A Leading Independent Proxy Advisory Firm Has
Now Endorsed Boardroom Change at the BlackRock Innovation and
Growth Term Trust, BlackRock ESG Capital Allocation Term Trust, the
BlackRock Science and Technology Term Trust and BlackRock
California Municipal Income Trust
ISS Concludes There are “Serious Concerns with
Corporate Governance That Demonstrate a Need for Immediate
Intervention” at the BlackRock Funds
Visit HeyBlackRock.com to Learn How to Vote
“FOR” Each of Saba’s Nominees on the
GOLD Proxy Card Ahead of the Upcoming Annual Meetings
Saba Capital Management, L.P. (together with certain of its
affiliates, “Saba” or “we”), a significant shareholder of 10
BlackRock closed-end funds (collectively, the “Funds” or the
“CEFs”),1 today announced that Institutional Shareholder Services
Inc. (“ISS”) has recommended shareholders vote on the GOLD Proxy
Card at the following Funds:
- BIGZ shareholders should vote FOR Saba
nominees: Ilya Gurevich, Shavar Jeffries, David Locala and
Athanassios Diplas.
- ECAT shareholders should vote FOR Saba
nominees: Ilya Gurevich and Athanassios Diplas.
Earlier this week, ISS concluded that “direct intervention at
the board level is necessary” based on the Funds’ unacceptable
performance and anti-shareholder governance:
- BSTZ shareholders should vote FOR all of Saba’s
nominees: David Locala, Athanassios Diplas and Alexander
Vindman.
- BFZ shareholders should vote FOR all of Saba’s
nominees: Shavar Jeffries and Ilya Gurevich.
- MHN and MYN shareholders should withhold support for
BlackRock director J. Phillip Holloman.
Paul Kazarian, Partner and Portfolio Manager of Saba,
commented:
“We are grateful to have received support from a leading proxy
advisory firm against worst-of-all-worlds governance at BlackRock
funds, which have destroyed value for millions of investors. We
view this outcome as an unmitigated win on the points that matter
most to shareholders. Notably, ISS has concluded that urgent
boardroom intervention is necessary and endorsed Saba’s nominees
for the second year in a row at BIGZ and ECAT – which are Saba’s
largest holdings across the BlackRock funds.
Despite marketing itself as a leader in governance, BlackRock
has made a mockery of sound standards across its closed-end funds.
For years BlackRock and its trustees have operated unchecked as
they crushed the rights of shareholders to entrench themselves –
all while shareholders have suffered immense financial losses.
At the upcoming Annual Meetings, investors will have an
opportunity to elect independent trustees focused on improving the
Funds’ governance and creating shareholder value. Voting for each
of Saba’s nominees on the GOLD Proxy Card at each of the 10 Funds
is the only way to ensure shareholders' input will finally be
respected. Saba’s nominees intend to meaningfully improve the way
the Funds are governed to deliver value for the benefit of all
investors, including the millions of American retirees invested in
these Funds.”
In its report on BIGZ, ISS concluded the Fund’s
anti-shareholder governance has worsened under the current
Board:2
- “The fund has severely underperformed from both a TSR and NAV
perspective, a situation that is unchanged from last year's
contest. The fund's governance, which last year possessed many
shareholder-unfriendly features, has tangibly worsened.”
- “That the board appears more focused on the legality of its
corporate governance regime than its advisability from a
shareholder rights perspective should be concerning to the fund's
shareholders.”
- “The board has made no strides forward since last year's
contest—its board is still classified, shareholders still cannot
amend the bylaws, and a worst-of-all worlds director election
standard will be used in this year's contest, as was the case in
last year's contest.”
- “Support for dissident nominees Athanassios Diplas, Ilya
Gurevich, Shavar Jeffries, and David Locala, who collectively bring
much-needed outside independence, along with risk management and
investment experience, is warranted on the dissident (GOLD)
card.”
In its report on ECAT, ISS concluded the Fund’s Board has
taken extreme measures to disenfranchise shareholders:3
- “It is challenging to overlook just how hard the board is
fighting to preserve its ability to disenfranchise the dissident
and other shareholders. There is no acceptable justification for
its actions from a corporate governance standpoint.”
- “The corporate governance structure at ECAT includes numerous
policies and practices that do not align with the best interests of
shareholders.”
