<PAGE>
FORM 10-Q
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2000
OR
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from_____________ to _______________.
Commission file number 001-15305
BlackRock, Inc.
---------------
(Exact name of registrant as specified in its charter)
Delaware 51-0380803
------------------------------ ----------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
345 Park Avenue, New York, NY 10154
-----------------------------------
(Address of principal executive offices)
(Zip Code)
(212) 754-5560
--------------
(Registrant's telephone number, including area code)
_________________________
(Former name or former address, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No _________
--------
As of October 31, 2000, there were 9,047,086 shares of the registrant's
class A common stock issued and outstanding and 54,886,382 shares of the
registrant's class B common stock issued and outstanding.
<PAGE>
BlackRock, Inc.
Index to Form 10-Q
PART I
FINANCIAL INFORMATION
<TABLE>
<CAPTION>
Page
<S> <C>
Item 1. Financial Statements
Consolidated Statements of Financial Condition 1
Consolidated Statements of Income 2
Consolidated Statements of Cash Flows 3
Notes to Consolidated Financial Statements 4
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 9
PART II
OTHER INFORMATION
Item 1. Legal Proceedings 20
Item 2. Changes in Securities and Use of Proceeds 20
Item 6. Exhibits and Reports on Form 8-K 20
</TABLE>
i
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
BlackRock, Inc.
Consolidated Statements of Financial Condition
(Dollar amounts in thousands)
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
----------------- -----------------
(unaudited)
<S> <C> <C>
Assets
Cash and cash equivalents $158,928 $157,129
Accounts receivable 76,535 63,726
Investments, available for sale (cost: $14,122 and $2,486, respectively) 14,207 2,255
Property and equipment, net 37,678 22,677
Intangible assets, net 194,757 194,257
Receivable from affiliates 1,106 2,111
Other assets 9,284 5,427
----------------- -----------------
Total assets $492,495 $447,582
================= =================
Liabilities and stockholders' equity
Note payable to affiliate $ - $28,200
Accrued compensation 96,498 90,350
Accounts payable and accrued liabilities
Affiliate 30,288 33,476
Other 10,852 10,474
Accrued interest payable to affiliate - 705
Acquired management contract obligation 8,040 -
Other liabilities 3,269 3,851
----------------- -----------------
Total liabilities 148,947 167,056
----------------- -----------------
Stockholders' equity
Common stock, class A, $0.01 par value, 250,000,000 shares authorized
and 9,002,841 and 9,000,000 shares outstanding, respectively 90 90
Common stock, class B, $0.01 par value, 100,000,000 shares
authorized and 54,886,382 shares outstanding 549 549
Additional paid-in capital 170,558 169,554
Retained earnings 175,518 112,703
Unearned compensation (2,355) (2,139)
Accumulated other comprehensive loss (812) (231)
----------------- -----------------
Total stockholders' equity 343,548 280,526
----------------- -----------------
Total liabilities and stockholders' equity $492,495 $447,582
================= =================
</TABLE>
See accompanying notes to consolidated financial statements.
1
<PAGE>
BlackRock, Inc.
