For the period ended April 30, 2022, the effect of derivative financial instruments in the Statements of
Operations was as follows:
For more information about the Trust’s investment risks regarding derivative financial instruments, refer to the
Notes to Financial Statements.
Various inputs are used in determining the fair value of financial instruments. For a description of the input levels and information about the
Trust’s policy regarding valuation of financial instruments, refer to the Notes to Financial Statements.
The following table summarizes the
Trust’s financial instruments categorized in the fair value hierarchy. The breakdown of the Trust’s financial instruments into major categories is disclosed in the Schedule of Investments above.
The Trust may hold assets and/or liabilities in which the fair value approximates the carrying amount for
financial statement purposes. As of period end, such assets and/or liabilities are categorized within the fair value hierarchy as follows:
Opinion on the Financial Statements and Financial Highlights
We have audited the accompanying statements of assets and liabilities of BlackRock Investment Quality Municipal Trust, Inc., BlackRock Long-Term
Municipal Advantage Trust, and BlackRock Municipal Income Trust (the “Funds”), including the schedules of investments, as of April 30, 2022, the related statements of operations and cash flows for the year then ended, the statements
of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights
present fairly, in all material respects, the financial position of the Funds as of April 30, 2022, and the results of their operations and their cash flows for the year then ended, the changes in their net assets for each of the two years in
the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements and financial
highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on the Funds’ financial statements and financial highlights based on our audits. We are a public accounting firm registered with the
Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and
Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Funds are not required to have, nor were we engaged to perform, an
audit of their internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the
Funds’ internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess
the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding
the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the
financial statements and financial highlights. Our procedures included confirmation of securities owned as of April 30, 2022, by correspondence with the custodians or counterparties; when replies were not received, we performed other auditing
procedures. We believe that our audits provide a reasonable basis for our opinion.
Deloitte & Touche LLP
Boston, Massachusetts
June 28, 2022
We have served as the auditor of one or more BlackRock investment companies since 1992.
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Important Tax Information (unaudited)
The following amounts, or
maximum amounts allowable by law, are hereby designated as tax-exempt interest dividends for the fiscal year ended April 30, 2022:
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| Trust Name |
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Exempt-Interest
Dividends |
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| BKN |
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$ |
13,991,667 |
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| BTA |
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9,447,484 |
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| BFK |
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30,230,478 |
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The Trusts hereby designate the following amounts, or maximum amounts allowable by law, as interest income eligible to be
treated as a Section 163(j) interest dividend for the fiscal year ended April 30, 2022:
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| Trust Name |
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Interest
Dividend |
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| BTA |
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$ |
140,571 |
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| BFK |
|
|
101,800 |
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The Trusts hereby designate the following amounts, or maximum amounts allowable by law, as interest-related dividends
eligible for exemption from U.S. withholding tax for nonresident aliens and foreign corporations for the fiscal year ended April 30, 2022:
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| Trust Name |
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Interest
Related
Dividends |
|
| BTA |
|
$ |
140,571 |
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| BFK |
|
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101,800 |
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Investment Objectives, Policies and Risks
Recent Changes
The following information is a summary of certain changes since April 30, 2021. This information may not reflect all of the changes that have
occurred since you purchased the relevant Trust.
During each Trust’s most recent fiscal year, there were no material changes in the
Trust’s investment objectives or policies that have not been approved by shareholders or in the principal risk factors associated with investment in the Trust.
Investment Objectives and Policies
BlackRock Investment Quality
Municipal Trust, Inc. (BKN)
The Trust’s investment objective is to provide high current income exempt from regular federal income tax
consistent with the preservation of capital. No assurance can be given that the Trust will achieve its investment objective. As a matter of fundamental policy, under normal market conditions, the Trust will invest at least 80% of its Managed Assets
in investments the income from which is exempt from federal income tax (except that the interest may be subject to the federal alternative minimum tax). “Managed Assets” means the Trust’s total assets (including any assets
attributable to money borrowed for investment purposes) minus the sum of the Trust’s accrued liabilities (other than money borrowed for investment purposes). The Trust cannot change its investment objectives or the foregoing fundamental policy
without the approval of the holders of a majority of the outstanding common shares and the outstanding preferred shares, including the Trust’s variable rate muni term preferred shares (“VMTP Shares”), voting together as a single
class, and of the holders of a majority of the outstanding preferred shares, including the VMTP Shares, voting as a separate class. A majority of the outstanding means (1) 67% or more of the shares present at a meeting, if the holders of more than
50% of the outstanding shares are present or represented by proxy, or (2) more than 50% of the outstanding shares, whichever is less.
The
Trust’s investment policies provide that, under normal market conditions, the Trust will invest at least 80% of its Managed Assets in investment quality securities. For the purposes of the foregoing policy, an investment quality security is a
security that is rated BBB or Baa or higher by Moody’s Investor Service Inc. (“Moody’s”), S&P Global Ratings (“S&P”), Fitch Ratings, Inc. (“Fitch”) or another nationally recognized rating agency or, if
unrated, deemed to be of comparable quality by the BlackRock Advisors, LLC (the “Manager”). Municipal Bonds rated Baa by Moody’s are investment grade, but Moody’s considers Municipal Bonds rated Baa to have speculative
characteristics. Changes in economic conditions or other circumstances are more likely to lead to a weakened capacity for issuers of Municipal Bonds that are rated BBB or Baa (or that have equivalent ratings) to make principal and interest payments
than is the case for issues of higher grade Municipal Bonds. “Municipal Bonds” means municipal obligations issued by or on behalf of states, territories and possessions of the United States and their political subdivisions, agencies or
instrumentalities, each of which pays interest that, in the opinion of bond counsel to the issuer, is excludable from gross income for federal income tax purposes (except that the interest may be includable in taxable income for purposes of the
federal alternative minimum tax). In the case of short term notes, the investment grade rating categories are SP-1+ through SP-2 for S&P, MIG-1 through MIG-3 for Moody’s and F-1+ through F-3 for Fitch. In the case of tax
exempt commercial paper, the investment grade rating categories are A-1+ through A-3 for S&P, Prime-1 through Prime-3 for Moody’s and F-1+ through F-3 for Fitch. Obligations ranked in the lowest investment grade rating category (BBB, SP-2 and A-3 for S&P; Baa, MIG-3 and Prime-3 for Moody’s and BBB and F-3 for Fitch), while considered “investment grade,” may have certain speculative characteristics. There may be sub-categories or gradations indicating relative
standing within the rating categories set forth above. In assessing the quality of Municipal Bonds with respect to the foregoing requirements, the Manager takes into account the nature of any letters of credit or similar credit enhancement to which
particular Municipal Bonds are entitled and the creditworthiness of the financial institution that provided such credit enhancement.
The Trust may
invest up to 20% of its Managed Assets, measured at the time of investment, in securities rated BB/Ba or B by Moody’s S&P, Fitch or another nationally recognized rating agency or, if unrated, deemed to be of comparable credit quality by the
Manager. Bonds of below investment grade quality (Ba/BB or below) are commonly referred to as “junk bonds.” Bonds of below investment grade quality are regarded as having predominantly speculative characteristics with respect to the
issuer’s capacity to pay interest and repay principal. Such securities, sometimes referred to as “high yield” or “junk” bonds, are predominantly speculative with respect to the capacity to pay interest and repay principal in
accordance with the terms of the security and generally involve a greater volatility of price than securities in higher rating categories. Below investment grade securities and comparable unrated securities involve substantial risk of loss, are
considered speculative with respect to the issuer’s ability to pay interest and any required redemption or principal payments and are susceptible to default or decline in market value due to adverse economic and business developments.
The foregoing credit quality policies apply only at the time a security is purchased, and the Trust is not required to dispose of a security if a rating
agency downgrades its assessment of the credit characteristics of a particular issue. In determining whether to retain or sell a security that a rating agency has downgraded, the Manager may consider such factors as the Manager’s assessment of
the credit quality of the issuer of the security, the price at which the security could be sold and the rating, if any, assigned to the security by other rating agencies. In the event that the Trust disposes of a portfolio security subsequent to its
being downgraded, the Trust may experience a greater risk of loss than if such security had been sold prior to such downgrade.
The Trust does not
ordinarily invest more than 25% of its managed assets (taken at market value) in municipal obligations whose issuers are located in the same state.
In addition, the Trust may purchase Municipal Bonds that are additionally secured by insurance, bank credit agreements or escrow accounts. The credit
quality of companies which provide these credit enhancements will affect the value of those securities. Although the insurance feature reduces certain financial risks, the premiums for insurance and the higher market price paid for insured
obligations may reduce the Trust’s income. The insurance feature does not guarantee the market value of the insured obligations or the net asset value of the Trust’s common shares. The Trust may purchase insured bonds and may purchase
insurance for bonds in its portfolio.
The Trust may invest in certain tax exempt securities classified as “private activity bonds” (or
industrial development bonds, under pre-1986 law) (in general, bonds that benefit non-governmental entities) that may subject certain investors in the Trust to an
alternative minimum tax. The percentage of the Trust’s total assets invested in private activity bonds will vary from time to time. The Trust expects that a portion of the income it produces will be includable in alternative minimum taxable
income.
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Investment Objectives, Policies and Risks (continued)
The average maturity of the
Trust’s portfolio securities varies from time to time based upon an assessment of economic and market conditions by the Manager. The Trust’s portfolio at any given time may include both long- term and intermediate-term Municipal Bonds.
