Overview of BlackRock Registered Investment Advisers
Each BlackRock entity listed below (individually, an “Adviser”) is registered as an investment
adviser with the SEC and is a wholly-owned subsidiary of BlackRock, Inc., a publicly traded
company. Although referred to collectively throughout this Brochure as the Advisers, each
Adviser is a separate and distinct company with its own differing investment capabilities
and functions. The Advisers generally have common policies and procedures with respect to
United States (“U.S.”) investment advisory clients and share senior management teams.
This Brochure provides an overview of each Adviser listed in the table below, showing Client
Assets Managed1 as of (12/31/2022):
BlackRock – Advisers SEC File # In Business Since2 Discretionary Non-Discretionary Total
BlackRock Financial
Management, Inc. ("BFM")
801-48433
10/21/1994
28 years
1,159,807,411,492 3,239,532,112 1,163,046,943,604
BlackRock Advisors, LLC
("BAL")
801-47710
9/23/1994
28 years
745,826,453,479 -- 745,826,453,479
BlackRock International
Limited ("BIL")
801-51087
10/4/1995
27 years
29,048,223,082 -- 29,048,223,082
BlackRock Capital
Management, Inc. ("BCM")
801-57038
11/19/1999
23 years
88,770,382,053 -- 88,770,382,053
BlackRock Investment
Management, LLC ("BIM")
801-56972
9/28/1999
23 years
328,149,917,870 74,719,192,653 402,869,110,5233
BlackRock Fund Advisors
("BFA")
801-22609
9/20/1984
38 years
2,406,691,634,676 -- 2,406,691,634,676
BlackRock (Singapore)
Limited ("BSL")
801-76926
12/20/2000
22 years
47,650,726,490 -- 47,650,726,490
BlackRock Asset
Management North Asia
Limited ("BAMNAL")
801-77343 8/10/1998
24 years
79,364,136,810 -- 79,364,136,810
BlackRock Asset
Management Schweiz AG
("BAMS")
801-78476 6/17/2005
17 years
768,904,671 -- 768,904,671
BlackRock Capital
Investment Advisors, LLC
("BCIA")
801-112118 11/2/2017
5 years
38,994,513,543 -- 38,994,513,543
1 The assets reported as Client Assets Managed include those assets for which an Adviser acts as the primary
adviser and/or the Adviser has been delegated investment management authority of all or a portion of the assets
of a client of another BlackRock Investment Adviser. Assets reported as Client Assets Managed excludes assets for
which a contracting Adviser has delegated discretionary investment advisory authority to another BlackRock
Investment Adviser.
2 “In Business” is based on each Adviser’s date of incorporation or organization, as appropriate.
3 * BIM’s “Non-Discretionary” assets include: $126,520,257 with respect to which BIM is responsible for making
investment recommendations to clients and, if approved by such clients, placing trades in their accounts to
implement such recommendations; and $74,592,672,396 with respect to which BIM provides investment services
(in the form of model portfolios) to third-party investment managers and such managers are responsible for
placing trades in their client accounts based on such model portfolios (please see references below to “Model-
Based SMA Programs” for more information on BIM’s participation in such Model-Based SMA Programs).
Tennenbaum Capital
Partners, LLC (“TCP”)
812-13068
5/26/1999
23 years
5,826,622,349 -- 5,826,622,349
SVOF/MM, LLC
(“SVOF/MM”)
801-63473
6/10/2004
18 years
626,601,456 -- 626,601,456
BlackRock – Advisers SEC File # In Business Since4 Discretionary Non-Discretionary Total
Advisory Services
As part of their investment management services, the Advisers collectively offer a range of
investment solutions from fundamental and quantitative active management to indexing
strategies designed to gain broad exposure to the world’s capital markets. Each Adviser
generally provides investment management services in accordance with applicable
investment guidelines and restrictions, including applicable restrictions on investing in
certain securities, or types of securities or other financial instruments, that are developed in
consultation with the client, or in accordance with the mandate selected by the client (e.g.,
fixed income, cash management, equity, alternative, index or multi-asset). Each pooled
investment vehicle managed or otherwise advised by an Adviser (e.g., U.S. registered
investment companies, including ETFs, and private investment funds) is managed in
accordance with its investment guidelines and restrictions and generally is not tailored to
the individualized needs of any particular fund shareholder or fund investor, and an
investment in such a vehicle does not, in and of itself, create an advisory relationship
between the shareholder or investor and an Adviser. The Advisers use both automated
and/or manual processes to manage portfolios in accordance with their stated portfolio
investment guidelines and restrictions.
