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BlackRock to Repurchase Shares Held by Bank of America

^{Published on 2011-05-19 05:41:00 - Market Wire}
 

NEW YORK--([ BUSINESS WIRE ])--BlackRock, Inc. (the aCompanya) (NYSE:BLK) today announced that it has agreed to repurchase Bank of America Corporationa™s (aBank of Americaa) remaining ownership interest in BlackRock totaling 13,562,878 of its Series B Convertible Preferred Shares for approximately $2.545 billion, or $187.65 per share. The shares will be retired following the close of the transaction which will be immediately accretive to earnings per share. In connection with the transaction, Bank of America Merrill Lynch and BlackRock have worked together to strengthen their enterprise-wide collaboration and enhance their ongoing strategic partnership.

"There is a long history of collaboration between Bank of America Merrill Lynch and BlackRock that focuses on providing exceptional investment solutions for our respective clients"

"This stock repurchase and our recent dividend increase evidence our continued commitment to enhancing shareholder value through effective use of our significant free cash flow, while maintaining our strong liquidity and capital position," remarked Laurence D. Fink, Chairman and CEO of BlackRock. "We are pleased to have worked with Bank of America Merrill Lynch to transition their ownership stake over the past six months, working in close partnership to realize value for all of our shareholders. At the same time, we have reaffirmed our mutual commitment to our strategic relationship and the work we do together to develop and deliver world-class products and services to our shared clients. Tom Montag, President of Bank of America's Global Banking and Markets Group, will continue to serve on our Board, underscoring the importance of, and commitment to, our partnership. We look forward to a long and mutually beneficial relationship with Bank of America Merrill Lynch."

"There is a long history of collaboration between Bank of America Merrill Lynch and BlackRock that focuses on providing exceptional investment solutions for our respective clients," stated Brian Moynihan, President and Chief Executive Officer of Bank of America Corporation. aOur decision to monetize our stake in BlackRock will have no effect on our commitment to continuing this very successful partnership."

BlackRock intends to fund the purchase of the shares through available cash and a total of $2.0 billion of commercial paper, medium-term and long-term debt. The purchase price represents a 3.6% discount to the average closing price for the immediately preceding 15 day trading period.

This share repurchase transaction, which is expected to close on or about June 1, 2011, is outside the Companya™s existing 5.1 million common share repurchase authorization. Immediately following the close of the transaction, the Companya™s effective pro forma fully diluted shares outstanding will total approximately 183.5 million shares.

Forward-looking Statements

This release, and other statements that BlackRock may make, may contain forward-looking statementswithin the meaning of the Private Securities Litigation Reform Act, with respect to BlackRocka™s futurefinancial or business performance, strategies or expectations. Forward-looking statements are typicallyidentified by words or phrases such as atrend,a apotential,a aopportunity,a apipeline,a abelieve,a acomfortable,aaexpect,a aanticipate,a acurrent,a aintention,a aestimate,a aposition,a aassume,a aoutlook,a acontinue,a aremain,aamaintain,a asustain,a aseek,a aachieve,a and similar expressions, or future or conditional verbs such as awill,aawould,a ashould,a acould,a amaya or similar expressions.BlackRock cautions that forward-looking statements are subject to numerous assumptions, risks anduncertainties, which change over time. Forward-looking statements speak only as of the date they aremade, and BlackRock assumes no duty to and does not undertake to update forward-looking statements.Actual results could differ materially from those anticipated in forward-looking statements and future resultscould differ materially from historical performance.In addition to risk factors previously disclosed in BlackRocka™s Securities and Exchange Commission (aSECa)reports and those identified elsewhere in this release the following factors, among others, could cause actualresults to differ materially from forward-looking statements or historical performance: (1) the introduction,withdrawal, success and timing of business initiatives and strategies; (2) changes and volatility in political,economic or industry conditions, the interest rate environment, foreign exchange rates or financial andcapital markets, which could result in changes in demand for products or services or in the value of assetsunder management; (3) the relative and absolute investment performance of BlackRocka™s investmentproducts; (4) the impact of increased competition; (5) the impact of capital improvement projects; (6) theimpact of future acquisitions or divestitures; (7) the unfavorable resolution of legal proceedings; (8) the extentand timing of any share repurchases; (9) the impact, extent and timing of technological changes and theadequacy of intellectual property and information security protection; (10) the impact of legislative and regulatory actions and reforms,including the Dodd-Frank Wall Street Reform and Consumer Protection Act, and regulatory, supervisory orenforcement actions of government agencies relating to BlackRock, Barclays Bank PLC, Bank of AmericaCorporation, Merrill Lynch & Co., Inc. or The PNC Financial Services Group, Inc.; (11) terrorist activities,international hostilities and natural disasters, which may adversely affect the general economy, domestic andlocal financial and capital markets, specific industries or BlackRock; (12) the ability to attract and retain highlytalented professionals; (13) fluctuations in the carrying value of BlackRocka™s economic investments; (14) theimpact of changes to tax legislation and, generally, the tax position of the Company; (15) BlackRocka™ssuccess in maintaining the distribution of its products; (16) the impact of BlackRock electing to providesupport to its products from time to time; (17) the impact of problems at other financial institutions or thefailure or negative performance of products at other financial institutions; and (18) the ability of BlackRock tocomplete the integration of the operations of Barclays Global Investors.

BlackRock's Annual Report on Form 10-K and BlackRock's subsequent filings with the SEC, accessible onthe SEC's website at [ www.sec.gov ] and on BlackRocka™s website at [ www.blackrock.com ], discuss thesefactors in more detail and identify additional factors that can affect forward-looking statements. Theinformation contained on our website is not a part of this press release.