The Trust’s stated expectation is that it will invest in Municipal Bonds that, in the Manager’s opinion, are underrated or undervalued.
Underrated Municipal Bonds are those whose ratings do not, in the opinion of the Manager, reflect their true higher creditworthiness. Undervalued Municipal Bonds are bonds that, in the opinion of the Manager, are worth more than the value assigned
to them in the marketplace. The Manager may at times believe that bonds associated with a particular municipal market sector (for example, but not limited to electric utilities), or issued by a particular municipal issuer, are undervalued. The
Manager may purchase those bonds for the Trust’s portfolio because they represent a market sector or issuer that the Manager considers undervalued, even if the value of those particular bonds appears to be consistent with the value of similar
bonds. Municipal Bonds of particular types (for example, but not limited to hospital bonds, industrial revenue bonds or bonds issued by a particular municipal issuer) may be undervalued because there is a temporary excess of supply in that market
sector, or because of a general decline in the market price of Municipal Bonds of the market sector for reasons that do not apply to the particular Municipal Bonds that are considered undervalued. The Trust’s investment in underrated or
undervalued Municipal Bonds will be based on the Manager’s belief that their yield is higher than that available on bonds bearing equivalent levels of interest rate risk, credit risk and other forms of risk, and that their prices will
ultimately rise, relative to the market, to reflect their true value. Any capital appreciation realized by the Trust will generally result in capital gain distributions subject to federal capital gains taxation.
The Trust ordinarily does not intend to realize significant investment income not exempt from federal income tax. From time to time, the Trust may realize
taxable capital gains.
Federal tax legislation has limited the types and volume of bonds the interest on which qualifies for a federal income tax
exemption. As a result, this legislation and legislation that may be enacted in the future may affect the availability of Municipal Bonds for investment by the Trust.
Leverage: The Trust may utilize leverage to seek to enhance the yield and net asset value of its common shares. However, this objective cannot be
achieved in all interest rate environments. The Trust currently leverages its assets through the use of VMTP Shares and residual interest municipal tender option bonds (“TOB Residuals”), which are derivative interests in municipal bonds.
The TOB Residuals in which the Trust will invest pay interest or income that, in the opinion of counsel to the issuer of such TOB Residuals, is exempt from regular U.S. federal income tax.
The Trust may purchase and sell futures contracts, enter into various interest rate transactions and may purchase and sell exchange-listed and over-the-counter put and call options on securities, financial indices and futures contracts.
The Trust may enter into interest rate swaps and the purchase or sale of interest rate caps and floors. The Trust may enter into credit default swap
agreements for hedging purposes or to seek to increase its return.
As temporary investments, the Trust may invest in repurchase agreements. The Trust
may enter into reverse repurchase agreements with respect to its portfolio investments subject to its investment restrictions.
BlackRock Long-Term Municipal
Advantage Trust (BTA)
The Trust’s investment objective is to provide current income exempt from regular Federal income tax. Under normal
market conditions, the Trust invests at least 80% of its total assets in municipal bonds, municipal securities and derivative instruments with exposure to such bonds and securities, in each case that are expected to pay interest or income that is
exempt from regular Federal income tax. BlackRock Advisors, LLC (the “Manager”) will not conduct its own analysis of the tax status of the interest or income paid by these instruments, but will rely on the opinion of counsel to the issuer
of each such instrument. Substantially all of the municipal bonds owned by the Trust are rated below investment grade; however, because the Trust has economic exposure to additional municipal bonds through its ownership of residual interest tender
option bonds, at least 50% of the Trust’s economic exposure to investment securities is to municipal bonds rated investment grade quality. Economic exposure to municipal bonds refers to bonds owned by the Trust and bonds to which the Trust is
exposed through the ownership of residual interest tender option bonds. Investment grade quality means that such bonds are rated, at the time of investment, within the four highest grades (“Baa” or “BBB” or better by Moody’s
Investor Service Inc. (“Moody’s”), S&P Global Ratings (“S&P”), Fitch Ratings, Inc. (“Fitch”)) or are unrated but judged to be of comparable quality by the Manager. Municipal bonds rated “Baa” by
Moody’s are investment grade, but Moody’s considers municipal bonds rated “Baa” to have speculative characteristics. Changes in economic conditions or other circumstances are more likely to lead to a weakened capacity for issuers
of municipal bonds that are rated “BBB” or “Baa” (or that have equivalent ratings) to make principal and interest payments than is the case for issues of higher grade municipal bonds.
Under normal market conditions, up to 50% of the Trust’s economic exposure to investment securities may be to municipal bonds that are rated, at the
time of investment, as low as “C” by Moody’s, S&P or Fitch or that are unrated but judged to be of comparable quality by the Manager. Bonds of below investment grade quality (“Ba/BB” or below) are commonly referred to as
“junk bonds.” Bonds of below investment grade quality are regarded as having predominantly speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal.
These credit quality policies apply only at the time a security is purchased, and the Trust is not required to dispose of a security if a rating agency
downgrades its assessment of the credit characteristics of a particular issuer. In determining whether to retain or sell a security that a rating agency has downgraded, the Manager may consider such factors as the Manager’s assessment of the
credit quality of the issuer of the security, the price at which the security could be sold and the rating, if any, assigned to the security by other rating agencies.
Under normal market conditions, the Trust intends for its bond portfolio to consist primarily of long-term bonds (meaning bonds with a maturity of 10
years or more). Under normal market conditions, the Trust’s municipal bond portfolio will have a dollar-weighted average maturity of greater than 10 years. In comparison to maturity (which is the date on which the issuer of a debt instrument is
obligated to repay the principal amount), duration is a measure of the price volatility of a debt instrument as a result of changes in market rates of interest, based on the weighted average timing of the instrument’s expected principal and
interest payments. Duration differs from maturity in that it takes into account a security’s yield, coupon payments and its principal payments in addition to the amount of time until the security finally matures. As the value of a security
changes
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over time, so will its
duration. Prices of securities with longer durations tend to be more sensitive to interest rate changes than securities with shorter durations. In general, a portfolio of securities with a longer duration can be expected to be more sensitive to
interest rate changes than a portfolio with a shorter duration.
The Trust may invest in residual interest municipal tender option bonds, which are
derivative interests of municipal bonds. The Trust may also invest in securities of other open-or closed-end investment companies that invest primarily in municipal
bonds of the types in which the Trust may invest directly and in tax-exempt preferred shares that pay dividends exempt from Federal income tax.
The Trust invests in municipal bonds that, in the Manager’s opinion, are underrated or undervalued. Underrated municipal bonds are those whose
ratings do not, in the Manager’s opinion, reflect their true creditworthiness. Undervalued municipal bonds are bonds that, in the opinion of the Manager, are worth more than the value assigned to them in the marketplace. The Manager may at
times believe that bonds associated with a particular municipal market sector (for example, but not limited to, electrical utilities), or issued by a particular municipal issuer, are undervalued. The Manager may purchase those bonds for the
Trust’s portfolio because they represent a market sector or issuer that the Manager considers undervalued, even if the value of those particular bonds appears to be consistent with the value of similar bonds. Municipal bonds of particular types
(for example, but not limited to, hospital bonds, industrial revenue bonds or bonds issued by a particular municipal issuer) may be undervalued because there is a temporary excess of supply in that market sector, or because of a general decline in
the market price of municipal bonds of the market sector for reasons that do not apply to the particular municipal bonds that are considered undervalued. The Trust’s investment in underrated or undervalued municipal bonds will be based on the
Manager’s belief that their yield is higher than that available on bonds bearing equivalent levels of interest rate risk, credit risk and other forms of risk, and that their prices will ultimately rise, relative to the market, to reflect their
true value. Any capital appreciation realized by the Trust will generally result in capital gains distributions subject to Federal capital gains taxation.
The Trust may purchase municipal bonds that are additionally secured by insurance, bank credit agreements or escrow accounts. The credit quality of
companies which provide these credit enhancements will affect the value of those securities. Although the insurance feature reduces certain financial risks, the premiums for insurance and the higher market price paid for insured obligations may
reduce the Trust’s income. Insurance generally is obtained from insurers with a claims-paying ability rated “Aaa” by Moody’s or “AAA” by S&P or Fitch. The insurance feature does not guarantee the market value of the
insured obligations or the net asset value of the Trust’s common shares. The Trust may purchase insured bonds and may purchase insurance for bonds in its portfolio.
During temporary defensive periods (e.g., times when, in Manager’s opinion, temporary imbalances of supply and demand or other temporary dislocations
in the tax-exempt bond market adversely affect the price at which long-term or intermediate-term municipal bonds are available), and in order to keep the Trust’s cash fully invested, the Trust may invest
up to 100% of its total assets in liquid, short-term investments, including high quality, short-term securities that may be either tax-exempt or taxable. The Trust may not achieve its investment objective
under these circumstances. The Trust intends to invest in taxable short-term investments only if suitable tax-exempt short-term investments are not available at reasonable prices and yields. If the Trust
invests in taxable short-term investments, a portion of your dividends would be subject to regular Federal income tax.
The Trust cannot change its
investment objective without the approval of the holders of a majority of its outstanding common shares and preferred, voting together as a single class, and of the holders of a majority of the Trust’s outstanding preferred shares voting as a
separate class. A “majority of the outstanding” means (1) 67% or more of the shares present at a meeting, if the holders of more than 50% of the shares are present or represented by proxy, or (2) more than 50% of the shares, whichever
is less.