- “The board is deeply entrenched, and is making decisions that
do not align with or support the best interests of shareholders. A
direct intervention remains necessary.”
- “Dissident nominees Ilya Gurevich and Athanassios Diplas would
represent a much-needed infusion of outside independence, enhancing
oversight while ensuring that more attention is paid to the best
interests of shareholders on important matters relating to
corporate governance. At the same time, they have investment and
risk management experience that could be additive. As such, support
for Gurevich and Diplas is warranted on the dissident (GOLD)
card.”
In its earlier reports on BSTZ and BFZ, ISS supported
ALL of Saba’s nominees:
- “There are not only concerns with numerous elements of
quantitative performance, but [BSTZ’s] board has enacted a
corporate governance structure designed to disenfranchise
shareholders.”
- “…it is challenging to overlook the fact that [BSTZ’s] TSR
remains over 65 percentage points worse than the peer median since
inception, while the NAV discount remains significantly
wider.”
- “…there are concerns with distribution quality, as all of
[BSTZ’s] distributions in the most recent fiscal year were sourced
from a return of capital.”
- “In light of [BFZ’s] demonstrated comfort with disenfranchising
a shareholder, a direct intervention at the board level is
necessary.”
***
VOTE “FOR” BOTH OF
SABA’S PROPOSALS ON THE GOLD PROXY CARD:
- The election of Saba’s highly qualified and independent
nominees.
- The termination of BlackRock’s investment management
agreement with BFZ, BCAT, ECAT, BMEZ, BIGZ and BSTZ.
For information on how to vote for Saba’s proposals on the GOLD
Proxy Card, to download a copy of the investor presentation and to
sign up for important campaign updates, visit
www.HeyBlackRock.com.
***
About Saba Capital
Saba Capital Management, L.P. is a global alternative asset
management firm that seeks to deliver superior risk-adjusted
returns for a diverse group of clients. Founded in 2009 by Boaz
Weinstein, Saba is a pioneer of credit relative value strategies
and capital structure arbitrage. Saba is headquartered in New York
City. Learn more at www.sabacapital.com.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
STATEMENTS
The information herein contains “forward-looking statements.”
Specific forward-looking statements can be identified by the fact
that they do not relate strictly to historical or current facts and
include, without limitation, words such as “may,” “will,”
“expects,” “intends,” “believes,” “anticipates,” “plans,”
“estimates,” “projects,” “potential,” “targets,” “forecasts,”
“seeks,” “could,” “should” or the negative of such terms or other
variations on such terms or comparable terminology. Similarly,
statements that describe our objectives, plans or goals are
forward-looking. Forward-looking statements relate to future events
or future performance and involve known and unknown risks,
uncertainties, and other factors that may cause actual results,
levels of activity, performance or achievements or those of the
industry to be materially different from those expressed or implied
by any forward-looking statements. Each of the BlackRock Funds (as
defined below) has also identified additional risks relating to its
business in its public filings with the Securities and Exchange
Commission (the “SEC”). Saba Capital Management, L.P. (“Saba
Capital”), and as applicable the other participants in the proxy
solicitation, have based these forward-looking statements on
current expectations, assumptions, estimates, beliefs, and
projections. While Saba Capital and the other participants, as
applicable, believe these expectations, assumptions, estimates, and
projections are reasonable, such forward-looking statements are
only predictions and involve known and unknown risks and
uncertainties, many of which involve factors or circumstances that
are beyond the participants’ control. There can be no assurance
that any idea or assumption herein is, or will be proven, correct.
If one or more of the risks or uncertainties materialize, or if the
underlying assumptions of Saba Capital or any of the other
participants described herein prove to be incorrect, the actual
results may vary materially from outcomes indicated by these
statements. Accordingly, forward-looking statements should not be
regarded as a representation by Saba Capital that the future plans,
estimates or expectations contemplated will ever be achieved. You
should not rely upon forward-looking statements as a prediction of
actual results and actual results may vary materially from what is
expressed in or indicated by the forward-looking statements. Except
to the extent required by applicable law, neither Saba Capital nor
any participant will undertake and specifically declines any
obligation to disclose the results of any revisions that may be
made to any projected results or forward-looking statements herein
to reflect events or circumstances after the date of such projected
results or statements or to reflect the occurrence of anticipated
or unanticipated events.
