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Section 1: 8-K (8-K)

8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 17, 2019

 

 

BLACKROCK, INC.

(Exact name of registrant as specified in its charter)

 

 

 

DELAWARE   001-33099   32-0174431

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

55 East 52nd Street, New York, New York   10055
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (212) 810-5300

(Former name or former address, if changed since last report.)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 


Item 8.01

Other Events.

Filed herewith is an investor presentation.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

 

99.1    Investor Presentation dated April 17, 2019 issued by the Company


EXHIBIT INDEX

 

99.1    Investor Presentation dated April 17, 2019 issued by the Company


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    BlackRock, Inc.
    (Registrant)
    By:  

/s/ Gary S. Shedlin

Date: April 17, 2019      

Gary S. Shedlin

Chief Financial Officer and

      Senior Managing Director
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Section 2: EX-99.1 (EX-99.1)

EX-99.1

Slide 1

Fixed Income Investor Presentation April 2019 Exhibit 99.1


Slide 2

Forward-looking Statements This presentation, and other statements that BlackRock may make, may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act, with respect to BlackRock’s future financial or business performance, strategies or expectations. Forward-looking statements are typically identified by words or phrases such as “trend,” “potential,” “opportunity,” “pipeline,” “believe,” “comfortable,” “expect,” “anticipate,” “current,” “intention,” “estimate,” “position,” “assume,” “outlook,” “continue,” “remain,” “maintain,” “sustain,” “seek,” “achieve,” and similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “may” and similar expressions. BlackRock cautions that forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time. Forward-looking statements speak only as of the date they are made, 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 results could differ materially from historical performance. BlackRock has previously disclosed risk factors in its Securities and Exchange Commission (“SEC”) reports. These risk factors and those identified elsewhere in this presentation, among others, could cause actual results to differ materially from forward-looking statements or historical performance and include: (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 and capital markets, which could result in changes in demand for products or services or in the value of assets under management; (3) the relative and absolute investment performance of BlackRock’s investment products; (4) the impact of increased competition; (5) the impact of future acquisitions or divestitures; (6) the unfavorable resolution of legal proceedings; (7) the extent and timing of any share repurchases; (8) the impact, extent and timing of technological changes and the adequacy of intellectual property, information and cyber security protection; (9) the potential for human error in connection with BlackRock’s operational systems; (10) the impact of legislative and regulatory actions and reforms and regulatory, supervisory or enforcement actions of government agencies relating to BlackRock or The PNC Financial Services Group, Inc. (“PNC”); (11) changes in law and policy and uncertainty pending any such changes; (12) terrorist activities, international hostilities and natural disasters, which may adversely affect the general economy, domestic and local financial and capital markets, specific industries or BlackRock; (13) the ability to attract and retain highly talented professionals; (14) fluctuations in the carrying value of BlackRock’s economic investments; (15) the impact of changes to tax legislation, including income, payroll and transaction taxes, and taxation on products or transactions, which could affect the value proposition to clients and, generally, the tax position of the Company; (16) BlackRock’s success in negotiating distribution arrangements and maintaining distribution channels for its products; (17) the failure by a key vendor of BlackRock to fulfill its obligations to the Company; (18) any disruption to the operations of third parties whose functions are integral to BlackRock’s exchange traded funds (“ETF”) platform; (19) the impact of BlackRock electing to provide support to its products from time to time and any potential liabilities related to securities lending or other indemnification obligations; and (20) the impact of problems at other financial institutions or the failure or negative performance of products at other financial institutions. BlackRock’s Annual Report on Form 10-K and BlackRock’s subsequent filings with the SEC, accessible on the SEC’s website at www.sec.gov and on BlackRock’s website at www.blackrock.com, discuss these factors in more detail and identify additional factors that can affect forward-looking statements. The information contained on the Company’s website is not a part of this presentation. BlackRock reports its financial results in accordance with accounting principles generally accepted in the United States (“GAAP”); however, management believes evaluating the Company’s ongoing operating results may be enhanced if investors have additional non-GAAP financial measures. Management reviews non-GAAP financial measures to assess ongoing operations and considers them to be helpful, for both management and investors, in evaluating BlackRock’s financial performance over time. Management also uses non-GAAP financial measures as a benchmark to compare its performance with other companies and to enhance the comparability of this information for the reporting periods presented. Non-GAAP measures may pose limitations because they do not include all of BlackRock’s revenue and expense. BlackRock’s management does not advocate that investors consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Non-GAAP measures may not be comparable to other similarly titled measures of other companies. This presentation also includes non-GAAP financial measures. These non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. You can find our presentations on the most directly comparable GAAP financial measures calculated in accordance with GAAP and our reconciliations in the appendix to this presentation, as well as BlackRock’s other periodic reports which are available on BlackRock’s website at www.blackrock.com. The information provided on our website is not part of this presentation, and therefore, is not incorporated herein by reference. BlackRock has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents that BlackRock has filed with the SEC for more complete information about BlackRock and the offering. You may get these documents for free by visiting EDGAR on the SEC's website at www.sec.gov. Alternatively, BlackRock, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling (i) Citigroup Global Markets Inc. toll-free at 1-800-831-9146; (ii) Barclays Capital Inc. at 1-888-603-5847; and (iii) Morgan Stanley & Co. LLC at 1-866-718-1649. Important Note As indicated in this presentation, certain financial information reflects previously reported amounts and does not reflect the recast related to the adoption of the new revenue recognition standard. For further information, refer to Note 2, Significant Accounting Policies, in the consolidated financial statements in our 2018 Form 10-K.