Consolidated Statements of Income
(Dollar amounts in thousands, except share data)
(unaudited)
<TABLE>
<CAPTION>
Three months ended Nine months ended
September 30, September 30,
--------------------------------- ---------------------------------
2000 1999 2000 1999
--------------- --------------- --------------- ---------------
<S> <C> <C> <C> <C>
Revenue
Investment advisory and administration fees
Mutual funds $57,745 $61,665 $173,073 $161,302
Separate accounts 63,539 39,141 157,513 110,475
BAI - (5,018) - (7,072)
Other income
Affiliate 1,250 1,250 3,750 3,750
Other 5,167 3,069 13,996 11,744
--------------- --------------- --------------- ---------------
Total revenue 127,701 100,107 348,332 280,199
--------------- --------------- --------------- ---------------
Expense
Employee compensation and benefits 53,272 35,172 136,622 101,135
BAI incentive compensation - (3,894) - (5,387)
Fund administration and servicing costs - affiliate 19,313 23,723 57,522 60,058
General and administration
Affiliate 960 1,234 3,462 3,965
Other 14,617 10,801 39,820 31,904
Amortization of intangible assets 2,613 2,413 7,540 7,240
--------------- --------------- --------------- ---------------
Total expense 90,775 69,449 244,966 198,915
--------------- --------------- --------------- ---------------
Operating income 36,926 30,658 103,366 81,284
Non-operating income (expense)
Interest and dividend income 2,197 918 4,664 2,211
Interest expense (215) (3,116) (654) (10,237)
--------------- --------------- --------------- ---------------
Total non-operating income (expense) 1,982 (2,198) 4,010 (8,026)
--------------- --------------- --------------- ---------------
Income before income taxes 38,908 28,460 107,376 73,258
Income taxes 16,147 12,237 44,561 31,050
--------------- --------------- --------------- ---------------
Net income $22,761 $16,223 $ 62,815 $42,208
=============== =============== =============== ===============
Earnings per share
Basic $0.36 $0.30 $0.98 $0.77
Diluted $0.35 $0.30 $0.97 $0.77
Weighted-average shares outstanding
Basic 63,884,410 54,675,353 63,871,568 54,762,955
Diluted 64,651,300 54,850,506 64,524,607 54,938,108
</TABLE>
See accompanying notes to consolidated financial statements.
2
<PAGE>
BlackRock, Inc.
Consolidated Statements of Cash Flows
(Dollar amounts in thousands)
(unaudited)
<TABLE>
<CAPTION>
Nine months ended
September 30,
------------------------------
2000 1999
-------------- ------------
<S> <C> <C>
Cash flows from operating activities
Net income $ 62,815 $ 42,208
Adjustments to reconcile net income to net cash provided by
operating activities:
Depreciation and amortization 14,992 13,745
Amortization of discount on issuance of class B common stock 528 -
Shares issued under the Nonemployee Directors Stock Compensation Plan 70 -
Changes in operating assets and liabilities:
(Increase) decrease in accounts receivable (12,809) 46,696
Decrease (increase) in receivable from affiliates 1,005 (988)
Increase in other assets (3,857) (4,099)
Increase (decrease) in accrued compensation 6,148 (6,152)
(Decrease) increase in accounts payable and accrued liabilities (2,810) 10,799
Decrease in accrued interest payable to affiliates (705) (999)
(Decrease) increase in other liabilities (523) 568
------------ ------------
Cash provided by operating activities 64,854 101,778
Cash flows from investing activities
Purchase of property and equipment (22,453) (12,938)
Purchase of investments (11,671) (171)
------------ ------------
Cash used in investing activities (34,124) (13,109)
Cash flows from financing activities
Repayment of note and loan payable to affiliates (28,200) (43,800)
Purchase of treasury stock - (550)
Reissuance of treasury stock - 750
Proceeds received from issuance of class A common stock 222 -
Expenses related to issuance of class A common stock (91) -
------------ ------------
Cash used in financing activities (28,069) (43,600)
Effect of exchange rate changes on cash and cash equivalents (862) -
Net increase in cash and cash equivalents 1,799 45,069
Cash and cash equivalents, beginning of period 157,129 113,450
------------ ------------
Cash and cash equivalents, end of period $ 158,928 $ 158,519
============ ============
</TABLE>
See accompanying notes to consolidated financial statements.
3
<PAGE>
BlackRock, Inc.
Notes to Consolidated Financial Statements
Quarter Ended September 30, 2000 and 1999
(Dollar amounts in thousands, except share data)
(unaudited)
1. Significant Accounting Policies
Basis of Presentation
The consolidated interim financial statements of BlackRock, Inc. and its
subsidiaries ("BlackRock" or the "Company") included herein have been prepared
in accordance with generally accepted accounting principles for interim
financial information and Rule 10-01 of Regulation S-X. Accordingly, they do not
include all the information and footnotes required by generally accepted
accounting principles for complete financial statements. These consolidated
financial statements are unaudited and should be read in conjunction with the
audited consolidated financial statements and notes thereto included in the
Company's Annual Report on Form 10-K for the year ended December 31, 1999. The
Company follows the same accounting policies in the preparation of interim
reports. In the opinion of management, the consolidated financial statements
reflect all adjustments, which are of a normal recurring nature, necessary for a
fair presentation of the financial position, results of operations and cash
flows of BlackRock for the interim periods presented and are not necessarily
indicative of a full year's results.