An overview of each Adviser and its primary focus is provided in the table below:
BlackRock
- Advisers Primary Focus
BFM
Manages assets for institutional and high net worth clients, separate accounts, pooled investment vehicles,
private investment funds and U.S. registered investment companies. Mandates include cash management,
equity, fixed income, alternative, multi-asset and quantitative equity strategies.
BAL
Manages assets for U.S. registered investment companies and 529 Plans. Mandates include cash
management, equity, fixed income, alternative, multi-asset and quantitative equity strategies.
BIL5
Manages assets for institutional clients, separate accounts, pooled investment vehicles and U.S. registered
investment companies, including ETFs. Mandates include equity, fixed income, cash management and multi-
asset strategies.
BCM
Manages assets for institutional and high net worth clients, separate accounts, pooled investment vehicles,
private investment funds, and U.S. registered investment companies. Mandates include cash management,
fixed income and equity strategies.
BIM
Manages assets for institutional and high net worth clients, separate accounts, pooled investment vehicles
and U.S. registered investment companies. Also sponsors an SMA (“wrap fee”) program. Mandates include
cash management, equity, fixed income, alternative and multi-asset strategies.
BFA
Manages assets for institutional clients and U.S. registered investment companies, including ETFs. Mandates
include cash management, equity, fixed income, multi-asset and index strategies.
4 “In Business” is based on each Adviser’s date of incorporation or organization, as appropriate.
5 BIL is located in the United Kingdom and authorized by the Financial Conduct Authority of the United Kingdom.
In some cases, laws, rules and regulations applicable to BIL differ from those described generally herein. In such
cases, BIL has separate policies and procedures in support of such laws, rules and regulations.
BlackRock
- Advisers Primary Focus
BSL6
Manages assets for institutional clients, pooled investment vehicles and U.S. registered investment
companies. Mandates include fixed income, alternative and equity strategies.
BAMNAL7
Manages assets for institutional clients, pooled investment vehicles and U.S. registered investment
companies, including ETFs. Mandates include equity and real estate strategies.
BAMS8
Manages assets for institutional clients, pooled investment vehicles and separate accounts. Mandates
include fixed income, equity, private equity and infrastructure strategies. Also engages in distribution activity
in relation to non-U.S. domiciled collective investment schemes, as well as U.S. and non-U.S. ETFs.
BCIA
Manages assets for institutional clients, pooled investment vehicles, U.S.-registered investment companies,
business development companies and private investment funds. Mandates focus on credit, private equity and
secondaries opportunities.
TCP
Manages assets for pooled investment vehicles, U.S.-registered investment companies, business
development companies and private investment funds. Mandates focus on credit opportunities.
SVOF/MM Manages assets for private investment funds. Mandates focus on credit opportunities.
The Advisers’ investment management services are offered (directly or indirectly through a
sub-advisory arrangement with the client's primary investment adviser) to registered
investment companies, single-investor funds, discretionary and non-discretionary advisory
programs, commingled investment vehicles, other investment advisers, and individuals and
institutional investors through separate account management. The types of clients to which
each Adviser provides investment management services are disclosed in each Adviser’s
Form ADV Part 1 and summarized in Item 7 ("Types of Clients") of this Brochure.
Depending on the investment strategy or strategies that a client wishes to pursue, the
client's ultimate contractual relationship can be with one or more of the Advisers. For
example, a client that engages an Adviser to perform U.S. fixed income and non-U.S. equity
investment services can have two contractual relationships, one with BFM and one with BIL.
Institutional Separate Accounts and SMAs
Certain Advisers provide investment management services directly to institutional and
high net worth clients through SMAs.
