | Since 2007 | | Executive Vice President, Teachers Insurance and Annuity Association and College Retirement Equities Fund from 1989 to 2003. | | 33 RICs consisting of 153 Portfolios | | NSTAR (electric and gas utility) |
Cynthia A. Montgomery 1952 | | Director | | Since 2007 | | Professor, Harvard Business School since 1989; Director, McLean Hospital from 2005 to 2012; Director, Harvard Business School Publishing from 2005 to 2010. | | 33 RICs consisting of 153 Portfolios | | Newell Rubbermaid, Inc. (manufacturing) |
Joseph P. Platt 1947 | | Director | | Since 2007 | | Director, Jones and Brown (Canadian insurance broker) since 1998; General Partner, Thorn Partners, LP (private investments) since 1998; Director, WQED Multi-Media (public broadcasting not-for-profit) since 2001; Director, The West Penn Allegheny Health System (a not-for-profit health system) from 2008 to 2013; Partner, Amarna Corporation, LLC (private investment company) from 2002 to 2008. | | 33 RICs consisting of 153 Portfolios | | Greenlight Capital Re, Ltd. (reinsurance company) |
Robert C. Robb, Jr. 1945 | | Director | | Since 2007 | | Partner, Lewis, Eckert, Robb and Company (management and financial consulting firm) since 1981 and Principal since 2010. | | 33 RICs consisting of 153 Portfolios | | None |
Mark Stalnecker 1951 | | Director | | Since 2015 | | Chief Investment Officer, University of Delaware from 1999 to 2013; Trustee, Winterthur Museum and Country Estate since 2001; Member of the Investment Committee, Delaware Public Employees’ Retirement System since 2002; Member of the Investment Committee, Christiana Care Health System since 2009; Member of the Investment Committee, Delaware Community Foundation from 2013 to 2014. | | 33 RICs consisting of 153 Portfolios | | None |
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| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 45 |
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Officers and Directors (continued) | | |
| | | | | | | | | | |
Name, Address1 and Year of Birth | | Position(s) Held with the Trust/ Master LLC | | Length of Time Served as a Director3 | | Principal Occupation(s) During Past Five Years | | Number of BlackRock- Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen | | Public Company and Investment Company Directorships During Past Five Years |
Independent Directors2 |
Kenneth L. Urish 1951 | | Director | | Since 2007 | | Managing Partner, Urish Popeck & Co., LLC (certified public accountants and consultants) since 1976; Immediate past- Chairman of the Professional Ethics Committee of the Pennsylvania Institute of Certified Public Accountants and Committee Member thereof since 2007; Member of External Advisory Board, The Pennsylvania State University Accounting Department since 2001; Principal, UP Strategic Wealth Investment Advisors, LLC since 2013; Trustee, The Holy Family Institute from 2001 to 2010; President and Trustee, Pittsburgh Catholic Publishing Associates from 2003 to 2008; Director, Inter-Tel from 2006 to 2007. | | 33 RICs consisting of 153 Portfolios | | None |
Claire A. Walton 1957 | | Director | | Since 2016 | | Chief Operating Officer and Chief Financial Officer of Liberty Square Asset Management, LP from 1998 to 2015; General Partner of Neon Liberty Capital Management, LLC since 2003; Director, Boston Hedge Fund Group since 2009; Director, Woodstock Ski Runners since 2013; Director, Massachusetts Council on Economic Education from 2013 to 2015. | | 33 RICs consisting of 153 Portfolios | | None |
Frederick W. Winter 1945 | | Director | | Since 2007 | | Director, Alkon Corporation (pneumatics) since 1992; Dean Emeritus of the Joseph M. Katz School of Business, University of Pittsburgh, Dean and Professor from 1997 to 2005, Professor until 2013. | | 33 RICs consisting of 153 Portfolios | | None |
| | 1 The address of each Director is c/o BlackRock, Inc., 55 East 52nd Street, New York, NY 10055. |
| | 2 Independent Directors serve until their resignation, retirement, removal or death, or until December 31 of the year in which they turn 75. The Board has determined to extend the terms of Independent Directors on a case-by-case basis, as appropriate. The Board has determined to extend the terms of Independent Directors on a case-by-case basis, as appropriate. The Board has unanimously approved extending the mandatory retirement age for David O. Beim and Dr. Matina S. Horner until December 31, 2016, which the Board believes is in the best interests of shareholders of the Fund. |
