Company: BLACKROCK INCOME TRUST, INC.
Form Type: POS EX
Filing Date: 2025-05-05
Type: Update
Accession Number: 000119312525112832
Filing Summary: This document is a Post-Effective Amendment No. 1 filed by BlackRock Income Trust, Inc. with the SEC on May 5, 2025, under the Securities Act of 1933. It includes a registration statement related to the reorganization involving BlackRock Enhanced Government Fund, Inc. The amendment's main purpose is to file the Tax Opinion of Willkie Farr & Gallagher LLP as Exhibit 12 regarding this reorganization. The document incorporates by reference prior filings and includes sections on indemnification for directors and officers, specifying their rights under Maryland law. It establishes conditions under which indemnification can occur and reiterates that such provisions should remain valid post any amendments.
Additional details:
Address Of Principal Executive Offices: 100 Bellevue Parkway, Wilmington, Delaware 19809
Phone Number: (800) 882-0052
Agent For Service Name: John M. Perlowski
Agent For Service Address: 50 Hudson Yards, New York, New York 10001
Form Type: 425
Filing Date: 2025-03-24
Corporate Action: Merger
Type: New
Accession Number: 000119312525061480
Filing Summary: On March 24, 2025, BlackRock Income Trust, Inc. (BKT) announced the completion of the reorganization of BlackRock Enhanced Government Fund, Inc. (EGF) with and into BKT, effective at the opening of the New York Stock Exchange. Each EGF shareholder received common shares of BKT equivalent to the net asset value of EGF shares they held as of March 21, 2025. No fractional shares were issued; instead, shareholders received cash for any fractional shares. The net asset value per share for EGF was $10.0444, and the conversion ratio was approximately 0.84020511 to BKT, which had a net asset value of $11.9547. A distribution from EGF is scheduled for payment in cash on March 31, 2025, following this reorganization.
Additional details:
Subject Company: BlackRock Enhanced Government Fund, Inc.
Ticker: EGF
Net Asset Value Per Share: 10.0444
Share Conversion Ratio: 0.84020511
Fund Ticker: BKT
Fund Net Asset Value: 11.9547
Egf Distribution Payment Date: 2025-03-31
Form Type: N-CEN
Filing Date: 2025-03-17
Type: New
Accession Number: 000175272425058135
Filing Summary: BlackRock Income Trust, Inc. filed its N-CEN report, detailing its operations and various functions such as distribution through BlackRock Investments, LLC, custodial services provided by State Street Bank and Trust Company, and advisory roles fulfilled by BlackRock Advisors, LLC. The report includes information on service providers like Computershare Trust Company, acting as transfer agent, and BlackRock International Limited serving as sub-advisor. Various financial institutions are listed, including Deloitte & Touche LLP, Citigroup Global Markets Inc., and Morgan Stanley & Co. LLC, among others, who are involved in the reporting and administrative processes. The document confirms compliance with several regulatory rules, indicating that the fund adheres to the required financial oversight and operational standards.
Additional details:
Records Distributor: BlackRock Investments, LLC
Records Custodian: State Street Bank and Trust Company
Records Sub Advisor: BlackRock International Limited
Records Transfer Agent: Computershare Trust Company, National Association
Records Advisor And Administrator: BlackRock Advisors, LLC
Total Assets: 3452355943.74000000
Common Stock Price: 11.81000000
Form Type: N-CSR
Filing Date: 2025-03-07
Type: New
Accession Number: 000119312525049614
Filing Summary: The BlackRock Income Trust, Inc. (BKT) filed its certified shareholder report for the fiscal year ending December 31, 2024. The report includes detailed financial information and performance metrics for the fund, highlighting that the investment objective is to provide current income and capital appreciation through a diverse portfolio of debt instruments. BKT reported total cumulative distributions for the fiscal period and indicated that a significant portion of distributions may be a return of capital, reflecting regulatory estimates rather than tax reporting. The document outlines BKT's managed distribution plan, which supports a level distribution of income and capital gains, adjusting distributions as needed, including strategic use of leverage to enhance returns. Performance insights noted that BKT allocated funds across various credit ratings, with a notable focus on B-rated assets and highlighted the risks associated with leveraging strategies and market volatility. Overall, the filing provides shareholders with an overview of fund performance, investment strategies, and the associated financial risks.