Institutional clients typically retain an Adviser to manage their accounts pursuant to a
negotiated IMA between the Adviser and the client. As part of their institutional separate
account business, the Advisers have developed many investment strategies to meet
individual client risk profiles. The Advisers' institutional fixed income strategies span the
yield curve and incorporate the expertise of various U.S. and non-U.S. sector specialists.
The guidelines for each client's fixed income strategy are tailored to reflect the client’s
particular investment needs with respect to interest rate exposure, sector allocation, and
6 BSL is located in Singapore and licensed by the Monetary Authority of Singapore. In some cases, laws, rules and
regulations applicable to BSL differ from those described generally herein. In such cases, BSL has separate
policies and procedures in support of such laws, rules and regulations.
7 BAMNAL is located in Hong Kong and licensed by the Hong Kong Securities and Futures Commission in Hong
Kong. In some cases, laws, rules and regulations applicable to BAMNAL differ from those described generally
herein. In such cases, BAMNAL has separate policies and procedures in support of such laws, rules and
regulations.
8 BAMS is located in Switzerland and authorized as a fund management company with the Swiss Financial Market
Supervisory Authority. In some cases, laws, rules and regulations applicable to BAMS differ from those described
generally herein. In such cases, BAMS has separate policies and procedures in support of such laws, rules and
regulations.
credit quality. The Advisers' cash management strategies typically emphasize quality and
liquidity. The Advisers offer both U.S. and non-U.S. equity investment strategies to
institutional clients using a variety of investment styles, including growth, value, core
and enhanced equity, that are targeted to specific market capitalization ranges,
including small-cap, mid-cap, small/mid-cap, large-cap and all-cap, as well as
geographic and industry sectors which can be tailored to meet the specific needs of
clients. The Advisers also offer alternative asset and multi-asset separate account
strategies to institutional clients, including strategies that permit the Advisers to allocate
all or a portion of the portfolio management to non-affiliated investment advisers
selected by the Advisers.
High net worth clients can retain an Adviser to manage their accounts by participating
in a SMA Program sponsored either by the Adviser or by a third-party investment-
adviser, broker-dealer or other financial services firm (the “Sponsor”). Depending on the
structure of the program, an SMA Program client enters into an investment advisory
agreement with the Adviser and/or the third-party Sponsor. BIM sponsors Private
Investors, an SMA Program. Through Private Investors, BIM offers a variety of equity,
fixed income, and multi-asset investment strategies to clients generally referred by
Merrill Lynch, Pierce, Fenner & Smith Incorporated (“MLPF&S”) pursuant to an
endorsement arrangement between BIM and MLPF&S which is described in Item 14
(“Client Referrals and Other Compensation”) of this Brochure. Additional information
about Private Investors is available through its disclosure document (the “Private
Investors Brochure”), which is available to current and prospective Private Investors
clients. As the sponsor of Private Investors, BIM provides Private Investors clients with
the Private Investors Brochure. On June 30, 2020, the Private Investors program was
“soft closed”. Effective October 15, 2020, this program status change means that only
clients who meet specific criteria set by MLPF&S can open new accounts on the Private
Investors platform , subject to certain exceptions agreed to by MLPF&S from time to
time. However, existing Private Investors clients will be able to add and withdraw funds
in their existing accounts as well as make strategy changes after this date.
BIM also participates as an investment manager in SMA Programs sponsored by third-
party Sponsors, including in certain cases where BIM acts as sub-adviser to clients who
authorize their investment advisers to retain BIM (directly or indirectly) to act as a
discretionary investment manager. The SMA Programs in which BIM currently
participates are identified in BIM’s Form ADV Part 1. BIM requires a minimum account
size for certain of its investment strategies, which varies among SMA Programs. In most
SMA Programs, the Sponsor is responsible for establishing the financial circumstances,
investment objectives, and investment restrictions applicable to each client, often
through a client profile (the “Profile”) and discussions between the client and the
Sponsor’s personnel. Each client typically completes a Profile in addition to executing a
program contract with the Sponsor. In some SMA Programs (often referred to as “Dual
Contract SMA Programs”), clients are required to execute a separate agreement directly
with each investment manager (such as BIM) or the investment manager is made a
party to the client/Sponsor agreement. The client’s program agreement with the
Sponsor generally sets forth the services to be provided to the client by or on behalf of
the Sponsor, which can include, among other things: (i) manager selection; (ii) trade
execution, often without a transaction-specific commission or charge; (iii) custodial
services; (iv) periodic monitoring of investment managers; and (v) performance
reporting. Clients typically are charged by the Sponsor quarterly, in advance or in
arrears, a comprehensive or wrap fee based upon a percentage of the value of the assets
under management to cover such services. The wrap fee often, but not always, includes
the advisory fees
charged by BIM (or other participating managers) through the
program. Where the services provided by BIM (or another participating manager) are
included in the wrap fee, the Sponsor generally collects the wrap fee from the client and
remits the advisory fee to BIM (or other participating manager). In Dual Contract SMA
Programs, the investment manager’s fee typically is paid directly by the client pursuant
to a separate agreement between the investment manager and the client.