| | 3 Date shown is the earliest date a person has served for the Trust/Master LLC on this Board. Following the combination of Merrill Lynch Investment Managers, L.P. (“MLIM”) and BlackRock, Inc. (“BlackRock”) in September 2006, the various legacy MLIM and legacy BlackRock fund boards were realigned and consolidated into three new fund boards in 2007. As a result, although the chart shows certain Independent Directors as joining the Trust/Master LLC’s board in 2007, those Independent Directors first became members of the boards of other legacy MLIM or legacy BlackRock funds as follows: David O. Beim, 1998, Dr. Matina S. Horner, 2004; Rodney D. Johnson, 1995; Cynthia A. Montgomery, 1994; Joseph P. Platt, 1999; Robert C. Robb, Jr., 1999; Kenneth L. Urish, 1999; and Frederick W. Winter, 1999. |
Interested Directors4 | | | | | | | | | | |
Barbara G. Novick 1960 | | Director and President5 | | Since 2015 | | Vice Chairman of BlackRock since 2006; Chair of BlackRock’s Government Relations Steering Committee since 2009; Head of the Global Client Group of BlackRock from 1988 to 2008. | | 108 RICs consisting of 228 Portfolios | | None |
John M. Perlowski 1964 | | Director, President6 and Chief Executive Officer | | Since 2015 (Director); Since 2011 (Chief Executive Officer) | | Managing Director of BlackRock since 2009; Head of BlackRock Global Fund Services since 2009; Managing Director and Chief Operating Officer of the Global Product Group at Goldman Sachs Asset Management, L.P. from 2003 to 2009; Treasurer of Goldman Sachs Mutual Funds from 2003 to 2009 and Senior Vice President thereof from 2007 to 2009; Director of Goldman Sachs Offshore Funds from 2002 to 2009; Director of Family Resource Network (charitable foundation) since 2009. | | 136 RICs consisting of 326 Portfolios | | None |
| | 4 Mr. Perlowski and Ms. Novick are both “interested persons,” as defined in the 1940 Act, of the Trust/Master LLC based on their positions with BlackRock and its affiliates. Mr. Perlowski and Ms. Novick are also board members of certain complexes of BlackRock registered open-end and closed-end funds. Mr. Perlowski is also a board member of the BlackRock Equity-Bond Complex and the BlackRock Closed-End Complex, and Ms. Novick is a board member of the BlackRock Closed-End Complex. |
| | 5 President of the Trust. |
| | 6 President of the Master LLC. |
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46 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
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Officers and Directors (concluded) | | |
| | | | | | |
Name, Address1 and Year of Birth | | Position(s) Held with the Trust/ Master LLC | | Length of Time Served as an Officer | | Principal Occupation(s) During Past Five Years |
Officers2 |
John M. Perlowski 1964 | | Director, President3 and Chief Executive Officer | | Since 2015 (Director); Since 2010 (President and Chief Executive Officer) | | See Principal Occupations During Past Five Years under Interested Directors for details. |
Richard Hoerner, CFA 1958 | | Vice President | | Since 2009 | | Managing Director of BlackRock since 2000; Head of the Global Cash Group since 2013; Co-head of the Global Cash and Securities Lending Group from 2010 to 2013; Member of the Cash Management Group Executive Committee since 2005. |
Jennifer McGovern 1977 | | Vice President | | Since 2014 | | Managing Director of BlackRock since 2016; Director of BlackRock From 2011 to 2015; Head of Product Structure and Oversight for BlackRock’s U.S. Wealth Advisory Group since 2013; Vice President of BlackRock from 2008 to 2010. |
Neal J. Andrews 1966 | | Chief Financial Officer | | Since 2007 | | Managing Director of BlackRock since 2006; Senior Vice President and Line of Business Head of Fund Accounting and Administration at PNC Global Investment Servicing (U.S.) Inc. from 1992 to 2006. |
Jay M. Fife 1970 | | Treasurer | | Since 2007 | | Managing Director of BlackRock since 2007; Director of BlackRock in 2006; Assistant Treasurer of the MLIM and Fund Asset Management, L.P. advised funds from 2005 to 2006; Director of MLIM Fund Services Group from 2001 to 2006. |