In preparing the consolidated financial statements, management is required
to make estimates and assumptions that affect the amounts reported in the
financial statements. Actual results could differ from those estimates.
Intangible Assets
Intangible assets are comprised of goodwill and management contract
acquired. Goodwill is amortized on a straight-line basis over 25 years.
Management contract acquired is amortized in proportion to and over the period
of contract revenue, which is ten years. The Company continually evaluates the
carrying value of intangible assets. Any impairment would be recognized when the
future operating cash flows expected to be derived from such intangible assets
are less than their carrying value. In such instances, impairment, if any, is
measured on a discounted future cash flow basis.
Reclassification of Prior Period's Statements
Certain items previously reported have been reclassified to conform with
the current year's presentation.
Recent Accounting Pronouncement
In December 1999, the Securities and Exchange Commission issued Staff
Accounting Bulletin ("SAB") No. 101, "Revenue Recognition in Financial
Statements". SAB No. 101 provides guidance on applying generally accepted
accounting principles to revenue recognition issues in financial statements. The
Company has adopted SAB No. 101 as required in the first quarter of 2000. The
adoption of SAB No. 101 has not had a material effect on the Company's
consolidated results of operations and financial position.
4
<PAGE>
2. Property and Equipment
Property and equipment consist of the following:
<TABLE>
<CAPTION>
September 30, December 31,
-------------------------------
2000 1999
------------- ---------------
<S> <C> <C>
Equipment and Computer Software $34,035 $26,778
Leasehold improvements 7,505 7,454
Furniture and fixtures 7,105 6,893
Land 3,564 3,564
Construction in progress 14,895 -
----------- ------------
67,104 44,689
----------- ------------
Less accumulated depreciation 29,426 22,012
----------- ------------
Property and equipment, net $37,678 $22,677
=========== ============
</TABLE>
Depreciation expense was approximately $2,844 and $1,878 for the three
months ended September 30, 2000 and 1999, respectively and $7,452 and $6,507 for
the nine months ended September 30, 2000 and 1999, respectively.
During the fourth quarter of 1999, the Company purchased land in
Wilmington, Delaware for $3,564 and is presently constructing an 84,000 square
foot office building at an estimated cost of approximately $20,000.
Construction in progress reflects expenditures on capital projects located
in Wilmington, Delaware and New York, New York.
3. Intangible Assets
a) Goodwill
The consolidated financial statements reflect the results of
operations of the former BlackRock Financial Management, LP ("BFM")
and BFM Advisory LP, which were acquired by The PNC Financial
Services Group, Inc. (then known as PNC Bank Corp.) on February 28,
1995. Goodwill recognized at acquisition approximated $240,000 and
is being amortized on a straight-line basis over 25 years.
b) Management Contract Acquired
On May 15, 2000, BlackRock entered into a contract in connection
with the agreement and plan of merger of CORE Cap, Inc. with
Anthracite Capital, Inc., a BlackRock managed REIT. This agreement
assigns the managerial rights and duties of CORE Cap, Inc.'s former
manager to BlackRock for consideration in the amount of $12,500 to
be paid by BlackRock over a ten-year period. As of September 30,
2000, the present value of the acquired contract using an imputed
interest rate of 10 percent is $8,040. This amount is recorded as an
intangible asset and is being amortized over ten years.
4. Note and Loan Payable to Affiliates
On February 29, 2000, the Company paid the remaining balance of $28,200 on
an unsecured note with B.P. Partners, L.P., an entity comprised of former
partners of BFM, who received deferred notes on February 28, 1995 as part of the
purchase price for BFM.
5
<PAGE>
5. Commitments
a) Lease Commitments
The Company leases its primary office space under agreements which
expire in 2017. Future minimum commitments under these operating leases,
net of rental reimbursements of $1,831 through 2005 from a sublease
arrangement, are as follows:
<TABLE>
<S> <C>
2000 $2,639
2001 5,351
2002 9,211
2003 9,977
2004 9,977
Thereafter 119,859
----------
$157,014
==========
</TABLE>
In connection with certain lease agreements, the Company is responsible for
escalation payments.