SMA Program clients also are subject to additional fees, expenses, and charges (
e.g.,
commissions on transactions executed by a broker-dealer other than the Sponsor or the
program’s designated broker-dealer(s), expenses with respect to investments in pooled
vehicles (such as ETFs and money market funds and other registered investment
companies), dealer mark-ups or mark-downs on principal transactions, and certain
costs or charges imposed by the Sponsor or a third-party, such as odd-lot differentials,
exchange fees, and transfer taxes mandated by law). Generally, Sponsors are
responsible for providing clients with both this Brochure and other applicable brochures
for the Sponsor's program (the “Program Brochure”). The Program Brochure for each
Sponsor is also available through the SEC’s Investment Adviser Public Disclosure
website. SMA Program clients should review the Sponsor’s Program Brochure for
further details about the relevant program. Such clients should consider that,
depending upon the rate of the wrap fee charged, the amount of trading activity, the
value of custodial and other services provided and other factors, the wrap fee could
exceed the aggregate costs of the services provided if they were to be obtained
separately (although, in some cases, it is possible to obtain such services only through
the program) and, with respect to brokerage, any transaction-based commissions paid
by the account. BIM is not responsible for, and does not attempt to determine, whether a
third-party SMA Program is suitable or advisable for program participants. BIM reserves
the right, in its sole discretion, to reject any account referred to it by a Sponsor for any
reason, including, but not limited to, the client’s stated investment goals and
restrictions.
BIM’s fees for managing SMA Program accounts can be less than the fees it receives for
managing similar accounts outside of an SMA Program. However, clients should be
aware that, as discussed above, the total fees and expenses associated with an SMA
Program can exceed those available if the services were acquired separately.
An institutional client typically consults with an Adviser at the outset of the Adviser-
client relationship to establish customized investment guidelines applicable to the
Adviser’s management of the client’s separate account, and such guidelines often vary
significantly among institutional client separate accounts with the same investment
objective. An SMA Program client typically selects (in its program agreement) an
investment strategy for BIM to utilize in connection with its management of the client’s
account (
e.g., U.S. large-cap equity, U.S. short-term taxable fixed income). As discussed
in Item 8 (“Methods of Analysis, Investment Strategies and Risk of Loss”) of this
Brochure, SMA Program accounts following the same investment strategy typically are
managed by BIM in accordance with a “target portfolio” (for equity securities) or “model
guidelines” (for fixed income securities), subject to any reasonable investment
restrictions imposed by clients. Therefore, SMA Program accounts following the same
investment strategy typically hold the same or similar securities in accordance with the
target portfolio or model guidelines, as applicable. In addition, BIM typically effects
equity transactions for SMA Program accounts with the program’s designated broker-
dealer, whereas an Adviser usually effects equity transactions for institutional separate
accounts with a variety of broker-dealers. For additional information please refer to Item
12 (“Brokerage Practices”) of this Brochure.
Since an SMA Program account is generally only one component of a client’s overall
portfolio, BIM will not approve or otherwise monitor compliance with the client’s
investment policy statement(s) (IPS) applying to the client’s overall portfolio when
provided in connection with the opening of an account in the SMA Programs described
in this brochure. BIM will not be responsible for ensuring that a client’s investment
policy guidelines and asset allocation choices comply with all specific legal, actuarial or
other requirements that may apply as part of the IPS. That responsibility rests solely
with the client who should consult with their legal and tax advisors regarding those
matters.