Charles Park 1967 | | Chief Compliance Officer | | Since 2014 | | Anti-Money Laundering Compliance Officer for the BlackRock-advised Funds in the Equity-Bond Complex, the Equity-Liquidity Complex and the Closed-End Complex from 2014 to 2015; Chief Compliance Officer of BlackRock Advisors, LLC and the BlackRock-advised Funds in the Equity-Bond Complex, the Equity-Liquidity Complex and the Closed-End 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. |
Fernanda Piedra 1969 | | Anti-Money Laundering Compliance Officer | | Since 2015 | | Director of BlackRock since 2014; Anti-Money Laundering Compliance Officer and Regional Head of Financial Crime for the Americas at BlackRock since 2014; Head of Regulatory Changes and Remediation for the Asset Wealth Management Division of Deutsche Bank from 2010 to 2014; Vice President of Goldman Sachs (Anti-Money Laundering/Suspicious Activities Group) from 2004 to 2010. |
Benjamin Archibald 1975 | | Secretary | | Since 2012 | | Managing Director of BlackRock since 2014; Director of BlackRock from 2010 to 2013; Secretary of the iShares exchange traded funds since 2015; Secretary of the BlackRock-advised mutual funds since 2012. |
| | 1 The address of each Director and Officer is c/o BlackRock, Inc., 55 East 52nd Street, New York, NY 10055. |
| | 2 Officers of the Trust/Master LLC serve at the pleasure of the Board. |
| | 3 President of the Master LLC. |
| | Further information about the Trust/Master LLC's Officers and Directors is available in the Funds’ Statement of Additional Information, which can be obtained without charge by calling (800) 225-1576. |
Effective December 31, 2015, Herbert I. London and Toby Rosenblatt retired as Directors of the Trust/Master LLC.
Effective February 5, 2016, Frank J. Fabozzi resigned as a Director of the Trust/Master LLC.
Effective February 8, 2016, Susan J. Carter, Neil A. Cotty and Claire A. Walton were elected to serve as Directors of the Trust/Master LLC.
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Investment Advisor BlackRock Advisors, LLC Wilmington, DE 19809 | | Accounting Agent and Custodian State Street Bank and Trust Company Boston, MA 02110 | | Independent Registered Public Accounting Firm Deloitte & Touche LLP Boston, MA 02116 | | Address of the Trust 60 State Street Boston, MA 02109 |
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Transfer Agent Boston Financial Data Services Boston, MA 02266 | | Distributor BlackRock Investments, LLC New York, NY 10022 | | Legal Counsel Sidley Austin LLP New York, NY 10019 | | |
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| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 47 |
A Special Meeting of Shareholders was held on February 8, 2016 for shareholders of record on December 11, 2015, to elect a Board of Trustees of the Trust.
Approved the Trustees* as follows:
| | | | | | | | |
| | Votes For | | | Votes Withheld | |
David O. Beim | | | 5,993,834,051 | | | | 9,940,933 | |
Susan J. Carter | | | 5,926,246,755 | | | | 77,528,229 | |
Collette Chilton | | | 5,991,942,199 | | | | 11,832,785 | |
Neil A. Cotty | | | 5,928,187,303 | | | | 75,587,681 | |
Matina S. Horner | | | 5,991,893,502 | | | | 11,881,482 | |
Rodney D. Johnson | | | 5,993,834,051 | | | | 9,940,933 | |
Cynthia A. Montgomery | | | 5,991,942,199 | | | | 11,832,785 | |
Joseph P. Platt | | | 5,993,882,746 | | | | 9,892,238 | |
Robert C. Robb, Jr. | | | 5,993,882,746 | | | | 9,892,238 | |
Mark Stalnecker | | | 5,993,877,107 | | | | 9,897,877 | |
Kenneth L. Urish | | | 5,994,317,541 | | | | 9,457,443 | |
Claire A. Walton | | | 5,925,811,961 | | | | 77,963,023 | |
Frederick W. Winter | | | 5,993,882,746 | | | | 9,892,238 | |
Barbara G. Novick | | | 5,991,942,199 | | | | 11,832,785 | |
John M. Perlowski | | | 5,993,882,746 | | | | 9,892,238 | |
| * | | Denotes Trust-wide proposal and voting results. |
Electronic Delivery
To enroll in electronic delivery:
Shareholders Who Hold Accounts with Investment Advisors, Banks or Brokerages:
Please contact your financial advisor. Please note that not all investment advisors, banks or brokerages may offer this service.
Householding
The Funds will mail only one copy of shareholder documents, including prospectuses, annual and semi-annual reports and proxy statements, to shareholders with multiple accounts at the same address. This practice is commonly called “householding” and is intended to reduce expenses and eliminate duplicate mailings of shareholder documents. Mailings of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please call the Funds at (800) 225-1576.
