M&A - Managed Account Series

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Form Type: 497

Filing Date: 2025-02-20

Corporate Action: Merger

Type: New

Accession Number: 000119312525030792

Filing Summary: On February 20, 2025, the Board of Trustees of Managed Account Series approved the Reorganizations of each Fund into newly-created exchange-traded funds (ETFs). This change is deemed beneficial for existing shareholders and will not result in dilution. The BlackRock GA Disciplined Volatility Equity Fund will be reorganized as the iShares Disciplined Volatility Equity Active ETF, and the BlackRock GA Dynamic Equity Fund will become the iShares Dynamic Equity Active ETF. These reorganizations will lead to the dissolution of the original Funds. The anticipated closure of these reorganizations is set for September 12, 2025, with specific conditions outlined regarding shareholder account requirements and the treatment of fractional shares. Shareholders must hold their fund shares through a brokerage capable of accepting ETF shares to benefit from this transition. The process is intended to be tax-free for U.S. tax purposes, with shares distributed equivalent to the value of the holdings prior to the reorganization. An agreement and plan for the reorganization were established, and detailed communications will follow for shareholders regarding their accounts and actions necessary to facilitate the transition.

Document Link: View Document

Additional details:

Board Approval Date: 2025-02-20


Anticipated Closing Date: 2025-09-12


Fund Names: BlackRock GA Disciplined Volatility Equity Fund, BlackRock GA Dynamic Equity Fund


Acquiring Funds: iShares Disciplined Volatility Equity Active ETF, iShares Dynamic Equity Active ETF


Reorganization Type: exchange-traded fund


Shareholder Notifications: Combined prospectus/information statement


Form Type: 497K

Filing Date: 2025-02-20

Corporate Action: Merger

Type: New

Accession Number: 000119312525030796

Filing Summary: On February 20, 2025, the Board of Trustees of Managed Account Series approved the Reorganizations of BlackRock GA Disciplined Volatility Equity Fund and BlackRock GA Dynamic Equity Fund into exchange-traded funds (ETFs) managed by BlackRock Fund Advisors. The Reorganizations aim to benefit investors with lower expenses, increased trading flexibility, and better portfolio transparency. The funds will be liquidated following the reorganizations, scheduled for closure on September 12, 2025. Shareholders must hold their shares through brokerage accounts that accept ETF shares to receive corresponding ETF shares, or their investments will be liquidated with cash equal to their net asset values. The Reorganizations are structured to be tax-free for shareholders. Investors will receive detailed summaries regarding the Reorganizations and the new ETFs. Changes to purchase limitations for Institutional and Class K Shares of each Fund are also outlined, effective from various dates leading up to the reorganizations.

Document Link: View Document

Additional details:

Board Meeting Date: 2025-02-20


Reorganization Close Date: 2025-09-12


Funds Involved: BlackRock GA Disciplined Volatility Equity Fund, BlackRock GA Dynamic Equity Fund


Reorganization Type: merger into ETFs


Investment Adviser: BlackRock Fund Advisors


Shareholder Action Required: Hold shares through brokerage accounts that accept ETF shares


Tax Structure: Tax-free reorganization


Liquidation Plan: Cash payment for those not holding ETF-eligible accounts


Form Type: 497K

Filing Date: 2025-02-20

Corporate Action: Merger

Type: New

Accession Number: 000119312525030799

Filing Summary: On February 20, 2025, the Board of Trustees of Managed Account Series approved the reorganizations of BlackRock GA Disciplined Volatility Equity Fund and BlackRock GA Dynamic Equity Fund into exchange-traded funds (ETFs) to be managed by BlackRock Fund Advisors. The Board determined that the reorganizations are in the best interests of each Fund without diluting existing shareholders’ interests. The reorganizations will lead to the liquidation of the Funds, which will be completed on September 12, 2025. Details include requirements for shareholders to hold their Fund shares through a brokerage account capable of accepting ETF shares. The reorganizations are structured as tax-free events under U.S. tax law, meaning shareholders will generally not recognize a taxable gain or loss except for cash payments in lieu of fractional shares. The immediate and future amendments to the Fund's offerings were also outlined, including limits on new shares and account openings before the reorganizations.

Document Link: View Document

Additional details:

Board Meeting Date: 2025-02-20


Reorganization Closing Date: 2025-09-12


Fund Names: BlackRock GA Disciplined Volatility Equity Fund, BlackRock GA Dynamic Equity Fund


Acquiring Funds: iShares Disciplined Volatility Equity Active ETF, iShares Dynamic Equity Active ETF


Shareholder Action Requirements: Hold shares through a brokerage account that accepts ETF shares


Tax Implications: Generally tax-free, with potential tax on cash payments


Amendments Effective Date: 2025-05-01


Share Purchase Limits: Limited purchases starting May 1, 2025


Exchange Dates: Final exchange by September 10, 2025, and redemption by September 11, 2025


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