Slide 3

BlackRock Overview BlackRock is the world’s largest and most diverse asset manager and technology service provider. BlackRock manages $5.98tn in assets on behalf of clients worldwide and provides technology services to many of the world’s most sophisticated asset owners, investors and wealth managers. Established in 1988 Listed on the NYSE under ticker BLK with a market cap of $60bn+ 2018 AUM of $5.98tn, revenue of $14.2bn, EBITDA of $6.2bn and net income of $4.3bn 2018 base fee revenue of $11.6bn and technology services revenue of $0.8bn 2018 total debt/EBITDA ratio of 0.80(1) and net debt/EBITDA ratio of 0.03(1) Approximately 14,900 employees in offices in over 30 countries Clients in over 100 countries Figures as of December 31, 2018 For further information and reconciliation between GAAP and non-GAAP measures, see the previously filed Form 10-Ks, 8-Ks, earnings releases and the presentation appendix. Net debt based on as adjusted cash (GAAP cash and cash equivalents less cash and cash equivalents held by consolidated voting rights entities “VREs”) net of accrued incentive compensation. (1) 2018 GAAP results include: Total debt/GAAP net income of 1.16, net debt/GAAP net income of 0.02. EBITDA calculation can be found in the appendix to this presentation on page 17. Institutional Retail iShares Equities Fixed Income Multi-Asset Alternatives Americas EMEA APAC Technology Services and Portfolio Construction Cash Management BlackRock’s Differentiated Global Investment and Technology Platform Active, Index/ETFs, Cash


Slide 4

A Broadly Diversified Business Across Clients, Products and Geographies Note: Base Fees and AUM by region data is based on client domicile. Client Type Style Product Type Region 2018 Total Base Fees of $11.6 billion Assets Under Management of $5.98 trillion at December 31, 2018


Slide 5

BlackRock Value Drivers Organic Growth Operating Leverage Capital Management Organic Growth Operating Leverage Capital Management 4% organic asset growth 4% organic base fee growth 41.4% 44.3% 12/31/13 – 12/31/18 2013 2018 +290BPS 40%-50% target dividend payout on net income Consistent share repurchases funded by excess cash Organic asset growth rate calculated by dividing net asset inflows over beginning of period assets. 4% reflects average over the 5-year period Organic base fee growth rate calculated by dividing net new base fees earned on net asset inflows by the base fee run-rate at the beginning of the period. 4% reflects average over the 5-year period. Operating leverage represents “operating margin, as adjusted”. 2013 operating leverage information reflects accounting standards prior to the adoption of the new revenue recognition standard. 2018 operating leverage information reflects the adoption of the new revenue recognition standard. For further information, refer to Note 2, Significant Accounting Policies, in the consolidated financial statements in our 2018 Form 10-K. For reconciliation between GAAP and non-GAAP measures, see the previously filed Forms 10-Ks, 8-Ks, earnings releases and presentation appendix. Results Over 5-years Note:


Slide 6

Diverse Platform Continues to Deliver Consistent Growth ($ in billions) CAGR 12% CAGR 10% 1 LTM organic asset growth rate (%) $1.7bn Positive Operating Leverage Organic AUM Growth Consistent and Predictable Capital Management Double Digit Earnings Growth (as adjusted) LTM organic base fee growth rate (%) 6% 5% 7% 7% 2% 5% 7% 5% 4% 1% 7% 7% 4% 4% 3% 3% 2% 2% For further information and reconciliation between GAAP and non-GAAP measures, see the previously filed Form 10-Ks, 8-Ks, earnings releases and presentation appendix. Results for 2016 and 2017 were recast to reflect the adoption of the new revenue recognition standard. For further information, refer to Note 2, Significant Accounting Policies, in the consolidated financial statements in our 2018 Form 10-K 37.9% 40.4% 40.9% 37.2% 38.6% 38.4% $16.87 $19.25 $19.79 $19.02 $30.12 $26.58 GAAP Operating Margin GAAP EPS In March 2019, BlackRock announced that it had repurchased an aggregate of approximately $1.6bn of its shares in the first quarter 2019. It has completed its targeted level of share repurchases for 2019, but will remain opportunistic should relative valuation opportunities arise