Availability of Quarterly Schedule of Investments
The Trust/Master LLC file their complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Trust’s/Master LLC’s 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, D.C. Information on how to access documents on the SEC’s website without charge may be obtained by calling (800) SEC-0330. The Trust’s/Master LLC’s Forms N-Q may also be obtained upon request and without charge by calling (800) 626-1960.
Availability of Proxy Voting Policies and Procedures
A description of the policies and procedures that the Trust/Master LLC use to determine how to vote proxies relating to portfolio securities is available upon request and without charge (1) by calling (800) 626-1960; (2) at http://www.blackrock.com; and (3) on the SEC’s website at
http://www.sec.gov.
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48 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
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Additional Information (continued) | | |
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General Information (concluded) |
Availability of Proxy Voting Record
Information about how the Trust/Master LLC voted proxies relating to securities held in the Trust’s/Master LLC’s portfolios during the most recent 12-month period ended June 30 is available upon request and without charge (1) at http://www.blackrock.com or by calling (800) 626-1960 and (2) on the SEC’s website at http://www.sec.gov.
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| | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | 49 |
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Additional Information (concluded) | | |
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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.
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50 | | FUNDS FOR INSTITUTIONS SERIES | | APRIL 30, 2016 | | |
This report is intended for current holders. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Funds unless preceded or accompanied by the Funds’ current prospectuses. You could lose money by investing in a Fund. Although the Funds seek to preserve the value of your investment at $1.00 per share, they cannot guarantee they will do so. An investment in the Funds is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Funds’ sponsor has no legal obligation to provide financial support to the Funds at any time. Performance data quoted represents past performance and does not guarantee future results. Total return information assumes reinvestment of all distributions. Current performance may be higher or lower than the performance data quoted. For current month-end performance information, call (800) 626-1960. Each Fund’s current 7-day yield more closely reflects the current earnings of a Fund than the total returns quoted. Statements and other information herein are as dated and are subject to change.
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FFI-4/16-AR | | |
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Item 2 – | Code of Ethics – Each registrant (or “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. Each registrant undertakes to provide a copy of the code of ethics to any person upon request, without charge, by calling 1-800-441-7762. |
Item 3 – | Audit Committee Financial Expert – Each registrant’s board of directors (the “board of directors”), has determined that (i) the registrant has the following audit committee financial expert serving on its audit committee and (ii) each audit committee financial expert is independent: |
Kenneth L. Urish
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.
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 Funds:
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| | (a) Audit Fees | | (b) Audit-Related Fees1 | | (c) Tax Fees2 | | (d) All Other Fees3 |
Entity Name | | Current Fiscal Year End | | Previous Fiscal Year End | | Current Fiscal Year End | | Previous Fiscal Year End | | Current Fiscal Year End | | Previous Fiscal Year End | | Current Fiscal Year End | | Previous Fiscal Year End |
BlackRock Treasury Strategies Institutional Fund (Formerly BlackRock Government Institutional Fund) | | $8,363 | | $8,363 | | $0 | | $0 | | $9,792 | | $9,792 | | $0 | | $0 |
BlackRock Premier Government Institutional Fund | | $8,363 | | $8,363 | | $0 | | $0 | | $9,792 | | $9,792 | | $0 | | $0 |
BlackRock Select Treasury Strategies Institutional Fund (Formerly BlackRock Select Government Institutional Fund) | | $8,963 | | $8,963 | | $0 | | $0 | | $9,792 | | $9,792 | | $0 | | $0 |
FFI Government Fund | | $31,713 | | $31,713 | | $0 | | $0 | | $9,792 | | $9,792 | | $0 | | $0 |
FFI Treasury Fund | | $29,463 | | $29,463 | | $0 | | $0 | | $9,792 | | $9,792 | | $0 | | $0 |
Master Treasury Strategies Institutional Portfolio (Formerly Master Government Institutional Portfolio) | | $36,813 | | $36,813 | | $0 | | $0 | | $13,260 | | $13,260 | | $0 | | $0 |
Master Premier Government Institutional Portfolio | | $36,813 | | $36,813 | | $0 | | $0 | | $13,260 | | $13,260 | | $0 | | $0 |
The following table presents fees billed by D&T that were required to be approved by each registrant’s audit committee (each a “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 (“Fund Service Providers”):
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| | Current Fiscal Year End | | Previous Fiscal Year End |
(b) Audit-Related Fees1 | | $0 | | $0 |
2
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(c) Tax Fees2 | | $0 | | $0 |
(d) All Other Fees3 | | $2,129,000 | | $2,391,000 |
1 The nature of the services includes assurance and related services reasonably related to the performance of the audit of financial statements not included in Audit Fees.