Additional details:
Fund Name: BlackRock Income Trust, Inc.
Fiscal Year End: 2024-12-31
Managed Distribution Plan: true
Monthly Distribution Per Share: 0.088200
Fixed Amount Distributed Per Share: 1.058400
Return Of Capital Percentage: 62
Net Income Per Share: 0.407235
Form Type: NPORT-P
Filing Date: 2025-02-25
Type: New
Accession Number: 000175272425037901
Filing Summary: The document pertains to BlackRock Income Trust, Inc. as of December 31, 2024. It outlines the fund’s designated reference portfolio, detailing the financial metrics, including total net assets, liabilities, and asset values. Notable entries include various investments primarily focused on mortgage-backed securities, with diverse positions in Fannie Mae and Freddie Mac pools, structured pass-through certificates, and general asset-backed securities. The document captures extensive data regarding asset allocations and performance indicators indicative of the fund’s financial health, along with short and long positions against various treasury-noted instruments. Overall, no significant corporate action, such as mergers or acquisitions, is reported within the filing date context, and it primarily serves to reflect investment status and portfolio adjustments.
Additional details:
Total Net Assets: 375287247.50
Assets Under Management: 123623781.38
Net Investments: 251663466.12
Liabilities: 76601617.77
Fund Reference Portfolio: Fund's Designated Reference Portfolio is the Fund's Securities Portfolio
Average Purchase Price: 5.68540000
Form Type: EFFECT
Filing Date: 2025-02-12
Type: New
Accession Number: 999999999525000418
Filing Summary: On February 12, 2025, BLACKROCK INCOME TRUST, INC. filed a form N-14, which is an effective registration statement relating to the offering of securities. The filing indicates a current event but does not specify any particular corporate action such as a merger, acquisition, or tender offer.
Form Type: N-14 8C/A
Filing Date: 2025-02-10
Corporate Action: Merger
Type: Update
Accession Number: 000119312525023642
Filing Summary: BlackRock Income Trust, Inc. filed a registration statement on Form N-14, labeled as Pre-Effective Amendment No. 1, which details a proposed reorganization of BlackRock Enhanced Government Fund, Inc. (the Target Fund) into BlackRock Income Trust, Inc. (the Acquiring Fund). A special shareholder meeting is scheduled for March 18, 2025, to vote on this proposal. Shareholders will consider the Agreement and Plan of Reorganization, which involves the acquisition of the Target Fund’s assets and liabilities by the Acquiring Fund in exchange for new shares of the Acquiring Fund. This transaction aims to enhance shareholder value by improving operational efficiencies and reducing expenses. The Target Fund will cease to exist as it will terminate under the 1940 Act and be dissolved under Maryland law following the completion of the reorganization. The document discusses the potential benefits such as lower total expenses per share, greater diversification, and economies of scale that may result from this restructuring. It highlights the Board of Directors' belief that this move is in the best interest of shareholders, ensuring their interests are not diluted. The proposed completion date falls within the first quarter of 2025. The filing also addresses shareholder voting procedures and the importance of participation in the meeting.
Additional details:
Target Fund Name: BlackRock Enhanced Government Fund, Inc.
Acquiring Fund Name: BlackRock Income Trust, Inc.
Special Meeting Date: 2025-03-18
Record Date: 2025-02-04
Expected Closing Date: Q1 2025
Fee Waiver Agreement: Management fee waiver until June 30, 2026
Total Expense Ratio Target Fund: 1.12% (including interest expense)
Total Expense Ratio Acquiring Fund: 3.28% (including interest expense)
Total Expense Ratio Combined Fund: 2.99% (including interest expense)
Net Earnings Yield Combined Fund: Expected to be lower post-reorganization
Shareholder Support: Board of Directors unanimously recommends voting 'FOR' the proposal.
Form Type: CORRESP
Filing Date: 2025-02-06
Type: Update
Accession Number: 000119312525021868
Filing Summary: BlackRock Income Trust, Inc. submitted a correspondence letter addressing accounting and disclosure comments from the SEC's Division of Investment Management regarding their Registration Statement on Form N-14 (Securities Act File No. 333-284088). The key points include confirmation that BlackRock Income Trust will be the accounting survivor of the Reorganization and that they are preparing a Pre-Effective Amendment to incorporate feedback from the SEC. The letter outlines multiple responses to the SEC's questions about expense tables, financial highlights, and other relevant disclosures. BlackRock confirms the amounts in fee tables reflect current expenses as of June 30, 2024, and states that financial highlights will be included in the Amendment. It also mentions updates to the capitalization table and corrections regarding the filing date of the Target Fund's annual report. Additional disclosures about leverage and broker non-votes are confirmed to be revised in the Amendment. The document concludes with an invitation for further dialogue with the SEC regarding the Registration Statement.