Leverage: The Trust may utilize leverage to seek to enhance the yield and net asset value of its common shares. However, this
objective cannot be achieved in all interest rate environments. The Trust currently leverages its assets through the use of variable rate demand preferred shares (“VRDP Shares”) and residual interest municipal tender option bonds
(“TOB Residuals”), which are derivative interests in municipal bonds. The TOB Residuals in which the Trust will invest pay interest or income that, in the opinion of counsel to the issuer of such TOB Residuals, is exempt from regular U.S.
federal income tax.
The Trust may purchase and sell futures contracts, enter into various interest rate transactions such as swaps, caps, floors or
collars, currency transactions such as currency forward contracts, currency futures contracts, currency swaps or options on currency or currency futures and swap contracts and may purchase and sell exchange-listed and OTC put and call options on
securities and swap contracts, financial indices and futures contracts and use other derivative instruments or management techniques.
The Trust may
invest in securities the potential return of which is based on the change in a specified interest rate or equity index.
The Trust may enter into
reverse repurchase agreements with respect to its portfolio investments subject to its investment restrictions.
BlackRock Municipal Income Trust (BFK)
The Trust’s investment objective is to provide current income exempt from federal income taxes. As a matter of fundamental policy, under
normal market conditions, the Trust will invest at least 80% of its Managed Assets in investments the income from which is exempt from federal income tax (except that the interest may be subject to the alternative minimum tax). “Managed
Assets” means the Trust’s total assets (including any assets attributable to money borrowed for investment purposes) minus the sum of the Trust’s accrued liabilities (other than money borrowed for investment purposes). The Trust
cannot change its investment objectives or the foregoing fundamental policy without the approval of the holders of a majority of the outstanding common shares and the outstanding preferred shares, including the Trust’s variable rate muni term
preferred shares (“VMTP Shares”), voting together as a single class, and of the holders of a majority of the outstanding preferred shares, including the VMTP Shares, voting as a separate class. A majority of the outstanding means (1) 67%
or more of the shares present at a meeting, if the holders of more than 50% of the outstanding shares are present or represented by proxy, or (2) more than 50% of the outstanding shares, whichever is less.
The Trust’s investment policies provide that, under normal market conditions, the Trust will invest at least 80% of its total assets in investment
grade quality municipal obligations issued by or on behalf of states, territories and possessions of the United States and their political subdivisions, agencies or instrumentalities, each of which pays interest that, in the opinion of bond counsel
to the issuer, is excludable from gross income for federal income tax purposes (except that the interest may be includable in taxable income for purposes of the federal alternative minimum tax) (“Municipal Bonds”). Investment grade quality
means that such bonds are rated, at the time of investment, within the four highest grades (Baa or BBB or better by Moody’s Investor Service Inc. (“Moody’s”), S&P Global Ratings (“S&P”) or Fitch Ratings, Inc.
(“Fitch”)) or are unrated but
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judged to be of comparable
quality by the BlackRock Advisors, LLC (the “Manager”). Municipal Bonds rated Baa by Moody’s are investment grade, but Moody’s considers Municipal Bonds rated Baa to have speculative characteristics. Changes in economic
conditions or other circumstances are more likely to lead to a weakened capacity for issuers of Municipal Bonds that are rated BBB or Baa (or that have equivalent ratings) to make principal and interest payments than is the case for issues of higher
grade Municipal Bonds. In the case of short term notes, the investment grade rating categories are SP-1+ through SP-2 for S&P,
MIG-1 through MIG-3 for Moody’s and F-1+ through F-3 for Fitch. In the case of
tax exempt commercial paper, the investment grade rating categories are A-1+ through A-3 for S&P, Prime-1 through Prime-3 for Moody’s and F-1+ through F-3 for Fitch. Obligations ranked in the lowest investment grade rating category (BBB, SP-2 and A-3 for S&P; Baa, MIG-3 and Prime-3 for Moody’s and BBB and F-3 for Fitch), while considered “investment grade,” may have certain speculative characteristics. There may be sub-categories or gradations indicating relative
standing within the rating categories set forth above. In assessing the quality of Municipal Bonds with respect to the foregoing requirements, the Manager takes into account the nature of any letters of credit or similar credit enhancement to which
particular Municipal Bonds are entitled and the creditworthiness of the financial institution that provided such credit enhancement.
The Trust may
invest up to 20% of its total assets in Municipal Bonds that are rated, at the time of investment, Ba/BB or B by Moody’s, S&P or Fitch or that are unrated but judged to be of comparable quality by the Manager. Bonds of below investment
grade quality (Ba/BB or below) are commonly referred to as “junk bonds.” Bonds of below investment grade quality are regarded as having predominantly speculative characteristics with respect to the issuer’s capacity to pay interest
and repay principal. Such securities, sometimes referred to as “high yield” or “junk” bonds, are predominantly speculative with respect to the capacity to pay interest and repay principal in accordance with the terms of the
security and generally involve a greater volatility of price than securities in higher rating categories. Below investment grade securities and comparable unrated securities involve substantial risk of loss, are considered speculative with respect
to the issuer’s ability to pay interest and any required redemption or principal payments and are susceptible to default or decline in market value due to adverse economic and business developments.
The foregoing credit quality policies apply only at the time a security is purchased, and the Trust is not required to dispose of a security if a rating
agency downgrades its assessment of the credit characteristics of a particular issue. In determining whether to retain or sell a security that a rating agency has downgraded, the Manager may consider such factors as the Manager’s assessment of
the credit quality of the issuer of the security, the price at which the security could be sold and the rating, if any, assigned to the security by other rating agencies. Appendix F contains a general description of Moody’s, S&P’s and
Fitch’s ratings of municipal bonds. In the event that the Trust disposes of a portfolio security subsequent to its being downgraded, the Trust may experience a greater risk of loss than if such security had been sold prior to such downgrade.
The Trust may also invest in securities of other open- or closed-end investment companies that invest
primarily in Municipal Bonds of the types in which the Trust may invest directly and in tax-exempt preferred shares that pay dividends that are exempt from regular federal income tax. In addition, the Trust
may purchase Municipal Bonds that are additionally secured by insurance, bank credit agreements or escrow accounts. The credit quality of companies which provide these credit enhancements will affect the value of those securities. Although the
insurance feature reduces certain financial risks, the premiums for insurance and the higher market price paid for insured obligations may reduce the Trust’s income. The insurance feature does not guarantee the market value of the insured
obligations or the net asset value of the Trust’s common shares. The Trust may purchase insured bonds and may purchase insurance for bonds in its portfolio.
The Trust may invest in certain tax exempt securities classified as “private activity bonds” (or industrial development bonds, under pre-1986 law) (in general, bonds that benefit non-governmental entities) that may subject certain investors in the Trust to an alternative minimum tax. The percentage of the
Trust’s total assets invested in private activity bonds will vary from time to time. The Trust has not established any limit on the percentage of its portfolio that may be invested in Municipal Bonds subject to the alternative minimum tax
provisions of federal tax law, and the Trust expects that a portion of the income it produces will be includable in alternative minimum taxable income.
The average maturity of the Trust’s portfolio securities varies from time to time based upon an assessment of economic and market conditions by the
Manager. The Trust’s portfolio at any given time may include both long- term and intermediate-term Municipal Bonds.
The Trust’s stated
expectation is that it will invest in Municipal Bonds that, in the Manager’s opinion, are underrated or undervalued. Underrated Municipal Bonds are those whose ratings do not, in the opinion of the Manager, reflect their true higher
creditworthiness. Undervalued Municipal Bonds are bonds that, in the opinion of the Manager, are worth more than the value assigned to them in the marketplace. The Manager may at times believe that bonds associated with a particular municipal market
sector (for example, but not limited to electric utilities), or issued by a particular municipal issuer, are undervalued. The Manager may purchase those bonds for the Trust’s portfolio because they represent a market sector or issuer that the
Manager considers undervalued, even if the value of those particular bonds appears to be consistent with the value of similar bonds. Municipal Bonds of particular types (for example, but not limited to hospital bonds, industrial revenue bonds or
bonds issued by a particular municipal issuer) may be undervalued because there is a temporary excess of supply in that market sector, or because of a general decline in the market price of Municipal Bonds of the market sector for reasons that do
not apply to the particular Municipal Bonds that are considered undervalued. The Trust’s investment in underrated or undervalued Municipal Bonds will be based on the Manager’s belief that their yield is higher than that available on bonds
bearing equivalent levels of interest rate risk, credit risk and other forms of risk, and that their prices will ultimately rise, relative to the market, to reflect their true value. Any capital appreciation realized by the Trust will generally
result in capital gain distributions subject to federal capital gains taxation.
The Trust ordinarily does not intend to realize significant
investment income not exempt from federal income tax. From time to time, the Trust may realize taxable capital gains.
Federal tax legislation has
limited the types and volume of bonds the interest on which qualifies for a federal income tax exemption. As a result, this legislation and legislation that may be enacted in the future may affect the availability of Municipal Bonds for investment
by the Trust.