2 The nature of the services includes tax compliance, tax advice and tax planning.
3 Aggregate fees borne by BlackRock in connection with the review of compliance procedures and attestation thereto performed by D&T with respect to all of the registered closed-end funds and some of the registered open-end funds advised by BlackRock.
(e)(1) Audit Committee Pre-Approval Policies and Procedures:
Each 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 registrant’s 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 Fund 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 registrants 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 registrant’s Committee, as will any other services not subject to general pre-approval (e.g., unanticipated but permissible services). The Committee is informed of each service approved subject to general pre-approval at the next regularly scheduled in-person board meeting. At this meeting, an analysis of such services is presented to the Committee for ratification. The Committee may delegate to the Committee Chairman the authority to approve the provision of and fees for any specific engagement of permitted non-audit services, including services exceeding pre-approved cost levels.
(e)(2) None of the services described in each of Items 4(b) through (d) were approved by either Committee pursuant to the de minimus exception in paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
(f) Not Applicable
(g) The aggregate non-audit fees paid to the accountant for services rendered by the accountant to the registrant, the Investment Adviser and the Fund Service Providers were:
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| | Entity Name | | Current Fiscal Year End | | Previous Fiscal Year End |
| BlackRock Treasury Strategies Institutional Fund (Formerly BlackRock Government Institutional Fund) | | $9,792 | | $9,792 |
| BlackRock Premier Government Institutional Fund | | $9,792 | | $9,792 |
| BlackRock Select Treasury Strategies Institutional Fund (Formerly BlackRock Select Government Institutional Fund) | | $9,792 | | $9,792 |
| FFI Government Fund | | $9,792 | | $9,792 |
| FFI Treasury Fund | | $9,792 | | $9,792 |
| Master Treasury Strategies Institutional Portfolio (Formerly Master Government Institutional Portfolio) | | $13,260 | | $13,260 |
| Master Premier Government Institutional Portfolio | | $13,260 | | $13,260 |
3
Additionally, SSAE 16 Review (Formerly, SAS No. 70) fees for the current and previous fiscal years of $2,129,000 and $2,391,000, respectively, were billed by D&T to the Investment Adviser.
(h) Each Committee has considered and determined that the provision of non-audit services that were rendered to the Investment Adviser and the Fund Service Providers that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.
Item 5 – | Audit Committee of Listed Registrants – Not Applicable |
(a) The registrants’ Schedules of Investments are 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 – Not Applicable |
Item 8 – | Portfolio Managers of Closed-End Management Investment Companies – Not Applicable |
Item 9 – | Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers – Not Applicable |
Item 10 – | Submission of Matters to a Vote of Security Holders – There have been no material changes to these procedures. |
Item 11 – | Controls and Procedures |
(a) – The registrants’ principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrants’ 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 15(d)-15(b) under the Securities Exchange Act of 1934, as amended.
(b) – There were no changes in the registrants’ 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 registrants’ internal control over financial reporting.
Item 12 – | Exhibits attached hereto |
(a)(1) – Code of Ethics – See Item 2
(a)(2) – Certifications – Attached hereto
(a)(3) – Not Applicable
(b) – Certifications – Attached hereto
4
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, each registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Funds For Institutions Series and Master Institutional Money Market LLC
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By: | | /s/ John M. Perlowski | | |
| | John M. Perlowski | | |
| | Chief Executive Officer (principal executive officer) of |
| | Funds For Institutions Series and Master Institutional Money Market LLC |
Date: July 1, 2016
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 each registrant and in the capacities and on the dates indicated.
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By: | | /s/ John M. Perlowski | | |
| | John M. Perlowski | | |
| | Chief Executive Officer (principal executive officer) of |
| | Funds For Institutions Series and Master Institutional Money Market LLC |
Date: July 1, 2016
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By: | | /s/ Neal J. Andrews | | |
| | Neal J. Andrews | | |
| | Chief Financial Officer (principal financial officer) of |
| | Funds For Institutions Series and Master Institutional Money Market LLC |
Date: July 1, 2016
5