Slide 7

Driving Strong and Consistent Results Compared to Peers Long-Term Organic AUM Growth(1) Standard Deviation(1) Mean(1) Represents the average of peer group consisting of BLK’s seven largest US publicly traded traditional peers and excludes BLK. Mean and standard deviation of growth rates over last 20 quarters. Long-term organic AUM growth represents quarterly annualized organic growth from 1Q14 – 4Q18 (inclusive). Source: Public filings.


Slide 8

Diversification Supports Growth Strategy Total Firm Illiquid Alternatives iShares 15% 11% 18% 2015 2016 2017 2018 Traditional 4% 7% 14% 3% 7% 6% 2% 0% -3% +6% +1% +7% +2% 9% Average 8% 2% +4% -3% 2014 7% 5% +6% Lower Growth Higher Growth Note: Organic base fee growth rate calculated by dividing net new base fees earned on net asset inflows for the respective periods by the base fee run-rate at the beginning of the period. Averages may differ from above due to rounding. Traditional denotes all long-term asset classes excluding illiquid alternatives and iShares. Organic Base Fee Growth Trend


Slide 9

Strategically Differentiated Through Technology Scaled distribution Alpha generation Product innovation Customized holistic solutions Technology-Enabled Revenue wealth ® ® Provider Direct Technology Revenue


Slide 10

Proven Ability to Leverage Scale 290bps +10% CAGR EPS and Operating Margin, as adjusted ($ per share, unless otherwise noted) For further information and reconciliation between GAAP and non-GAAP EPS and Operating Margin, see the previously filed Form 10-Ks, 8-Ks, earnings releases and the presentation appendix. Results for 2016 and 2017 were recast to reflect the adoption of the new revenue recognition standard. For further information, refer to Note 2, Significant Accounting Policies, in the consolidated financial statements in our 2018 Form 10-K 37.9% 40.4% 40.9% 37.2% 38.6% 38.4% $16.87 $19.25 $19.79 $19.02 $30.12 $26.58 GAAP Results Operating Margin EPS


Slide 11

Asset-Lite Balance Sheet Adjustments Separate Account Assets and Collateral reflect segregated client assets held for purposes of funding U.K. pension contracts and separate account collateral received under securities lending arrangement in which BlackRock has no economic interest. BlackRock records equal and offsetting separate account liabilities and collateral liabilities BlackRock consolidates certain sponsored investment products accounted for as VREs and variable interest entities. The Company cannot readily access the assets of such products to use in its operating activities For further information and reconciliation between GAAP and non-GAAP measures, see the previously filed Form 10-Ks, 8-Ks, earnings releases and the presentation appendix. Balances may not foot due to rounding.


Slide 12

Steady Cash Flows and Credit Metrics Trends EBITDA ($mm) Adjusted Free Cash Flows(1) ($mm) Tangible Equity ($mm)(2) Total Debt ($mm) / Gross Leverage Liquidity(4) ($mm) Net Debt(3) ($mm) / Net Leverage Adjusted free cash flow represents net increase (decrease) in cash, cash equivalents and restricted cash reported under GAAP excluding cash flows from certain financing and investing activities. Tangible Equity = GAAP Equity – Goodwill & Intangibles + Deferred Tax Liability (associated to goodwill) . Net debt based on as adjusted cash (GAAP cash and cash equivalents less cash and cash equivalents held by consolidated VREs) net of accrued incentive compensation. Liquidity includes as adjusted cash (GAAP cash and cash equivalents less cash and cash equivalents held by consolidated VREs) net of accrued incentive compensation plus $4bn undrawn credit facility. For further information and reconciliation between GAAP and non-GAAP measures, see the previously filed Form 10-Ks, 8-Ks, earnings releases and the appendix to this presentation. Results for 2016 and 2017 were recast to reflect the adoption of the new revenue recognition standard. For further information, refer to Note 2 in our 2018 Form 10-K. $3,294 $3,345 $3,168 $4,952 $4,305 $3,087 $3,004 $2,273 $3,950 $3,075 GAAP Net Income attributable to BlackRock, Inc. GAAP Cash Flows from Operating Activities