Leverage: The Trust may utilize leverage to seek to enhance the yield and net asset value of its common shares. However, this
objective cannot be achieved in all interest rate environments. The Trust currently leverages its assets through the use of VMTP Shares and residual interest municipal tender option bonds (“TOB Residuals”), which are derivative interests
in municipal bonds. The TOB Residuals in which the Trust will invest pay interest or income that, in the opinion of counsel to the issuer of such TOB Residuals, is exempt from regular U.S. federal income tax.
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Investment Objectives, Policies and Risks (continued)
The Trust may purchase and
sell futures contracts, enter into various interest rate transactions and may purchase and sell exchange-listed and over-the-counter put and call options on securities,
financial indices and futures contracts.
The Trust may enter into interest rate swaps and the purchase or sale of interest rate caps and floors. The
Trust may enter into credit default swap agreements for hedging purposes or to seek to increase its return.
As temporary investments, the Trust may
invest in repurchase agreements. The Trust may enter into reverse repurchase agreements with respect to its portfolio investments subject to its investment restrictions.
Risk Factors
This section contains a discussion of the
general risks of investing in each Trust. The net asset value and market price of, and dividends paid on, the common shares will fluctuate with and be affected by, among other things, the risks more fully described below. As with any fund, there can
be no guarantee that a Trust will meet its investment objective or that the Trust’s performance will be positive for any period of time. Each risk noted below is applicable to each Trust unless the specific Trust or Trusts are noted in a
parenthetical.
Investment and Market Discount Risk: An investment in the Trust’s common shares is subject to investment risk, including
the possible loss of the entire amount that you invest. As with any stock, the price of the Trust’s common shares will fluctuate with market conditions and other factors. If shares are sold, the price received may be more or less than the
original investment. Common shares are designed for long-term investors and the Trust should not be treated as a trading vehicle. Shares of closed-end management investment companies frequently trade at a
discount from their net asset value. This risk is separate and distinct from the risk that the Trust’s net asset value could decrease as a result of its investment activities. At any point in time an investment in the Trust’s common shares
may be worth less than the original amount invested, even after taking into account distributions paid by the Trust. During periods in which the Trust may use leverage, the Trust’s investment, market discount and certain other risks will be
magnified.
Debt Securities Risk: Debt securities, such as bonds, involve interest rate risk, credit risk, extension risk, and prepayment risk,
among other things.
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• |
|
Interest Rate Risk — The market value of bonds and other fixed-income securities changes in response to interest
rate changes and other factors. Interest rate risk is the risk that prices of bonds and other fixed-income securities will increase as interest rates fall and decrease as interest rates rise. |
The Trust may be subject to a greater risk of rising interest rates due to the current period of historically low rates. For example, if
interest rates increase by 1%, assuming a current portfolio duration of ten years, and all other factors being equal, the value of the Trust’s investments would be expected to decrease by 10%. (Duration is a measure of the price sensitivity of
a debt security or portfolio of debt securities to relative changes in interest rates.) The magnitude of these fluctuations in the market price of bonds and other fixed-income securities is generally greater for those securities with longer
maturities. Fluctuations in the market price of the Trust’s investments will not affect interest income derived from instruments already owned by the Trust, but will be reflected in the Trust’s net asset value. The Trust may lose money if
short-term or long-term interest rates rise sharply in a manner not anticipated by Trust management.
Rates on certain floating rate
debt securities typically reset only periodically, changes in prevailing interest rates (and particularly sudden and significant changes) can be expected to cause some fluctuations in the net asset value of the Trust to the extent that it invests in
floating rate debt securities.
These basic principles of bond prices also apply to U.S. Government securities. A security backed by
the “full faith and credit” of the U.S. Government is guaranteed only as to its stated interest rate and face value at maturity, not its current market price. Just like other fixed-income securities, government-guaranteed securities will
fluctuate in value when interest rates change.
A general rise in interest rates has the potential to cause investors to move out of
fixed-income securities on a large scale, which may increase redemptions from funds that hold large amounts of fixed-income securities. Heavy redemptions could cause the Trust to sell assets at inopportune times or at a loss or depressed value and
could hurt the Trust’s performance.
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• |
|
Credit Risk — Credit risk refers to the possibility that the issuer of a debt security (i.e., the borrower) will not
be able to make payments of interest and principal when due. Changes in an issuer’s credit rating or the market’s perception of an issuer’s creditworthiness may also affect the value of the Trust’s investment in that issuer. The
degree of credit risk depends on both the financial condition of the issuer and the terms of the obligation. |
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• |
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Extension Risk — When interest rates rise, certain obligations will be paid off by the obligor more slowly than
anticipated, causing the value of these obligations to fall. |
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Prepayment Risk — When interest rates fall, certain obligations will be paid off by the obligor more quickly than
originally anticipated, and the Trust may have to invest the proceeds in securities with lower yields. |
Municipal Securities
Risks: Municipal securities risks include the ability of the issuer to repay the obligation, the relative lack of information about certain issuers of municipal securities, and the possibility of future legislative changes which could affect the
market for and value of municipal securities. These risks include:
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• |
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General Obligation Bonds Risks — Timely payments depend on the issuer’s credit quality, ability to raise tax
revenues and ability to maintain an adequate tax base. |
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• |
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Revenue Bonds Risks — These payments depend on the money earned by the particular facility or class of facilities,
or the amount of revenues derived from another source. |
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| I N V E S T M E N
T O B J E C T I V E S, P O L I
C I E S A N D R I S K S |
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67 |
Investment Objectives, Policies and Risks (continued)
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Private Activity Bonds Risks — Municipalities and other public authorities issue private activity bonds to finance
development of industrial facilities for use by a private enterprise. The private enterprise pays the principal and interest on the bond, and the issuer does not pledge its full faith, credit and taxing power for repayment. |
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Moral Obligation Bonds Risks — Moral obligation bonds are generally issued by special purpose public authorities of
a state or municipality. If the issuer is unable to meet its obligations, repayment of these bonds becomes a moral commitment, but not a legal obligation, of the state or municipality. |
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Municipal Notes Risks — Municipal notes are shorter term municipal debt obligations. If there is a shortfall in the
anticipated proceeds, the notes may not be fully repaid and the Trust may lose money. |
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• |
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Municipal Lease Obligations Risks — In a municipal lease obligation, the issuer agrees to make payments when due on
the lease obligation. Although the issuer does not pledge its unlimited taxing power for payment of the lease obligation, the lease obligation is secured by the leased property. |
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• |
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Tax-Exempt Status Risk — The Trust and its investment manager will rely on
the opinion of issuers’ bond counsel and, in the case of derivative securities, sponsors’ counsel, on the tax-exempt status of interest on municipal bonds and payments under derivative securities.
Neither the Trust nor its investment manager will independently review the bases for those tax opinions, which may ultimately be determined to be incorrect and subject the Trust and its shareholders to substantial tax liabilities.
|
Taxability Risk: The Trust intends to minimize the payment of taxable income to shareholders by investing in tax-exempt or municipal securities in reliance at the time of purchase on an opinion of bond counsel to the issuer that the interest paid on those securities will be excludable from gross income for U.S. federal
income tax purposes. Such securities, however, may be determined to pay, or have paid, taxable income subsequent to the Trust’s acquisition of the securities. In that event, the Internal Revenue Service may demand that the Trust pay U.S.
federal income taxes on the affected interest income, and, if the Trust agrees to do so, the Trust’s yield could be adversely affected. In addition, the treatment of dividends previously paid or to be paid by the Trust as “exempt interest
dividends” could be adversely affected, subjecting the Trust’s shareholders to increased U.S. federal income tax liabilities. Federal tax legislation may limit the types and volume of bonds the interest on which qualifies for a federal
income tax-exemption. As a result, current legislation and legislation that may be enacted in the future may affect the availability of municipal bonds for investment by the Trust. In addition, future laws,
regulations, rulings or court decisions may cause interest on municipal securities to be subject, directly or indirectly, to U.S. federal income taxation or interest on state municipal securities to be subject to state or local income taxation, or
the value of state municipal securities to be subject to state or local intangible personal property tax, or may otherwise prevent the Trust from realizing the full current benefit of the tax-exempt status of
such securities. Any such change could also affect the market price of such securities, and thus the value of an investment in the Trust.
Insurance Risk: Insurance guarantees that interest payments on a municipal security will be made on time and that the principal will be repaid when
the security matures. However, insurance does not protect against losses caused by declines in a municipal security’s value. The Trust cannot be certain that any insurance company will make the payments it guarantees. If a municipal
security’s insurer fails to fulfill its obligations or loses its credit rating, the value of the security could drop.
Junk Bonds Risk:
Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that are considered speculative and may cause income and principal losses for the Trust.
When-Issued and Delayed Delivery Securities and Forward Commitments Risk (BKN, BTA): When-issued and delayed delivery securities and forward
commitments involve the risk that the security the Trust buys will lose value prior to its delivery. There also is the risk that the security will not be issued or that the other party to the transaction will not meet its obligation. If this occurs,
the Trust may lose both the investment opportunity for the assets it set aside to pay for the security and any gain in the security’s price.
Defensive Investing Risk: For defensive purposes, the Trust may, as part of its proprietary volatility control process, allocate assets into cash
or short-term fixed-income securities without limitation. In doing so, the Trust may succeed in avoiding losses but may otherwise fail to achieve its investment objective. Further, the value of short-term fixed-income securities may be affected by
changing interest rates and by changes in credit ratings of the investments. If the Trust holds cash uninvested it will be subject to the credit risk of the depositary institution holding the cash.