Occupancy expense amounted to $3,038 and $2,074 for the three months ended
September 30, 2000 and 1999, respectively and $7,453 and $5,917 for the nine
months ended September 30, 2000 and 1999, respectively.
On May 3, 2000, BlackRock signed a lease with 40 East 52nd Street L.P. for
approximately 171,000 square feet of office space at 40 East 52nd Street, New
York, New York. This location will house BlackRock's corporate headquarters and
will accommodate all of BlackRock's current New York City-based operations.
Under the lease, BlackRock occupied approximately 19,000 square feet in July
2000 with the remaining 152,000 square feet to commence on or about September 1,
2001. The lease will terminate on February 28, 2017. Total rent payments over
the lease term will approximate $138,000. The 152,000 square feet of new space
will be placed in service in early 2002 consistent with the termination of all
other BlackRock New York City leaseholds on February 28, 2002.
b) Acquired Management Contract Obligation
In connection with the management contract acquired associated with the
agreement and plan of merger of CORE Cap, Inc. with Anthracite Capital, Inc., a
BlackRock managed REIT, the Company recorded an $8,040 liability using an
imputed interest rate of 10 percent. At September 30, 2000, the future minimum
commitment under the agreement is as follows:
<TABLE>
<S> <C>
2001 $ 1,500
2002 1,500
2003 1,500
2004 1,500
2005 1,500
Thereafter 5,000
---------
$12,500
---------
less:
Imputed interest 4,460
---------
Present value of Management Contract $ 8,040
=========
</TABLE>
6
<PAGE>
6. Comprehensive Income
<TABLE>
<CAPTION>
Three months ended Nine months ended
September 30, September 30,
--------------------- ----------------------
2000 1999 2000 1999
-------- ------- --------- -------
<S> <C> <C> <C> <C>
Net income $22,761 $16,223 $62,815 $42,208
Accumulated other comprehensive gain (loss):
Net unrealized gain (loss) from investments, available for sale 107 (94) 281 (193)
Foreign currency translation loss (836) - (862) -
------- ------- ------- -------
Comprehensive income $22,032 $16,129 $62,234 $42,015
======= ======= ======= =======
</TABLE>
7. Earnings Per Share
The following table sets forth the computation of basic and diluted
earnings per share:
<TABLE>
<CAPTION>
Three months ended Nine months ended
September 30, September 30,
------------------------------ -------------------------------
2000 1999 2000 1999
------------ ------------ -------------- ----------
<S> <C> <C> <C> <C>
Net income $22,761 $16,223 $62,815 $42,208
------------ ----------- ----------- -----------
Basic weighted-average shares outstanding 63,884,410 54,675,353 63,871,568 54,762,955
Dilutive potential shares from forward sales 175,153 175,153 175,153 175,153
Dilutive potential shares from stock options 591,737 - 477,886 -
------------ ----------- ----------- -----------
Dilutive weighted-average shares outstanding 64,651,300 54,850,506 64,524,607 54,938,108
============ =========== =========== ===========
Basic earnings per share $0.36 $0.30 $0.98 $0.77
============ =========== =========== ===========
Diluted earnings per share $0.35 $0.30 $0.97 $0.77
============ =========== =========== ===========
</TABLE>
Net income per common share is computed using the weighted-average number
of common and common equivalent shares outstanding. Common and common equivalent
shares from stock options are excluded from the computation if their effect is
antidilutive, except that, pursuant to the Securities and Exchange Commission
Staff Accounting Bulletin 98, "Earnings per share," common and common equivalent
shares issued at prices below the public offering price during the twelve months
immediately preceding BlackRock's initial public offering on October 1, 1999
have been included in the calculation as if they were outstanding for all
periods presented using the treasury stock method and the options' exercise
price of $14.00 per share.