Certain statements and information included herein have been
sourced from third parties. Saba Capital does not make any
representations regarding the accuracy, completeness or timeliness
of such third party statements or information. Except as may be
expressly set forth herein, permission to cite such statements or
information has neither been sought nor obtained from such third
parties. Any such statements or information should not be viewed as
an indication of support from such third parties for the views
expressed herein.
CERTAIN INFORMATION CONCERNING THE PARTICIPANTS
Saba Capital, Saba Capital Master Fund, Ltd. (“SCMF”), Boaz R.
Weinstein (“Mr. Weinstein,” and together with Saba Capital and
SCMF, “Saba”) and the Nominees (as defined below, and together with
Saba, the “Participants”) have filed definitive proxy statements
and accompanying GOLD proxy cards (collectively, the “Proxy
Statements”) with the SEC to be used in conjunction with the
solicitation of proxies in connection with the 2024 annual meeting
of shareholders of each of BlackRock Innovation and Growth Term
Trust (“BIGZ”); BlackRock Capital Allocation Term Trust (“BCAT”);
BlackRock ESG Capital Allocation Term Trust (“ECAT”); BlackRock
Health Sciences Term Trust (“BMEZ”); BlackRock California Municipal
Income Trust (“BFZ”); BlackRock Science and Technology Term Trust
(“BSTZ”); BlackRock MuniYield Pennsylvania Quality Fund (“MPA”);
BlackRock MuniYield New York Quality Fund, Inc. (“MYN”); BlackRock
New York Municipal Income Trust (“BNY”); and BlackRock MuniHoldings
New York Quality Fund, Inc. (“MHN” and together with BIGZ, BCAT,
ECAT, BMEZ, BFZ, BSTZ, MPA, MYN and BNY, collectively, the
“BlackRock Funds”). Shareholders of the BlackRock Funds are advised
to read the applicable Proxy Statements, including any supplements
thereto, and other documents related to the solicitation of proxies
with respect to such BlackRock Funds by the Participants because
they contain important information, including additional
information related to the Participants and a description of their
direct or indirect interests by security holdings or otherwise.
Such materials will be made available at no charge on the SEC’s
website, https://www.sec.gov.
The “Nominees” refer to (i) with respect to BIGZ, ECAT and MPA,
Ilya Gurevich (“Mr. Gurevich”), Shavar Jeffries (“Mr. Jeffries”),
Jennifer Raab (“Ms. Raab”), Athanassios Diplas (“Mr. Diplas”),
David Littlewood (“Mr. Littlewood”), David Locala (“Mr. Locala”)
and Alexander Vindman (“Mr. Vindman”); (ii) with respect to BCAT,
Mr. Jeffries, Ms. Raab and Mr. Vindman; (iii) with respect to BMEZ,
Mr. Gurevich, Mr. Jeffries and Mr. Locala; (iv) with respect to
BFZ, Mr. Gurevich and Mr. Jeffries; (v) with respect to BSTZ, Mr.
Diplas, Mr. Locala and Mr. Vindman; (vi) with respect to MYN, Ms.
Raab and Mr. Vindman; (vii) with respect to BNY, Mr. Gurevich and
Ms. Raab; and (viii) with respect to MHN, Mr. Jeffries and Ms.
Raab.
________________________ 1 The Funds include: the BlackRock
California Municipal Income Trust (NYSE: BFZ), BlackRock Capital
Allocation Term Trust (NYSE: BCAT), BlackRock ESG Capital
Allocation Term Trust (NYSE: ECAT), BlackRock Health Sciences Term
Trust (NYSE: BMEZ), BlackRock Innovation and Growth Term Trust
(NYSE: BIGZ), BlackRock MuniHoldings New York Quality Fund (NYSE:
MHN), BlackRock MuniYield New York Quality Fund (NYSE: MYN),
BlackRock MuniYield Pennsylvania Quality Fund (NYSE: MPA),
BlackRock New York Municipal Income Trust (NYSE: BNY) and BlackRock
Science and Technology Term Trust (NYSE: BSTZ). 2 Permission to
quote ISS was neither sought nor obtained. 3 Permission to quote
ISS was neither sought nor obtained.
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version on businesswire.com: https://www.businesswire.com/news/home/20240613691354/en/
Longacre Square Partners Charlotte Kiaie / Kate Sylvester,
646-386-0091 ckiaie@longacresquare.com /
ksylvester@longacresquare.com
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