Repurchase Agreements and Purchase and Sale Contracts Risk (BKN, BFK): If the other party to a repurchase agreement or purchase and sale contract
defaults on its obligation under the agreement, the Trust may suffer delays and incur costs or lose money in exercising its rights under the agreement. If the seller fails to repurchase the security in either situation and the market value of the
security declines, the Trust may lose money.
Reverse Repurchase Agreements Risk: Reverse repurchase agreements involve the sale of securities
held by the Trust with an agreement to repurchase the securities at an agreed-upon price, date and interest payment. Reverse repurchase agreements involve the risk that the other party may fail to return the securities in a timely manner or at all.
The Trust could lose money if it is unable to recover the securities and the value of the collateral held by the Trust, including the value of the investments made with cash collateral, is less than the value of the securities. These events could
also trigger adverse tax consequences for the Trust. In addition, reverse repurchase agreements involve the risk that the interest income earned in the investment of the proceeds will be less than the interest expense.
Indexed and Inverse Securities Risk (BTA): Indexed and inverse securities provide a potential return based on a particular index of value or
interest rates. The Trust’s return on these securities will be subject to risk with respect to the value of the particular index. These securities are subject to leverage risk and correlation risk. Certain indexed and inverse securities have
greater sensitivity to changes in interest rates or index levels than other securities, and the Trust’s investment in such instruments may decline significantly in value if interest rates or index levels move in a way Trust management does not
anticipate.
Leverage Risk: With respect to BKN and BFK, the Trust uses leverage for investment purposes through the issuance of VMTP Shares.
With respect to BTA, the Trust uses leverage for investment purposes through the issuance of VRDP Shares. The Trust also utilizes leverage for investment purposes by entering into derivative instruments with leverage embedded in them, such as TOB
Residuals. The Trust’s use of leverage may increase or decrease from time to time in its discretion and the Trust may, in the future, determine not to use leverage.
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Investment Objectives, Policies and Risks (continued)
The use of leverage creates
an opportunity for increased common share net investment income dividends, but also creates risks for the holders of common shares. The Trust cannot assure you that the use of leverage will result in a higher yield on the common shares. Any
leveraging strategy the Trust employs may not be successful.
Leverage involves risks and special considerations for common shareholders, including:
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• |
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the likelihood of greater volatility of net asset value, market price and dividend rate of the common shares than a
comparable portfolio without leverage; |
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• |
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the risk that fluctuations in interest rates or dividend rates on any leverage that the Trust must pay will reduce the
return to the common shareholders; |
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• |
|
the effect of leverage in a declining market, which is likely to cause a greater decline in the net asset value of the
common shares than if the Trust were not leveraged, which may result in a greater decline in the market price of the common shares; |
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• |
|
leverage may increase operating costs, which may reduce total return. |
Any decline in the net asset value of the Trust’s investments will be borne entirely by the holders of common shares. Therefore, if the market value
of the Trust’s portfolio declines, leverage will result in a greater decrease in net asset value to the holders of common shares than if the Trust were not leveraged. This greater net asset value decrease will also tend to cause a greater
decline in the market price for the common shares.
Derivatives Risk: The Trust’s use of derivatives may increase its costs, reduce the
Trust’s returns and/or increase volatility. Derivatives involve significant risks, including:
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• |
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Volatility Risk — Volatility is defined as the characteristic of a security, an index or a market to fluctuate
significantly in price within a short time period. A risk of the Trust’s use of derivatives is that the fluctuations in their values may not correlate with the overall securities markets. |
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Counterparty Risk — Derivatives are also subject to counterparty risk, which is the risk that the other party in the
transaction will not fulfill its contractual obligation. |
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• |
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Market and Illiquidity Risk — The possible lack of a liquid secondary market for derivatives and the resulting
inability of the Trust to sell or otherwise close a derivatives position could expose the Trust to losses and could make derivatives more difficult for the Trust to value accurately. |
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• |
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Valuation Risk — Valuation may be more difficult in times of market turmoil since many investors and market makers
may be reluctant to purchase complex instruments or quote prices for them. |
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• |
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Hedging Risk — Hedges are sometimes subject to imperfect matching between the derivative and the underlying
security, and there can be no assurance that the Trust’s hedging transactions will be effective. The use of hedging may result in certain adverse tax consequences. |
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• |
|
Tax Risk — Certain aspects of the tax treatment of derivative instruments, including swap agreements and
commodity-linked derivative instruments, are currently unclear and may be affected by changes in legislation, regulations or other legally binding authority. Such treatment may be less favorable than that given to a direct investment in an
underlying asset and may adversely affect the timing, character and amount of income the Trust realizes from its investments. |
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• |
|
Regulatory Risk — Derivative contracts, including, without limitation, swaps, currency forwards and non-deliverable forwards, are subject to regulation under the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) in the United States and under comparable regimes in Europe,
Asia and other non-U.S. jurisdictions. Under the Dodd-Frank Act, with respect to uncleared swaps, swap dealers are required to collect variation margin from the Trust and may be required by applicable
regulations to collect initial margin from the Trust. Both initial and variation margin may be comprised of cash and/or securities, subject to applicable regulatory haircuts. Shares of investment companies (other than certain money market funds) may
not be posted as collateral under applicable regulations. In addition, regulations adopted by global prudential regulators that are now in effect require certain bank-regulated counterparties and certain of their affiliates to include in certain
financial contracts, including many derivatives contracts, terms that delay or restrict the rights of counterparties, such as the Trust, to terminate such contracts, foreclose upon collateral, exercise other default rights or restrict transfers of
credit support in the event that the counterparty and/or its affiliates are subject to certain types of resolution or insolvency proceedings. The implementation of these requirements with respect to derivatives, as well as regulations under the
Dodd-Frank Act regarding clearing, mandatory trading and margining of other derivatives, may increase the costs and risks to the Trust of trading in these instruments and, as a result, may affect returns to investors in the Trust.
|
On October 28, 2020, the Securities and Exchange Commission adopted new regulations governing the use of
derivatives by registered investment companies (“Rule 18f-4”). The Trust will be required to implement and comply with Rule 18f-4 by August 19, 2022. Once
implemented, Rule 18f-4 will impose limits on the amount of derivatives a fund can enter into, eliminate the asset segregation framework currently used by funds to comply with Section 18 of the Investment
Company Act of 1940, as amended, treat derivatives as senior securities and require funds whose use of derivatives is more than a limited specified exposure amount to establish and maintain a comprehensive derivatives risk management program and
appoint a derivatives risk manager.
Tender Option Bonds Risk: The Trust’s participation in tender option bond transactions may reduce the
Trust’s returns and/or increase volatility. Investments in tender option bond transactions expose the Trust to counterparty risk and leverage risk. An investment in a tender option bond transaction typically will involve greater risk than an
investment in a municipal fixed rate security, including the risk of loss of principal. Distributions on TOB Residuals will bear an inverse relationship to short-term municipal security interest rates. Distributions on TOB Residuals paid to the
Trust will be reduced or, in the extreme, eliminated as short-term municipal interest rates rise and will increase when short-term municipal interest rates fall. TOB Residuals generally will underperform the market for fixed rate municipal
securities in a rising interest rate environment. The Trust may invest in TOB Trusts on either a non-recourse or recourse basis. If the Trust invests in a TOB Trust on a recourse basis, it could suffer losses
in excess of the value of its TOB Residuals.
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| I N V E S T M E N
T O B J E C T I V E S, P O L I
C I E S A N D R I S K S |
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69 |
Investment Objectives, Policies and Risks (continued)
Illiquid Investments
Risk: The Trust may invest without limitation in illiquid or less liquid investments or investments in which no secondary market is readily available or which are otherwise illiquid, including private placement securities. The Trust may not be
able to readily dispose of such investments at prices that approximate those at which the Trust could sell such investments if they were more widely traded and, as a result of such illiquidity, the Trust may have to sell other investments or engage
in borrowing transactions if necessary to raise cash to meet its obligations. Limited liquidity can also affect the market price of investments, thereby adversely affecting the Trust’s net asset value and ability to make dividend distributions.
The financial markets in general, and certain segments of the mortgage-related securities markets in particular, have in recent years experienced periods of extreme secondary market supply and demand imbalance, resulting in a loss of liquidity
during which market prices were suddenly and substantially below traditional measures of intrinsic value. During such periods, some investments could be sold only at arbitrary prices and with substantial losses. Periods of such market dislocation
may occur again at any time. Privately issued debt securities are often of below investment grade quality, frequently are unrated and present many of the same risks as investing in below investment grade public debt securities.
Investment in Other Investment Companies Risk (BTA, BFK): As with other investments, investments in other investment companies, including
exchange-traded funds (“ETFs”), are subject to market and selection risk. In addition, if the Trust acquires shares of investment companies, including ones affiliated with the Trust, shareholders bear both their proportionate share of
expenses in the Trust (including management and advisory fees) and, indirectly, the expenses of the investment companies (to the extent not offset by the Manager through waivers). To the extent the Trust is held by an affiliated fund, the ability of
the Trust itself to hold other investment companies may be limited.
Preferred Securities Risk (BTA, BFK): Preferred securities may pay fixed
or adjustable rates of return. Preferred securities are subject to issuer-specific and market risks applicable generally to equity securities. In addition, a company’s preferred securities generally pay dividends only after the company makes
required payments to holders of its bonds and other debt. For this reason, the value of preferred securities will usually react more strongly than bonds and other debt to actual or perceived changes in the company’s financial condition or
prospects. Preferred securities of smaller companies may be more vulnerable to adverse developments than preferred securities of larger companies.
