Spotlights BlackRock’s Hypocrisy in Claiming to
Be a Leader in Governance, While Crushing Shareholder Rights and
Destroying Billions in Shareholder Value
Visit www.HeyBlackRock.com to Access Key
Materials, Sign Up for Important Updates and Learn How to Vote the
GOLD Proxy Card for Saba’s
Proposals
Saba Capital Management, L.P. (together with certain of its
affiliates, “Saba” or “we”) today sent the below letter to
shareholders of 10 BlackRock closed-end funds (collectively, the
“Funds” or the “CEFs”)1 where Saba has nominated independent
directors for election to the Funds’ Boards of Trustees (the
“Boards”) at the upcoming 2024 Annual Meetings of Shareholders (the
“Annual Meetings”).
***
May 30, 2024
FELLOW SHAREHOLDER –
PROTECT YOUR INVESTMENT – VOTE GOLD FOR IMPROVED
RETURNS
Who’s Saba? Saba is the largest
shareholder in each of the 10 BlackRock-managed Funds and the
world’s single largest investor in closed-end funds (“CEFs”). We
have created long-term value and improved governance for
shareholders. As experienced investors with real skin in the game,
our interests are squarely aligned with yours.
What’s Happening? BlackRock claims
to be a leader in governance but is crushing shareholder rights.
Saba has nominated superior trustees to the Funds’ Boards because
we plan to hold BlackRock accountable. BlackRock and its
hand-picked trustees must be replaced for putting their personal
interests first.
What’s Next? Visit
www.HeyBlackRock.com to learn about Saba’s plan to deliver
shareholder value at the Funds, sign up for important campaign
updates and learn how to vote the GOLD
Proxy Card for our proposals.
DO NOT BE MISLED:
BLACKROCK HAS DESTROYED BILLIONS IN VALUE AND IS CRUSHING
SHAREHOLDER RIGHTS
BlackRock’s Misleading
Claims
The Facts
- “Your experienced board and BlackRock ensure the stability and
consistency of your income.”
- The BlackRock Funds generate next to zero income.
- If elected, Saba’s trustees have a plan that offers
shareholders consistent and enhanced returns.
- “Help us prevent a hedge fund from lining its pockets with your
savings.”
- Saba is the top investor across the BlackRock CEFs, meaning our
interests are squarely aligned with yours.
- We have a lot at stake – including money we are paying out of
our own pocket – to fight for improved returns for ALL shareholders.
- If our plan is followed, ALL
shareholders will profit.
- “We are focused on enhancing returns for our closed-end fund
shareholders and helping them plan for their financial
futures.”
- BlackRock showed just how easy it is to create value for
shareholders with the push of a button by announcing “increased
distributions.”
- BlackRock could have done this a long time ago but allowed
shareholders to lose billions as the Funds underperformed in a bull
market.
- As we stated previously, shareholders could earn an
immediate $1.4 billion in total if
BlackRock gave us all the option to exit at net asset value.2
- “It is very misleading to say that non-votes count as votes for
BlackRock nominees. For any dissident investor to propose
significant changes to the Board, these funds simply require that
most shareholders vote affirmatively in favor.”
- Per BlackRock’s own voting standards, any share not voted in a
contested election is counted as a vote for BlackRock’s nominees.
- Last year, BlackRock allowed its trustees to continue in their
roles despite the annual meeting not being held.
DO NOT BE MISLED: SABA
HAS A PLAN TO DELIVER ENHANCED VALUE FOR ALL
SHAREHOLDERS
BlackRock’s Misleading
Claims
The Facts
- “Saba is putting your dependable, income-paying investment in
jeopardy by attempting to install its own hand-picked Board
nominees and fire BlackRock.”
- We want shareholders to decide which trustees – BlackRock’s or
Saba’s – have their interests at heart.
- We want shareholders to decide whether BlackRock is the right
manager for their Funds.
- We believe shareholders deserve a say in who runs their
Funds.
- “If Saba prevails, your Fund – and the consistent monthly
income you rely on – will be at risk.”
- As we previously stated, shareholders
stand to gain $1.4 billion in total across the 10 Funds if
they support Saba’s plan. 2
- In fact, under BlackRock’s management, many of these Funds do
not currently produce monthly income for shareholders.
- “Saba uses the veil of governance to disrupt the investment
objectives and strategies of closed-end funds by forcing changes
that enrich itself at the expense of long-term shareholders.”
- As detailed in our May 20 presentation, our plan is to deliver
value for ALL shareholders.
- Importantly, shareholders will have a CHOICE in how their Funds are run under Saba’s
plan – no one would be “forced” to do anything.
- In the two instances where Saba took over as manager, the
funds’ boards and shareholders voted to approve changes to the
funds’ portfolios that included investments intended to provide
more attractive risk-adjusted returns.
YOU DESERVE BETTER:
VOTE THE GOLD PROXY FOR SABA’S TRUSTEES
At this year’s Annual Meetings, you have an opportunity to elect
trustees who will put your interests first and improve shareholder
returns. Contrary to BlackRock’s claims, the changes we are
proposing aim to enrich all shareholders. We cannot risk waiting
another year – NOW is the
time to act.
Thank you in advance for your support.
Boaz Weinstein Saba Capital Management, L.P.
***
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.
***
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 Total potential earnings as of May 2, 2024. This number will
fluctuate with the Funds’ trading discounts to net asset value.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240530548882/en/
Longacre Square Partners Charlotte Kiaie / Kate Sylvester,
646-386-0091 ckiaie@longacresquare.com /
ksylvester@longacresquare.com
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