Certain investment strategies offered in some SMA Programs and institutional separate
accounts invest in securities that are not traded in U.S. markets. As a result, certain
securities are subject to state or territory registration requirements. If a security an
Adviser wishes to purchase for such an SMA Program or institutional separate account
is not registered or exempt from registration in a particular state or territory, applicable
regulatory requirements can restrict the purchase of that security for residents of that
state or territory, which could affect portfolio composition, diversification and
performance.
Model-Based SMA Programs
In certain SMA Programs (referred to below as “Model-Based SMA Programs”), BIM
provides non-discretionary investment services (often in the form of model portfolios) to
an overlay portfolio manager (“OPM”) retained by the Sponsor which may utilize BIM’s
model portfolios in connection with its management of client accounts. Generally, it is
only the OPM, and not BIM, which acts as investment adviser to program clients, and in
most of the Model-Based SMA Programs in which BIM participates, the OPM, and not
BIM,
is responsible for implementing trades in client accounts. In most of the Model-Based
SMA Programs in which BIM participates, clients are able to designate the particular
model portfolios to be utilized by the OPM in managing their accounts, the OPM
typically implements BIM’s model portfolios (subject only to account-specific
restrictions imposed by clients), and the fees payable to BIM for providing such model
portfolios typically are paid by the Sponsor or OPM based on the amount of their clients’
assets that are managed by the OPM. A model portfolio may include equity and/or fixed
income securities including, but not limited to, shares of exchange-traded funds and
mutual funds, some of which may pay fees to the Advisers for providing management,
administrative or other services (“Affiliated Funds”) that are in addition to any fees
received by BIM for providing non-discretionary investment services. BIM generally
includes such assets in its Non-Discretionary Client Assets Managed set forth above in
the table under “Overview of BlackRock Registered Investment Advisers” in Item 4
(“Advisory Business”) of this Brochure. The Model-Based SMA Programs to which BIM
currently provides model portfolios are identified in BIM’s Form ADV Part 1.
Delivery of Model Portfolios
BlackRock, through various business units, offers non-discretionary model portfolios,
some of which may be customized, to registered investment advisers and other financial
institutions (“Financial Intermediaries”). Such model portfolios may be composed of
either (i) all Affiliated Funds or (ii) a significant allocation to Affiliated Funds and the
remaining allocation to funds that are sponsored and advised by third-party asset
managers (“External Products”). In certain instances, model portfolios that include
External Products target a minimum allocation to Affiliated Funds but can also allocate
up to 100% in Affiliated Funds. Access to model portfolios may be made available
through agreements with the financial institutions or through BlackRock’s Research
and Digital Services (as described below), and a Financial Intermediary is responsible
for determining the suitability of a particular model portfolio for its clients.
When External Products are included in a model portfolio, BlackRock will not review the
entire universe of available External Products that may be appropriate for a model
portfolio, but rather will only consider for inclusion a subset of such External Products
that have been reviewed and approved by BlackRock as determined in its sole
discretion. As a result, there may be one or more External Products that would be a more
appropriate addition to the model portfolio than the investment product selected by
BlackRock, from the standpoint of the factors that BlackRock has taken into
consideration or other factors not considered. Such External Products not selected may
outperform the investment product selected for the model portfolio.
When a model portfolio includes only Affiliated Funds, BlackRock will not review or
consider External Products. As a result, there may be one or more External Products that
would be a more appropriate addition to the model portfolio than the Affiliated Fund
selected by BlackRock, from the standpoint of the factors that BlackRock has taken into
consideration or other factors not considered. Such External Products not selected may
outperform the Affiliated Fund selected for the model portfolio.
BlackRock has a conflict of interest as there is a financial incentive to (i) select Affiliated
Funds and (ii) select Affiliated Funds with higher expenses than Affiliated Funds with
lower expenses for inclusion in the model portfolios because an Adviser or its Affiliate
receives fees from such Affiliated Funds for providing management, administrative or
other services, and therefore, the model portfolios’ allocation to such Affiliated Funds
will benefit BlackRock and its Affiliates. BlackRock generally does not charge any fees
for providing model portfolios comprised solely of funds; the fees that an Adviser and its
Affiliate receive from the Affiliated Funds included in a model portfolio are typically the
only compensation received by BlackRock with respect to the model portfolios. This
conflict of interest may result in model portfolios with lower performance or higher fees
than they would have had if the model portfolios did not invest in Affiliated Funds.