Market Risk and Selection Risk: Market risk is the risk that one or more markets in which the Trust invests will go down in value, including the
possibility that the markets will go down sharply and unpredictably. The value of a security or other asset may decline due to changes in general market conditions, economic trends or events that are not specifically related to the issuer of the
security or other asset, or factors that affect a particular issuer or issuers, exchange, country, group of countries, region, market, industry, group of industries, sector or asset class. Local, regional or global events such as war, acts of
terrorism, the spread of infectious illness or other public health issues like pandemics or epidemics, recessions, or other events could have a significant impact on the Trust and its investments. Selection risk is the risk that the securities
selected by Trust management will underperform the markets, the relevant indices or the securities selected by other funds with similar investment objectives and investment strategies. This means you may lose money.
An outbreak of an infectious coronavirus (COVID-19) that was first detected in December 2019 developed into a
global pandemic that has resulted in numerous disruptions in the market and has had significant economic impact leaving general concern and uncertainty. Although vaccines have been developed and approved for use by various governments, the duration
of the pandemic and its effects cannot be predicted with certainty. The impact of this coronavirus, and other epidemics and pandemics that may arise in the future, could affect the economies of many nations, individual companies and the market in
general ways that cannot necessarily be foreseen at the present time.
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Shareholder Update
The following includes additional required disclosures for BKN, which has filed a shelf offering registration statement during the fiscal year ended
April 30, 2022.
Summary of Trust Expenses
The
following table and example are intended to assist shareholders in understanding the various costs and expenses directly or indirectly associated with investing in BKN’s common shares.
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BKN |
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| Shareholder Transaction Expenses |
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| Maximum Sales Load (as a percentage of offering price)(a)
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1.00 |
% |
| Offering expenses borne by BKN (as a percentage of offering price)(a) |
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0.04 |
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| Dividend Reinvestment Plan Fees |
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$0.02 per share
for open market
purchases of
common shares |
(b) |
| Dividend reinvestment plan sale transaction fee |
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$2.50 |
(b) |
| Estimated Annual Expenses (as a percentage of net assets attributable to common shares) |
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| Investment advisory fees(c)(d) |
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0.57 |
% |
| Other expenses |
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0.95 |
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| Miscellaneous |
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0.35 |
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| Interest expense(e) |
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0.60 |
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| Total annual expenses |
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1.52 |
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| Fee waiver(d) |
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— |
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| Total annual fund operating expenses after fee waiver(d) |
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1.52 |
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(a) |
If the common shares are sold to or through underwriters, the Prospectus Supplement will set forth any applicable sales
load and the estimated offering expenses. Fund shareholders will pay all offering expenses involved with an offering. |
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(b) |
Computershare Trust Company, N.A. (the “Reinvestment Plan Agent”) fees for the handling of the reinvestment
of dividends will be paid by BKN. However, shareholders will pay a $0.02 per share fee incurred in connection with open-market purchases, which will be deducted from the value of the dividend. Shareholders will also be charged a $2.50 sales fee and
pay a $0.15 per share fee if a shareholder directs the Reinvestment Plan Agent to sell the common shares held in a dividend reinvestment account. Per share fees include any applicable brokerage commissions the Reinvestment Plan Agent is required to
pay. |
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(c) |
BKN currently pays the Manager a monthly fee at an annual contractual investment management fee rate of 0.35% of its
average weekly managed assets. For purposes of calculating these fees, “managed assets” means the total assets of BKN (including any assets attributable to money borrowed for investment purposes) minus the sum of BKN’s accrued
liabilities (other than money borrowed for investment purposes). |
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(d) |
BKN and the Manager have entered into a fee waiver agreement (the “Fee Waiver Agreement”), pursuant to which
the Manager has contractually agreed to waive the investment advisory fees with respect to any portion of BKN’s assets attributable to investments in any equity and fixed-income mutual funds and ETFs managed by the Manager or its affiliates
that have a contractual management fee, through June 30, 2023. In addition, pursuant to the Fee Waiver Agreement, the Manager has contractually agreed to waive its investment advisory fees by the amount of investment advisory fees BKN pays to
the Manager indirectly through its investment in money market funds managed by the Manager or its affiliates, through June 30, 2023. The Fee Waiver Agreement may be terminated at any time, without the payment of any penalty, only by BKN (upon
the vote of a majority of the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended (the “Investment Company Act”), of BKN (the “Independent Trustees”)) or a majority of
the outstanding voting securities of BKN), upon 90 days’ written notice by BKN to the Manager. |
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(e) |
The total expense table includes interest expense associated with BKN’s investments in TOBs (also known as
“inverse floaters”). Although such interest expense is actually paid by special purpose vehicles in which BKN invests, it is recorded on BKN’s financial statements for accounting purposes. The total expense table also includes, in
interest expense, dividends associated with the VMTP Shares, because the VMTP Shares are considered debt of BKN for financial reporting purposes. |
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BKN uses leverage to seek to enhance its returns to common shareholders. This leverage generally takes two forms:
the issuance of VMTP Shares and investment in TOBs. Both forms of leverage benefit common shareholders if the cost of the leverage is lower than the returns earned by BKN when it invests the proceeds from the leverage. In order to help you better
understand the costs associated with BKN’s leverage strategy, the Total annual fund operating expenses after fee waivers (excluding interest expense) for are 0.92%, which is based on current market conditions. The actual amount of interest
expense borne by BKN will vary over time in accordance with the level of BKN’s use of leverage and variations in market interest rates. Interest expense is required to be treated as an expense of BKN for accounting purposes.
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| S H A R E H O L D
E R U P D A T E |
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71 |
Shareholder Update (continued)
Expense Example
The following example illustrates BKN’s expenses (including the sales load of $10.00 and offering costs of $0.36) that shareholders would pay on a
$1,000 investment in common shares, assuming (i) total net annual expenses of 1.52% of net assets attributable to common shares and (ii) a 5% annual return:
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1 Year |
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3 Years |
|
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5 Years |
|
|
10 Years |
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| Total expenses incurred |
|
$ |
26 |
|
|
$ |
58 |
|
|
$ |
92 |
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|
$ |
190 |
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The example should not be considered a representation of future expenses. The example assumes that the estimated
“Other expenses” set forth in the Estimated Annual Expenses table are accurate and that all dividends and distributions are reinvested at NAV. Actual expenses may be greater or less than those assumed. Moreover, BKN’s actual rate of
return may be greater or less than the hypothetical 5% return shown in the example.
Share Price Data
The following table summarizes BKN’s highest and lowest daily closing market prices on the NYSE per common share, the NAV per common share, and the
premium to or discount from NAV, on the date of each of the high and low market prices. The trading volume indicates the number of common shares traded on the NYSE during the respective quarters.
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|
NYSE Market Price
Per Common Share |
|
|
NAV per Common
Share on Date of
Market Price |
|
|
Premium/
(Discount)
on Date of
Market Price |
|
|
|
|
| During Quarter Ended |
|
High |
|
|
Low |
|
|
High |
|
|
Low |
|
|
High |
|
|
Low |
|
|
Trading Volume |
|
| April 30, 2022 |
|
$ |
16.76 |
|
|
$ |
13.64 |
|
|
$ |
15.46 |
|
|
$ |
14.20 |
|
|
|
8.41 |
% |
|
|
(3.94 |
)% |
|
|
4,299,926 |
|
| January 31, 2022 |
|
|
18.20 |
|
|
|
15.86 |
|
|
|
16.25 |
|
|
|
16.05 |
|
|
|
12.00 |
|
|
|
(1.18 |
) |
|
|
3,241,020 |
|
| October 31, 2021 |
|
|
18.78 |
|
|
|
17.13 |
|
|
|
16.82 |
|
|
|
16.26 |
|
|
|
11.65 |
|
|
|
5.35 |
|
|
|
1,670,594 |
|
| July 31, 2021 |
|
|
19.90 |
|
|
|
17.81 |
|
|
|
16.68 |
|
|
|
16.87 |
|
|
|
19.30 |
|
|
|
5.57 |
|
|
|
2,491,549 |
|
| April 30, 2021 |
|
|
19.20 |
|
|
|
16.88 |
|
|
|
16.71 |
|
|
|
16.58 |
|
|
|
14.90 |
|
|
|
1.81 |
|
|
|
2,609,523 |
|
| January 31, 2021 |
|
|
17.33 |
|
|
|
15.79 |
|
|
|
16.72 |
|
|
|
16.12 |
|
|
|
3.65 |
|
|
|
(2.05 |
) |
|
|
1,898,586 |
|
| October 31, 2020 |
|
|
16.89 |
|
|
|
15.63 |
|
|
|
16.59 |
|
|
|
16.27 |
|
|
|
1.81 |
|
|
|
(3.93 |
) |
|
|
2,279,726 |
|
| July 31, 2020 |
|
|
16.83 |
|
|
|
14.57 |
|
|
|
16.52 |
|
|
|
15.34 |
|
|
|
1.88 |
|
|
|
(5.02 |
) |
|
|
2,504,760 |
|
As of April 30, 2022, BKN’s market price, NAV per Common Share, and premium/(discount) to NAV per Common Share
are $15.14, $13.79, and 9.79% respectively.
