UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the Registrant ☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
☐ Preliminary Proxy Statement
☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☐ Definitive Proxy Statement
☒ Definitive Additional Materials
☐ Soliciting Material Pursuant to § 240.14a-12
BlackRock Allocation Target Shares
BlackRock Balanced Capital Fund, Inc.
BlackRock Bond Fund, Inc.
BlackRock FundsSM
BlackRock Funds IV
BlackRock Funds V
BlackRock Funds VI
BlackRock Long-Horizon Equity Fund
BlackRock Strategic Global Bond Fund, Inc.
Managed Account Series II
Master Bond LLC
Master Investment Portfolio II
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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For Home Office and Financial Professional Use Only. Not to be Shown or
Distributed to Clients.
What is happening?
BlackRock has filed proxy statements to update the fundamental investment restrictions of 17 mutual funds and two corresponding master funds (the “Funds”).
Why are these filings being made?
The 1940 Act requires registered investment companies, including the Funds, to have specific investment policies (or restrictions) that can only be changed by the approval of shareholders. Some fundamental policies were adopted in the past by the Funds to reflect certain regulatory, business or industry conditions which are no longer in effect. In addition, certain of the policies of the Funds that remain required by law are more restrictive than the law requires. As a result, many of the current restrictions unnecessarily limit the investment strategies available to BlackRock in managing the assets of the Fund. Proxying to amend fundamental investment restrictions is common practice industry wide. In recent years, several other asset managers have proxied shareholders to “modernize” their disclosure to allow maximum flexibility.
What does this mean/how will this impact shareholder investments?
Changes to the fundamental investment policies of the Funds are intended to benefit the Funds and their shareholders by providing the Funds with greater investment flexibility to pursue their investment objectives and principal investment strategies. Other than the proposals related to BlackRock Long-Horizon Equity Fund and BlackRock U.S. Mortgage Portfolio, none of the Funds anticipate making material changes to their principal investment strategies.
How do I vote my shares?
You may cast your vote by phone, internet or mail or by participating in the Meeting. To vote by mail, please mark your vote on the enclosed proxy card or voting instruction form and sign, date and return the card/form in the postage-paid envelope provided. To vote by telephone or over the internet, you should call the toll-free telephone number listed on the form(s) or go to the website address listed on the form(s) and follow the instructions. If your shares in a Fund are registered in your name, you may attend and participate in the Meeting at https://meetnow.global/MJLQLHV by entering the control number found in the shaded box in your proxy card on the date and timing of the Meeting. You may vote during the Meeting by following the instructions that will be available on the Meeting website during the Meeting. The Notice of Joint Special Meeting of Shareholders, the Proxy Statement and the form of proxy card are available on the Internet at www.proxy-direct.com/blk-32307. On this website, you will be able to access the Notice of Joint Special Meeting of Shareholders, the Proxy Statement, the form of proxy card and any amendments or supplements to the foregoing material that are required to be furnished to shareholders.
If you do not vote using one of these methods, you may be called by the funds’ proxy solicitor, Computershare Fund Services, to vote your shares.
For Home Office and Financial Professional Use Only. Not to be Shown or
Distributed to Clients.
Whom do I call if I have questions?
If you need more information, or have any questions about voting, please call the Fund’s proxy solicitor, Computershare Fund Services, toll free at (866) 650-3710.
When will the shareholder meetings take place?
A joint special meeting of shareholders of the Funds (the “Meeting”) will be held on Tuesday, October 26th, 2021 at 10:00am (and 10:30am for the shareholders of the Total Return V.I. Fund) (Eastern time) to consider and vote on the proposals. Because of our concerns regarding the coronavirus disease (COVID-19) pandemic, the Meeting will be held in a virtual meeting format only. Shareholders will not have to travel to attend the Meeting but will be able to view the Meeting live, have a meaningful opportunity to participate, including the ability to ask questions of management, and cast their votes by accessing a web link.
The record date to determine which shareholders can vote has been set as of close of business on August 27th, 2021 to vote at the meetings and at any adjournments, postponements, or delays.
When are the changes expected to become effective?
Contingent upon shareholder approval, BlackRock expects the proposed changes to the fundamental investment policies to be effective in Q4 2021.
For Home Office and Financial Professional Use Only. Not to be Shown or
Distributed to Clients.
What funds are impacted by the filings?
The two proxy statements impact 17 BlackRock mutual funds and two corresponding master funds outlined below.
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| Retail Funds | | Ticker* |
BATS: Series C Portfolio, a series of BlackRock Allocation Target Shares | | BATAX |
BATS: Series M Portfolio, a series of BlackRock Allocation Target Shares | | BRAMX |
BATS: Series S Portfolio, a series of BlackRock Allocation Target Shares | | BRASX |
BlackRock Total Return Fund, a series of BlackRock Bond Fund, Inc. | | MAHQX |
BlackRock Tactical Opportunities Fund, a series of BlackRock FundsSM | | PBAIX |
BlackRock Global Long/Short Credit Fund, a series of BlackRock Funds IV | | BGCIX |
BlackRock Core Bond Portfolio, a series of BlackRock Funds V | | BFMCX |
BlackRock Emerging Markets Flexible Dynamic Bond Portfolio, a series of BlackRock Funds V | | BEDIX |
BlackRock GNMA Portfolio, a series of BlackRock Funds V | | BGNIX |
BlackRock Inflation Protected Bond Portfolio, a series of BlackRock Funds V | | BPRIX |
BlackRock Low Duration Bond Portfolio, a series of BlackRock Funds V | | BFMSX |
BlackRock Strategic Income Opportunities Portfolio a series of BlackRock Funds V | | BSIIX |
BlackRock CoreAlpha Bond Fund, a series of BlackRock Funds VI | | BCRIX |
BlackRock Long-Horizon Equity Fund | | MAEGX |
BlackRock Strategic Global Bond Fund, Inc. | | MAWIX |
BlackRock U.S. Mortgage Portfolio, a series of Managed Account Series II | | MSUMX |
BlackRock Balanced Capital Fund** | | MACPX |
| Master Funds | | |
Master Total Return Portfolio, a series of Master Bond LLC | | AGTRT |
CoreAlpha Bond Master Portfolio, a series of Master Investment Portfolio II | | LPCAA |
| V.I. Fund*** | | |
BlackRock Total Return V.I. Fund, a series of BlackRock Variable Series Funds II, Inc. | | CRBDI |
*Institutional share class
**Shareholders of each Fund other than Balanced Capital Fund are being asked to approve the amendment or elimination of certain of the Fund’s fundamental investment restrictions. Shareholders of Balanced Capital Fund are not being asked to approve any amendments to the Fund’s fundamental investment restrictions. Since Balanced Capital Fund invests a significant portion of its fixed-income assets in Master Total Return, shareholders of Balanced Capital Fund are being asked to provide voting instructions with the respect to the proposals for Master Total Return Portfolio
***Fund is included in a separate proxy statement because it is being mailed to insurance company contract holders