7
<PAGE>
8. Supplemental Statements of Cash Flow Information
Supplemental disclosure of cash flow information:
<TABLE>
<CAPTION>
Nine months ended
September 30,
2000 1999
-----------------------
<S> <C> <C>
Cash paid for interest $1,058 $8,486
========= =========
Cash paid for income taxes $42,514 $25,864
========= =========
</TABLE>
Supplemental schedule of noncash transactions:
<TABLE>
<CAPTION>
Nine months ended
September 30,
2000 1999
-----------------
<S> <C> <C>
Acquired management contract $8,040 -
======= =======
</TABLE>
8
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
BlackRock, Inc., a Delaware corporation (together with its subsidiaries
"BlackRock" or the "Company"), is one of the 30 largest investment management
firms in the United States with approximately $190.8 billion of assets under
management at September 30, 2000. BlackRock is a majority owned indirect
subsidiary of The PNC Financial Services Group, Inc. ("PNC"), one of the largest
diversified financial service companies in the United States operating regional
banking, corporate banking, real estate finance, asset-based lending, private
banking, asset management and global fund processing services. PNC acquired
BlackRock in 1995 and consolidated a substantial part of PNC's asset management
businesses under the BlackRock name in 1998. On October 1, 1999, BlackRock
offered 9 million shares of class A common stock in an initial public offering
("IPO"). As of September 30, 2000, PNC indirectly owns approximately 70%, the
public owns approximately 14% and BlackRock employees own approximately 16% of
BlackRock.
The following table summarizes BlackRock's operating performance for
the three and nine months ended September 30, 2000 and September 30, 1999:
BlackRock, Inc.
Financial Highlights
Reported Results
($ in thousands, except share data)
(unaudited)
<TABLE>
<CAPTION>
Three months ended Variance vs.
--------------------------------- ----------------------------------
September 30, June 30, September 30, 1999 June 30, 2000
-------------------- ---------- ------------------- ---------------
2000 1999 2000 Amount % Amount %
-------- -------- ---------- ---------- ---- -------- ----
<S> <C> <C> <C> <C> <C> <C> <C>
Total revenue $127,701 $100,107 $112,571 $27,594 28% $15,130 13%
Total expense $90,775 $69,449 $78,249 $21,326 31% $12,526 16%
Operating income $36,926 $30,658 $34,322 $6,268 20% $2,604 8%
Net income $22,761 $16,223 $20,857 $6,538 40% $1,904 9%
Diluted earnings per share $0.35 $0.30 $0.32 $0.05 17% $0.03 9%
Pro-forma diluted earnings per share (a) $0.35 $0.27 $0.32 $0.08 30% $0.03 9%
Diluted cash earnings per share (b) $0.39 $0.34 $0.37 $0.05 15% $0.02 5%
Pro-forma diluted cash earnings per share (a) (b) $0.39 $0.31 $0.37 $0.08 26% $0.02 5%
Average diluted shares outstanding 64,651,300 54,850,506 64,492,447 9,800,794 18% 158,853 0%
EBITDA (c) $44,580 $35,867 $40,641 $8,713 24% $3,939 10%
Operating margin (d) 34.1% 40.1% 36.5%
Assets under management ($ in millions) $190,808 $148,102 $177,337 $42,706 29% $13,471 8%
Nine months ended
September 30, Variance
--------------------------- ------------------------
2000 1999 Amount %
---------- ----------- ------------ -------
<S> <C> <C> <C> <C>
Total revenue $ 348,332 $ 280,199 $ 68,133 24%
Total expense $ 244,966 $ 198,915 $ 46,051 23%
Operating income $ 103,366 $ 81,284 $ 22,082 27%
Net income $ 62,815 $ 42,208 $ 20,607 49%
Diluted earnings per share $ 0.97 $ 0.77 $ 0.20 26%
Pro-forma diluted earnings per share (a) $ 0.97 $ 0.72 $ 0.25 35%
Diluted cash earnings per share (b) $ 1.09 $ 0.90 $ 0.19 21%
Pro-forma diluted cash earnings per share (a) (b) $ 1.09 $ 0.83 $ 0.26 31%
Average diluted shares outstanding 64,524,607 54,938,108 9,586,499 17%
EBITDA (c) $ 123,022 $ 97,242 $ 25,780 27%
Operating margin (d) 35.5% 36.9%
Assets under management ($ in millions) $ 190,808 $ 148,102 $ 42,706 29%
</TABLE>
(a) Based on adjusting 1999 net income to reflect the after-tax interest
expense benefit of retiring $115 million of debt (net offering proceeds)
with weighted-average common shares increased by 9 million.
(b) Net income plus amortization expense for the period divided by average
diluted shares outstanding.
(c) Earnings before interest, taxes, depreciation and amortization.