Common shares of BKN have historically traded at both a premium and discount to NAV.
Shares of closed-end funds frequently trade at a discount to their NAV. Because of this possibility and the
recognition that any such discount may not be in the interest of shareholders, the Board might consider from time to time engaging in open-market repurchases, managed distribution plans, or other programs intended to reduce the discount. We cannot
guarantee or assure, however, that the Board will decide to engage in any of these actions. Nor is there any guarantee or assurance that such actions, if undertaken, would result in the shares trading at a price equal or close to the NAV.
Senior Securities
The following table sets forth
information regarding BKN’s outstanding senior securities as of the end of each of BKN’s last ten fiscal years, as applicable. The information in this table has been audited by Deloitte & Touche LLP, independent registered public
accounting firm. BKN’s audited financial statements, including Deloitte & Touche LLP’s Report of Independent Registered Public Accounting Firm, and accompanying notes to financial statements, are included in this annual report.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Fiscal Year Ended April 30, |
|
|
Total Amount
Outstanding
(000) |
|
|
|
Asset
Coverage |
(a) |
|
|
Liquidating
Preference |
(b) |
|
|
Type of
Senior Security |
|
| 2022 |
|
$ |
125,900 |
|
|
$ |
288,757 |
|
|
$ |
100,000 |
|
|
|
VMTP Shares |
|
| 2021 |
|
|
125,900 |
|
|
|
328,280 |
|
|
|
100,000 |
|
|
|
VMTP Shares |
|
| 2020 |
|
|
125,900 |
|
|
|
303,244 |
|
|
|
100,000 |
|
|
|
VMTP Shares |
|
| 2019 |
|
|
125,900 |
|
|
|
315,017 |
|
|
|
100,000 |
|
|
|
VMTP Shares |
|
| 2018 |
|
|
125,900 |
|
|
|
308,259 |
|
|
|
100,000 |
|
|
|
VMTP Shares |
|
| 2017 |
|
|
125,900 |
|
|
|
310,128 |
|
|
|
100,000 |
|
|
|
VMTP Shares |
|
| 2016 |
|
|
125,900 |
|
|
|
329,549 |
|
|
|
100,000 |
|
|
|
VMTP Shares |
|
| 2015 |
|
|
125,900 |
|
|
|
319,467 |
|
|
|
100,000 |
|
|
|
VMTP Shares |
|
| 2014 |
|
|
125,900 |
|
|
|
309,133 |
|
|
|
100,000 |
|
|
|
VMTP Shares |
|
| 2013 |
|
|
125,900 |
|
|
|
322,807 |
|
|
|
100,000 |
|
|
|
VMTP Shares |
|
| |
(a) |
Calculated by subtracting BKN’s total liabilities (not including VMTP Shares) from BKN’s total assets and
dividing this by the amount of VMTP Shares outstanding, and by multiplying the results by 100,000. |
|
| |
(b) |
Represents the amount to which a holder of preferred shares would be entitled upon the liquidation of BKN in preference
to common shareholders, expressed as a dollar amount per preferred share. VMTP Shares are considered debt of the issuer; therefore, the liquidation preference approximates fair value. |
|
|
|
|
| 72 |
|
2 0 2 2 B L A C
K R O C K A N N U A L R E P O
R T T O S H A R E H O L D E
R S |
Shareholder Update
The following includes additional required disclosures for BFK, which has an effective shelf offering registration statement as of the fiscal year ended
April 30, 2022.
Summary of Trust Expenses
The
following table and example are intended to assist shareholders in understanding the various costs and expenses directly or indirectly associated with investing in BFK’s common shares.
|
|
|
|
|
| |
|
BFK |
|
| Shareholder Transaction Expenses |
|
|
|
|
| Maximum Sales Load (as a percentage of offering price)(a)
|
|
|
1.00 |
% |
| Offering expenses borne by BFK (as a percentage of offering price)(a) |
|
|
0.02 |
|
| Dividend Reinvestment Plan Fees |
|
|
$0.02 per share
for open market
purchases of
common shares |
(b) |
| Dividend reinvestment plan sale transaction fee |
|
|
$2.50 |
|
| Estimated Annual Expenses (as a percentage of net assets attributable to common shares) |
|
|
|
|
| Investment advisory fees |
|
|
0.98 |
% |
| Other expenses |
|
|
0.63 |
|
| Miscellaneous |
|
|
0.05 |
|
| Interest expense(c) |
|
|
0.58 |
|
| Total annual expenses |
|
|
1.61 |
|
| Fee waiver(d) |
|
|
— |
|
| Total annual fund operating expenses after fee waiver(d) |
|
|
1.61 |
|
| |
(a) |
If the common shares are sold to or through underwriters, the Prospectus Supplement will set forth any applicable sales
load and the estimated offering expenses. Fund shareholders will pay all offering expenses involved with an offering. |
|
| |
(b) |
Computershare Trust Company, N.A. (the “Reinvestment Plan Agent”) fees for the handling of the reinvestment
of dividends will be paid by BFK. However, shareholders will pay a $0.02 per share fee incurred in connection with open-market purchases, which will be deducted from the value of the dividend. Shareholders will also be charged a $2.50 sales fee and
pay a $0.15 per share fee if a shareholder directs the Reinvestment Plan Agent to sell the common shares held in a dividend reinvestment account. Per share fees include any applicable brokerage commissions the Reinvestment Plan Agent is required to
pay. |
|
| |
(c) |
BFK currently pays the Manager a monthly fee at an annual contractual investment management fee rate of 0.60% of its
average weekly managed assets. For purposes of calculating these fees, “managed assets” means the total assets of BFK (including any assets attributable to money borrowed for investment purposes) minus the sum of BFK’s accrued
liabilities (other than money borrowed for investment purposes). |
|
| |
(d) |
BFK and the Manager have entered into a fee waiver agreement (the “Fee Waiver Agreement”), pursuant to which
the Manager has contractually agreed to waive the investment advisory fees with respect to any portion of BFK’s assets attributable to investments in any equity and fixed-income mutual funds and ETFs managed by the Manager or its affiliates
that have a contractual management fee, through June 30, 2023. In addition, pursuant to the Fee Waiver Agreement, the Manager has contractually agreed to waive its investment advisory fees by the amount of investment advisory fees BFK pays to
the Manager indirectly through its investment in money market funds managed by the Manager or its affiliates, through June 30, 2023. The Fee Waiver Agreement may be terminated at any time, without the payment of any penalty, only by BFK (upon
the vote of a majority of the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended (the “Investment Company Act”), of BFK (the “Independent Trustees”)) or a majority of
the outstanding voting securities of BFK), upon 90 days’ written notice by BFK to the Manager. |
|
| |
(e) |
The total expense table includes interest expense associated with BFK’s investments in TOBs (also known as
“inverse floaters”). Although such interest expense is actually paid by special purpose vehicles in which BFK invests, it is recorded on BFK’s financial statements for accounting purposes. The total expense table also includes, in
interest expense, dividends associated with the VMTP Shares, because the VMTP Shares are considered debt of BFK for financial reporting purposes. |
|
BFK uses leverage to seek to enhance its returns to common shareholders. This leverage generally takes two forms:
the issuance of VMTP Shares and investment in TOBs. Both forms of leverage benefit common shareholders if the cost of the leverage is lower than the returns earned by BFK when it invests the proceeds from the leverage. In order to help you better
understand the costs associated with BFK’s leverage strategy, the Total annual fund operating expenses after fee waivers (excluding interest expense) are 1.03%, which is based on current market conditions. The actual amount of interest expense
borne by BFK will vary over time in accordance with the level of BFK’s use of leverage and variations in market interest rates. Interest expense is required to be treated as an expense of BFK for accounting purposes.
|
|
|
| S H A R E H O L D
E R U P D A T E |
|
73 |
Shareholder Update (continued)
Expense Example
The following example illustrates BFK’s expenses (including the sales load of $10.00 and offering costs of $0.18) that shareholders would pay on a
$1,000 investment in common shares, assuming (i) total net annual expenses of 1.61% of net assets attributable to common shares and (ii) a 5% annual return:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
1 Year |
|
|
3 Years |
|
|
5 Years |
|
|
10 Years |
|
| Total expenses incurred |
|
$ |
26 |
|
|
$ |
60 |
|
|
$ |
97 |
|
|
$ |
199 |
|
The example should not be considered a representation of future expenses. The example assumes that the estimated
“Other expenses” set forth in the Estimated Annual Expenses table are accurate and that all dividends and distributions are reinvested at NAV. Actual expenses may be greater or less than those assumed. Moreover, BFK’s actual rate of
return may be greater or less than the hypothetical 5% return shown in the example.