BlackRock is not responsible for implementing trades in the accounts of client
accounts. Generally, it is the Financial Intermediary, and not BlackRock, which is
responsible for implementing trades in client accounts (subject only to account-specific
restrictions imposed by clients).
Portfolio Research Services and Digital Investment Tools and Analysis
In certain instances, BFM and BFA provide impersonal, non-discretionary portfolio
research services and digital tools and analysis (“Research and Digital Services”) to (i)
institutional investors and/or fiduciaries acting on behalf of institutional investors, in
the case of BFM, and (ii) financial advisers and other representatives of a registered
investment adviser, in the case of BFA and BFM (each, a “Research and Digital Service
Recipient”). Such Research and Digital Services may be provided to Research and
Digital Service Recipients through: (i) BlackRock’s website or (ii) a digital property made
available on BlackRock’s or a third-party’s website. The Research and Digital Service
Recipient may use the Research and Digital Services, which may include model
portfolios provided by BlackRock or by third-party providers, for investment research or
portfolio analysis and is under no obligation to implement any output or analysis from
the Research and Digital Services. Neither BFM nor BFA is responsible for any model
portfolios or other information provided by third parties for use in the Research and
Digital Services.
Services of Affiliates
On February 1, 2021, BlackRock, Inc. completed its acquisition of Aperio Holdings, LLC and
other equity interests related to Aperio Holdings, LLC, upon which BlackRock acquired all of
the outstanding equity interests of Aperio Holdings and, indirectly, all the equity interests in
Aperio Group, LLC. As a result of the acquisition, Aperio Group, LLC (“Aperio”) is now an
indirect wholly-owned subsidiary of BlackRock, Inc. Aperio manages domestic,
international, and global equity portfolios for high-net-worth individuals, institutions, and
intermediaries such as wealth managers, consultants, and family offices. In addition, Aperio
provides sub-advisory investment management services to registered mutual funds and
pooled investment vehicles, including private funds. For further information about Aperio
Group LLC, including its business practices and advisory services, please refer to its Form
ADV brochure available on the SEC’s website a
t www.adviserinfo.sec.gov.
BlackRock, Inc. operates its investment management business through the Advisers, as well
as through multiple affiliates, some of which are also investment advisers registered with
the SEC, one of which is a limited purpose national banking association chartered by the
U.S. Department of Treasury's Office of the Comptroller of the Currency, some of which are
registered only with non-U.S. regulatory authorities and some of which are registered with
multiple regulatory authorities. The Advisers use the services of their broker-dealer affiliates
which are registered under the Securities Exchange Act of 1934, as amended (the
“Exchange Act”) and members of the Financial Industry Regulatory Authority (“FINRA”), as
needed. For additional information, please refer to Item 10 (“Other Financial Industry
Activities and Affiliations”) and Item 12 (“Brokerage Practices”) of this Brochure. The
Advisers use the services of one or more BlackRock, Inc. subsidiaries or appropriate
personnel of one or more BlackRock, Inc. subsidiaries for investment advice, portfolio
execution and trading, operational support, and client servicing in their local or regional
markets or their areas of special expertise without specific consent by the client, except to
the extent explicitly restricted by the client in or pursuant to its IMA, or inconsistent with
applicable law. Arrangements among affiliates take a variety of forms, including but not
limited to dual employee, delegation, participating affiliate, sub-advisory, sub-agency, or
other servicing agreements. This practice is designed to make BlackRock’s global
capabilities available to an Adviser’s clients in as seamless a manner as practical within a
varying global regulatory framework. In these circumstances, the Adviser with which the
client has its IMA remains fully responsible for the account from a legal and contractual
perspective. No additional fees are charged for the affiliates’ services except as set forth in
the Client’s IMA, governing documents and/or offering memorandum (“OM”).