(d) Operating income divided by total revenue less fund administration and
servicing costs - affiliates.
9
<PAGE>
General
BlackRock derives a substantial portion of its revenue from investment
advisory and administration fees, which are recognized as the services are
performed. Such fees are primarily based on predetermined percentages of the
market value of assets under management and are affected by changes in assets
under management, including market appreciation or depreciation and net
subscriptions or redemptions. Net subscriptions or redemptions represent the sum
of new client assets, additional fundings from existing clients, withdrawals of
assets from and termination of client accounts and purchases and redemptions of
mutual fund shares.
Investment advisory agreements for certain separate accounts and
BlackRock's alternative investment products provide for performance fees in
addition to fees based on assets under management. Performance fees are earned
when investment performance exceeds a contractual threshold and, accordingly,
may increase the volatility of BlackRock's revenue and earnings.
BlackRock provides a variety of risk management services to insurance
companies, finance companies, pension funds, REITs, commercial and mortgage
banks, savings institutions and government agencies. These services are provided
under the brand name BlackRock Solutions and include a wide array of risk
management services and enterprise investment system outsourcing to clients. The
fees earned on risk management advisory assignments are recorded as other
income.
BlackRock Asset Investors ("BAI") was an alternative investment product
created in 1994 in response to the opportunity that the Company perceived in the
commercial real estate sector. Due to reduced opportunities to generate
appropriate returns, BAI's Board of Trustees and shareholders approved
management's recommendation in 1997 to liquidate the fund, which was completed
on September 27, 1999. The net impact to BlackRock's operating income as a
result of the liquidation, which involved the sale of BAI's assets was a loss of
$1.1 million and $1.7 million for the three and nine months ended September 30,
1999, respectively.
Operating revenue primarily consists of investment advisory and
administration fees earned on separate account and mutual fund assets under
management and other income. Revenue associated with BAI, which was liquidated
in 1999, is reported separately and is included in 1999 total revenue.
Operating expense primarily consists of employee compensation and
benefits, fund administration and servicing costs-affiliates, general and
administration, and amortization of intangible assets. Employee compensation and
benefit expense reflects salaries, deferred and incentive compensation, and
related benefit costs. Fund administration and servicing costs-affiliates
expense reflects payments made to PNC affiliated entities, primarily associated
with the administration and servicing of PNC client investments in the BlackRock
Funds. BAI incentive compensation expense, which is reported separately and
included in total expense, reflects compensation earned by investment advisory
and other employees of BlackRock in accordance with various contractual and
other arrangements with PNC and the fund. Intangible assets at September 30,
2000 and December 31, 1999, were $194.8 million and $194.3 million,
respectively, with amortization expense of approximately $2.6 million and $2.4
million for the three months ended September 30, 2000 and 1999, respectively and
$7.5 million and $7.2 million for the nine months ended September 30, 2000 and
1999, respectively. Intangible assets reflect PNC's acquisition of BlackRock
Financial Management, L.P. ("BFM") on February 28, 1995 and a management
contract acquired in connection with the agreement and plan of merger of CORE
Cap, Inc. with Anthracite Capital, Inc., a BlackRock managed REIT, using a 10
percent imputed interest rate on May 15, 2000. This agreement assigns the
managerial rights and duties of CORE Cap, Inc.'s external manager to BlackRock
for consideration in the amount of $12.5 million to be paid by BlackRock over a
ten-year period. The present value of the acquired contract is approximately
$8.0 million. This amount is recorded as an intangible asset and is being
amortized over ten years.
10
<PAGE>
Assets Under Management
Assets under management ("AUM") increased $42.7 billion, or 29%, to
$190.8 billion at September 30, 2000, compared with $148.1 billion at September
30, 1999. The growth in assets under management was attributable to increases of
$34.1 billion in separate accounts and $8.6 billion in mutual fund assets. The
increase in separate accounts was due to net subscriptions of $29.0 billion and
market appreciation of $5.1 billion. Net subscriptions in fixed income and
equity accounts were $25.4 billion and $5.0 billion, respectively, with net
redemptions in liquidity accounts of $1.4 billion. Market appreciation was
primarily attributable to fixed income accounts. The growth in equity separate
account assets was primarily the result of new business in the international
sector, generated by the European equity team that joined BlackRock in January
2000. The $8.6 billion increase in mutual fund assets reflected net
subscriptions totaling $7.0 billion and market appreciation of $1.6 billion. The
rise in mutual fund assets was largely due to net subscriptions and market
appreciation in the BlackRock Funds and Provident Institutional Funds, which
increased $3.4 billion or 14% and $5.2 billion or 23%, respectively.