Share Price Data
The following table summarizes BFK’s highest and lowest daily closing market prices on the NYSE per common share, the NAV per common share, and the
premium to or discount from NAV, on the date of each of the high and low market prices. The trading volume indicates the number of common shares traded on the NYSE during the respective quarters.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
NYSE Market Price
Per Common Share |
|
|
NAV per Common
Share on Date of
Market Price |
|
|
Premium/
(Discount)
on Date of
Market Price |
|
|
|
|
| During Quarter Ended |
|
High |
|
|
Low |
|
|
High |
|
|
Low |
|
|
High |
|
|
Low |
|
|
Trading Volume |
|
| April 30, 2022 |
|
$ |
13.97 |
|
|
$ |
11.50 |
|
|
$ |
14.07 |
|
|
$ |
12.34 |
|
|
|
(0.71 |
)% |
|
|
(6.81 |
)% |
|
|
8,454,787 |
|
| January 31, 2022 |
|
|
15.54 |
|
|
|
13.82 |
|
|
|
14.67 |
|
|
|
13.94 |
|
|
|
5.93 |
|
|
|
(0.86 |
) |
|
|
4,396,715 |
|
| October 31, 2021 |
|
|
15.82 |
|
|
|
14.49 |
|
|
|
14.94 |
|
|
|
14.42 |
|
|
|
5.89 |
|
|
|
0.49 |
|
|
|
3,844,602 |
|
| July 31, 2021 |
|
|
15.71 |
|
|
|
14.86 |
|
|
|
15.12 |
|
|
|
14.72 |
|
|
|
3.90 |
|
|
|
0.95 |
|
|
|
4,000,173 |
|
| April 30, 2021 |
|
|
15.40 |
|
|
|
14.39 |
|
|
|
15.07 |
|
|
|
14.43 |
|
|
|
2.19 |
|
|
|
(0.28 |
) |
|
|
4,550,065 |
|
| January 31, 2021 |
|
|
15.47 |
|
|
|
13.72 |
|
|
|
14.75 |
|
|
|
14.10 |
|
|
|
4.88 |
|
|
|
(2.70 |
) |
|
|
3,829,337 |
|
| October 31, 2020 |
|
|
14.95 |
|
|
|
13.57 |
|
|
|
14.64 |
|
|
|
14.08 |
|
|
|
2.12 |
|
|
|
(3.62 |
) |
|
|
3,865,889 |
|
| July 31, 2020 |
|
|
14.69 |
|
|
|
12.08 |
|
|
|
14.51 |
|
|
|
13.01 |
|
|
|
1.24 |
|
|
|
(7.15 |
) |
|
|
4,759,351 |
|
As of April 30, 2022, BFK’s market price, NAV per Common Share, and premium/(discount) to NAV per Common Share
are $11.69, $12.15, and (3.79)% respectively.
Common shares of BFK have historically traded at both a premium and discount to NAV.
Shares of closed-end funds frequently trade at a discount to their NAV. Because of this possibility and the
recognition that any such discount may not be in the interest of shareholders, the Board might consider from time to time engaging in open-market repurchases, managed distribution plans, or other programs intended to reduce the discount. We cannot
guarantee or assure, however, that the Board will decide to engage in any of these actions. Nor is there any guarantee or assurance that such actions, if undertaken, would result in the shares trading at a price equal or close to the NAV.
Senior Securities
The following table sets forth
information regarding BFK’s outstanding senior securities as of the end of each of BFK’s last ten fiscal years, as applicable. The information in this table has been audited by Deloitte & Touche LLP, independent registered public
accounting firm. BFK’s audited financial statements, including Deloitte & Touche LLP’s Report of Independent Registered Public Accounting Firm, and accompanying notes to financial statements, are included in this annual report.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Fiscal Year Ended April 30, |
|
|
Total Amount
Outstanding
(000) |
|
|
|
Asset
Coverage |
(a) |
|
|
Liquidating
Preference |
(b) |
|
|
Type of
Senior Security |
|
| 2022 |
|
$ |
270,800 |
|
|
$ |
302,073 |
|
|
$ |
100,000 |
|
|
|
VMTP Shares |
|
| 2021 |
|
|
270,800 |
|
|
|
344,495 |
|
|
|
100,000 |
|
|
|
VMTP Shares |
|
| 2020 |
|
|
270,800 |
|
|
|
313,740 |
|
|
|
100,000 |
|
|
|
VMTP Shares |
|
| 2019 |
|
|
270,800 |
|
|
|
334,518 |
|
|
|
100,000 |
|
|
|
VMTP Shares |
|
| 2018 |
|
|
270,800 |
|
|
|
331,390 |
|
|
|
100,000 |
|
|
|
VMTP Shares |
|
| 2017 |
|
|
270,800 |
|
|
|
335,616 |
|
|
|
100,000 |
|
|
|
VMTP Shares |
|
| 2016 |
|
|
270,800 |
|
|
|
351,293 |
|
|
|
100,000 |
|
|
|
VMTP Shares |
|
| 2015 |
|
|
270,800 |
|
|
|
346,330 |
|
|
|
100,000 |
|
|
|
VMTP Shares |
|
| 2014 |
|
|
270,800 |
|
|
|
335,811 |
|
|
|
100,000 |
|
|
|
VMTP Shares |
|
| 2013 |
|
|
270,800 |
|
|
|
354,323 |
|
|
|
100,000 |
|
|
|
VMTP Shares |
|
| |
(a) |
Calculated by subtracting BFK’s total liabilities (not including VMTP Shares) from BFK’s total assets and
dividing this by the amount of VMTP Shares outstanding, and by multiplying the results by 100,000. |
|
| |
(b) |
Represents the amount to which a holder of preferred shares would be entitled upon the liquidation of BFK in preference
to common shareholders, expressed as a dollar amount per preferred share. VMTP Shares are considered debt of the issuer; therefore, the liquidation preference approximates fair value. |
|
|
|
|
| 74 |
|
2 0 2 2 B L A C
K R O C K A N N U A L R E P O
R T T O S H A R E H O L D E
R S |
Automatic Dividend Reinvestment Plan
Pursuant to BKN, BTA and BFK’s Dividend Reinvestment Plan (the
“Reinvestment Plan”), Common Shareholders are automatically enrolled to have all distributions of dividends and capital gains and other distributions reinvested by Computershare Trust Company, N.A. (the “Reinvestment Plan Agent”)
in the respective Trust’s Common Shares pursuant to the Reinvestment Plan. Shareholders who do not participate in the Reinvestment Plan will receive all distributions in cash paid by check and mailed directly to the shareholders of record (or
if the shares are held in street name or other nominee name, then to the nominee) by the Reinvestment Plan Agent, which serves as agent for the shareholders in administering the Reinvestment Plan.
After BKN, BTA and BFK declare a dividend or determine to make a capital gain or other distribution, the Reinvestment Plan Agent will acquire shares for
the participants’ accounts, depending upon the following circumstances, either (i) through receipt of unissued but authorized shares from the Trusts (“newly issued shares”) or (ii) by purchase of outstanding shares on the
open market or on the Trust’s primary exchange (“open-market purchases”). If, on the dividend payment date, the net asset value (“NAV”) per share is equal to or less than the market price per share plus estimated brokerage
commissions (such condition often referred to as a “market premium”), the Reinvestment Plan Agent will invest the dividend amount in newly issued shares acquired on behalf of the participants. The number of newly issued shares to be
credited to each participant’s account will be determined by dividing the dollar amount of the dividend by the NAV on the date the shares are issued. However, if the NAV is less than 95% of the market price on the dividend payment date, the
dollar amount of the dividend will be divided by 95% of the market price on the dividend payment date. If, on the dividend payment date, the NAV is greater than the market price per share plus estimated brokerage commissions (such condition often
referred to as a “market discount”), the Reinvestment Plan Agent will invest the dividend amount in shares acquired on behalf of the participants in open-market purchases. If the Reinvestment Plan Agent is unable to invest the full
dividend amount in open-market purchases, or if the market discount shifts to a market premium during the purchase period, the Reinvestment Plan Agent will invest any un-invested portion in newly issued
shares. Investments in newly issued shares made in this manner would be made pursuant to the same process described above and the date of issue for such newly issued shares will substitute for the dividend payment date.
You may elect not to participate in the Reinvestment Plan and to receive all dividends in cash by contacting the Reinvestment Plan Agent, at the address
set forth below.
Participation in the Reinvestment Plan is completely voluntary and may be terminated or resumed at any time without penalty by
notice if received and processed by the Reinvestment Plan Agent prior to the dividend record date. Additionally, the Reinvestment Plan Agent seeks to process notices received after the record date but prior to the payable date and such notices often
will become effective by the payable date. Where late notices are not processed by the applicable payable date, such termination or resumption will be effective with respect to any subsequently declared dividend or other distribution.
The Reinvestment Plan Agent’s fees for the handling of the reinvestment of distributions will be paid by each Trust. However, each participant will
pay a pro rata share of brokerage commissions incurred with respect to the Reinvestment Plan Agent’s open-market purchases in connection with the reinvestment of all distributions. The automatic reinvestment of all distributions will not
relieve participants of any U.S. federal, state or local income tax that may be payable on such dividends or distributions.
Each Trust reserves the
right to amend or terminate the Reinvestment Plan. There is no direct service charge to participants in the Reinvestment Plan; however, each Trust reserves the right to amend the Reinvestment Plan to include a service charge payable by the
participants. Participants in BKN, BTA and BFK that request a sale of shares are subject to a $2.50 sales fee and a $0.15 per share fee. Per share fees include any applicable brokerage commissions the Reinvestment Plan Agent is required to pay. All
correspondence concerning the Reinvestment Plan should be directed to Computershare Trust Company, N.A. through the internet at computershare.com/blackrock, or in writing to Computershare, P.O. Box 505000, Louisville, KY 40233, Telephone: (800) 699-1236. Overnight correspondence should be directed to the Reinvestment Plan Agent at Computershare, 462 South 4th Street, Suite 1600, Louisville, KY 40202.