Additional details:
Comment No: 1
Response: The Registrant confirms that it will be the accounting survivor of the Reorganization.
Comment No: 2
Response: The Registrant confirms that the amounts reflected in the fee tables as of June 30, 2024 continue to represent the current expenses of each Fund.
Comment No: 3
Response: The requested financial highlights will be provided in the Amendment.
Comment No: 4
Response: The capitalization table will be updated as of a date within 30 days of filing the Amendment.
Comment No: 5
Response: The filing date of the Target Fund's annual report for the fiscal year ended December 31, 2023 will be corrected to March 6, 2024 in the Amendment.
Comment No: 6
Response: The last paragraph will be revised to clarify what 'first quartile' means.
Comment No: 8
Response: The response will include a description of the risk of increased volatility from the use of leverage.
Comment No: 12
Response: The disclosure regarding broker non-votes will be revised to indicate that the Target Fund does not expect to receive any broker non-votes.
Comment No: 13
Response: The proxy card will be filed as an exhibit to the Amendment.
Form Type: 8-K
Filing Date: 2025-01-21
Type: New
Accession Number: 000119312525009188
Filing Summary: On January 20, 2025, BlackRock Income Trust, Inc. and BlackRock Advisors, LLC entered into a standstill agreement with Saba Capital Management, L.P. This agreement binds Saba and the Fund, requiring Saba to adhere to certain standstill covenants and to vote its shares of common stock according to the recommendations of the Fund’s Board of Directors on all shareholder matters. The Standstill Agreement remains effective until the day after the Fund’s 2027 annual meeting of shareholders or August 31, 2027, whichever comes first. The agreement may be terminated earlier by the parties involved. The document includes a copy of the Standstill Agreement as Exhibit 10.1.
Additional details:
Standstill Agreement Date: 2025-01-20
Parties Involved: BlackRock Income Trust, Inc., BlackRock Advisors, LLC, Saba Capital Management, L.P.
Covenants: customary standstill covenants
Voting Terms: vote shares according to Board recommendations
Termination Conditions: the day after the Fund’s 2027 annual meeting or August 31, 2027, whichever is earlier
Form Type: N-14 8C
Filing Date: 2024-12-30
Corporate Action: Merger
Type: New
Accession Number: 000119312524286891
Filing Summary: BlackRock Income Trust, Inc. is filing a registration statement under the Securities Act of 1933 regarding a proposal for the reorganization of BlackRock Enhanced Government Fund, Inc. (the 'Target Fund') into BlackRock Income Trust, Inc. (the 'Acquiring Fund'). This strategic merger aims to acquire substantially all of the assets of the Target Fund while the Acquiring Fund will assume its liabilities, with the sole consideration for Target Fund shareholders being newly issued shares of the Acquiring Fund. The document outlines the rationale for the merger, including the anticipated benefits such as lower total expenses per share and improved operational efficiencies. The Boards of both funds have unanimously recommended the merger as being in the best interests of their shareholders. A special shareholder meeting for the Target Fund is scheduled for March 18, 2025, where shareholders will vote on the proposed reorganization. The document explains the implications for shareholders, including how the transaction will be structured and the financial terms and conditions of the merger, emphasizing that after the supposed closing date, existing shareholders may receive different management fee agreements and expense ratios. The filing also includes details about potential changes to distribution policies post-merger, as well as the expected closing date during the second quarter of 2025. The forms further address important questions regarding the impact on transaction fees, historical price trends, and nuances of voting for the upcoming special meeting.
Additional details:
Target Fund Name: BlackRock Enhanced Government Fund, Inc.
Acquiring Fund Name: BlackRock Income Trust, Inc.
Effective Date: 2025-06-30
Special Meeting Date: 2025-03-18
Expected Closing Date: 2025-06-30
Management Fee Rate Target Fund: 0.85
Management Fee Rate Acquiring Fund: 0.80
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