<TABLE>
<CAPTION>
September 30, Change
--------------- ----------------
2000 1999 Amount Percent
---- ---- ------ -------
($ in millions) ($ in millions)
<S> <C> <C> <C> <C>
Separate Accounts*
Fixed income $ 99,600 $ 69,266 $30,334 43.8%
Liquidity 15,990 17,310 (1,320) (7.6)
Equity 7,509 2,454 5,055 206.0
-------- -------- ------- -------
Subtotal 123,099 89,030 34,069 38.3
-------- -------- ------- -------
Mutual Funds
Fixed income 13,983 13,579 404 3.0
Liquidity 37,896 32,717 5,179 15.8
Equity 15,830 12,776 3,054 23.9
-------- -------- ------- -------
Subtotal 67,709 59,072 8,637 14.6
-------- -------- ------- -------
Total $190,808 $148,102 $42,706 28.8%
======== ======== ======= =======
</TABLE>
* includes alternative investment products.
11
<PAGE>
BlackRock, Inc
Component Changes in Assets Under Management
(unaudited)
The following tables present the component changes in BlackRock's
assets under management for the three and nine months ended September 30, 2000
and 1999. The data reflects certain reclassifications between net subscriptions
(redemptions) and market appreciation (depreciation) from amounts previously
reported.
For the three and nine months ended September 30, 2000, net
subscriptions represented 86% and 81%, respectively, of the total increase in
assets under management. Net subscriptions were $11.6 billion and $21.2 billion
for the three and nine months ended September 30, 2000, respectively.
<TABLE>
<CAPTION>
Three months ended Nine months ended
September 30 September 30
------------------------ -------------------------
2000 1999 2000 1999
-------- --------- --------- --------
<S> <C> <C> <C> <C>
Separate Accounts *
Beginning assets under management $111,672 $ 83,001 $ 99,220 $ 69,112
Net subscriptions 9,647 5,913 19,269 20,440
Market appreciation (depreciation) 1,780 116 4,610 (522)
-------- -------- -------- --------
Ending assets under management 123,099 89,030 123,099 89,030
Mutual Funds
Beginning assets under management 65,665 58,800 65,297 61,530
Net subscriptions (redemptions) 1,981 951 1,979 (2,501)
Market appreciation (depreciation) 63 (679) 433 43
-------- -------- -------- --------
Ending assets under management 67,709 59,072 67,709 59,072
-------- -------- -------- --------
Total $190,808 $148,102 $190,808 $148,102
======== ======== ======== ========
Net subscriptions $ 11,628 $ 6,864 $ 21,248 $ 17,939
% of Change in AUM from net subscriptions 86.3% 108.9% 80.8% 102.7%
</TABLE>
* includes alternative investment products.
12
<PAGE>
BlackRock, Inc.