Slide 13

BlackRock Fixed Income Considerations Broad-based investment and technology platform provides diverse revenue streams and more stable cash flows during periods of market volatility Resilient business model with high recurring revenues, strong cash flow and low capex, generating over $4bn of free cash flows in 2018 Agency model, fiduciary with minimal balance sheet usage Fee-based business model Capex averaged < 2% of revenue over last 10 years(1) Strong credit metrics Total Debt / EBITDA < 1.0x, EBITDA / Interest > 30x Transparent and consistent capital management, with clear priority in free cash flow usage Investment in business Tactical inorganic growth opportunities ($1.1b aggregate M&A and minority investment activity over 5 years from 2014 until 2018) 40%-50% target dividend payout of net income, consistent share repurchase activity Conservative liquidity position Over $8bn of available liquidity, well in excess of potential liquidity requirements of BlackRock Sound debt structure $5bn debt (carrying value) well spread between 2019 and 2027; Upcoming $1bn maturity in December 2019 Reflects the Purchases of Property and Equipment found on the GAAP cash flow statement divided by Total Revenue over a 10-year period. Debt Maturities


Slide 14

Appendix


Slide 15

Reconciliation Between GAAP and As Adjusted For further information and reconciliation between GAAP and non-GAAP measures, see notes (1) through (3) in our earnings release for the three months ended December 31, 2018 as well as previously filed Form 10-Ks and 8-Ks. Results for 2016 and 2017 were recast to reflect the adoption of the new revenue recognition standard. For further information, refer to Note 2, Significant Accounting Policies, in the consolidated financial statements in our 2018 Form 10-K .


Slide 16

Reconciliation Between GAAP Balance Sheet and Economic Balance Sheet Amounts represent the portion of assets and liabilities of Consolidated Sponsored Investment Products attributable to non-controlling interests. Includes deferred tax liability related to goodwill / intangibles. Balances may not foot due to rounding. For further information and reconciliation between GAAP and non-GAAP measures, see notes (1) through (3) in our earnings release for the three months ended December 31, 2018 as well as previously filed Form 10-Ks and 8-Ks.


Slide 17

EBITDA and Adjusted Free Cash Flows Calculation of Adjusted Free Cash Flows Results for 2017 & 2016 were recast to reflect the adoption of the new revenue recognition standard. Results for 2015 and 2014 reflect accounting guidance prior to the adoption of the new revenue recognition standard. Calculation of EBITDA


Slide 18

Tangible Equity, Net Debt and Liquidity Calculation of Net Debt Calculation of Liquidity Calculation of Tangible Equity Adjusted cash consists of GAAP cash and cash equivalents less cash held by consolidated VREs.


Slide 19

Important Notes The opinions expressed herein are as of April 2019 and are subject to change at any time due to changes in the market, the economic or regulatory environment or for other reasons. The information should not be construed as research or relied upon in making investment decisions or be used as legal advice. An assessment should be made as to whether the information is appropriate in individual circumstances and consideration should be given to talking to a professional adviser before making an investment decision. This material may contain ‘forward-looking’ information that is not purely historical in nature. Such information may include, among other things, projections and forecasts. There is no guarantee that any forecasts made will come to pass. The information and opinions contained herein are derived from proprietary and non-proprietary sources deemed by BlackRock to be reliable, but are not necessarily all inclusive and are not guaranteed as to accuracy or completeness. Certain of the information presented herein is for illustrative purposes only. No part of this material may be reproduced, stored in any retrieval system or transmitted in any form or by any means, electronic, mechanical, recording or otherwise, without the prior written consent of BlackRock. This material is solely for informational purposes and does not constitute an offer or solicitation to sell or a solicitation of an offer to buy any shares of any fund (nor shall any such shares be offered or sold to any person) in any jurisdiction in which an offer, solicitation, purchase or sale would be unlawful under the securities law of that jurisdiction. The iShares Funds are distributed by BlackRock Investments, LLC (together with its affiliates, “BlackRock”). ©2019 BlackRock, Inc. All rights reserved. BLACKROCK, BLACKROCK SOLUTIONS, BUILD ON BLACKROCK, ALADDIN, iSHARES, iBONDS, iRETIRE, LIFEPATH, SO WHAT DO I DO WITH MY MONEY, INVESTING FOR A NEW WORLD, BUILT FOR THESE TIMES, FutureAdvisor, Cachematrix, the iShares Core Graphic, CoRI and the CoRI logo are registered and unregistered trademarks of BlackRock, Inc., or its subsidiaries in the United States and elsewhere. All other marks are the property of their respective owners.

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