Assets Under Management
Quarterly Trend
(Dollar amounts in millions)
(unaudited)
<TABLE>
<CAPTION>
Quarter Ended
----------------------------------------------------------------------
1999 2000 Nine months ended
----------------------------------------------------------------------
September 30 December 31 March 31 June 30 September 30 September 30, 2000
---------------------------------------------------------------------- ---------------------
<S> <C> <C> <C> <C> <C> <C>
Separate Accounts *
Fixed Income
Beginning assets under management $68,286 $69,266 $ 75,206 $ 79,825 $ 86,344 $ 75,206
Net subscriptions 886 6,106 2,541 5,851 10,933 19,325
Market appreciation (depreciation) 94 (166) 2,078 668 2,323 5,069
---------------------------------------------------------------------- ---------------------
Ending assets under management 69,266 75,206 79,825 86,344 99,600 99,600
---------------------------------------------------------------------- ---------------------
Liquidity
Beginning assets under management 12,362 17,310 20,934 19,110 17,707 20,934
Net subscriptions (redemptions) 4,933 3,602 (1,847) (1,423) (1,737) (5,007)
Market appreciation 15 22 23 20 20 63
---------------------------------------------------------------------- ---------------------
Ending assets under management 17,310 20,934 19,110 17,707 15,990 15,990
---------------------------------------------------------------------- ---------------------
Equity
Beginning assets under management 2,353 2,454 3,080 6,414 7,621 3,080
Net subscriptions 94 35 3,113 1,387 451 4,951
Market appreciation (depreciation) 7 591 221 (180) (563) (522)
---------------------------------------------------------------------- ---------------------
Ending assets under management 2,454 3,080 6,414 7,621 7,509 7,509
---------------------------------------------------------------------- ---------------------
Total Separate Accounts
Beginning assets under management 83,001 89,030 99,220 105,349 111,672 99,220
Net subscriptions 5,913 9,743 3,807 5,815 9,647 19,269
Market appreciation 116 447 2,322 508 1,780 4,610
---------------------------------------------------------------------- ---------------------
Ending assets under management $89,030 $99,220 $105,349 111,672 $123,099 $123,099
====================================================================== =====================
Mutual Funds
BlackRock Funds
Beginning assets under management $25,255 $24,453 $ 27,339 $ 29,280 $ 28,262 $ 27,339
Net subscriptions (redemptions) (172) 1,577 994 (168) (455) 371
Market appreciation (depreciation) (630) 1,309 947 (850) 12 109
---------------------------------------------------------------------- ---------------------
Ending assets under management 24,453 27,339 29,280 28,262 27,819 27,819
---------------------------------------------------------------------- ---------------------
BlackRock Global Series
Beginning assets under management - - - - - -
Net subscriptions - - - - 54 54
Market appreciation - - - - - -
---------------------------------------------------------------------- ---------------------
Ending assets under management - - - - 54 54
---------------------------------------------------------------------- ---------------------
Provident Institutional Funds (PIF)
Beginning assets under management 21,578 22,387 25,554 25,755 25,615 25,554
Net subscriptions (redemptions) 809 3,167 201 (140) 1,965 2,026
Market appreciation - - - - - -
---------------------------------------------------------------------- ---------------------
Ending assets under management 22,387 25,554 25,755 25,615 27,580 27,580
---------------------------------------------------------------------- ---------------------
Closed End
Beginning assets under management 7,507 7,579 7,340 7,560 7,583 7,340
Net subscriptions (redemptions) 121 (130) - (30) - (30)
Market appreciation (depreciation) (49) (109) 220 53 51 324
---------------------------------------------------------------------- ---------------------
Ending assets under management 7,579 7,340 7,560 7,583 7,634 7,634
---------------------------------------------------------------------- ---------------------
Short Term Investment Funds (STIF)
Beginning assets under management 4,460 4,653 5,064 4,629 4,205 5,064
Net subscriptions (redemptions) 193 411 (435) (424) 417 (442)
Market appreciation - - - - - -
---------------------------------------------------------------------- ---------------------
Ending assets under management 4,653 5,064 4,629 4,205 4,622 4,622
---------------------------------------------------------------------- ---------------------
Total Mutual Funds
Beginning assets under management 58,800 59,072 65,297 67,224 65,665 65,297
Net subscriptions (redemptions) 951 5,025 760 (762) 1,981 1,979
Market appreciation (depreciation) (679) 1,200 1,167 (797) 63 433
---------------------------------------------------------------------- ---------------------
Ending assets under management $59,072 $65,297 $ 67,224 $ 65,665 $ 67,709 $ 67,709
====================================================================== =====================
</TABLE>
* includes alternative investment products.
13
<PAGE>
Operating Results For The Three Months Ended September 30, 2000 Compared With
The Three Months Ended September 30, 1999.
Revenue
Total revenue for the three months ended September 30, 2000 increased $27.6
million or 28% to $127.7 million compared with the three months ended September
30, 1999. Investment advisory and administration fees increased $25.5 million or
27% to $121.3 million for the three months ended September 30, 2000, compared
with the three months ended September 30, 1999. The growth in investment
advisory and administration fees was primarily due to increases in assets under
management, which totaled $190.8 billion at September 30, 2000, a 29% increase
compared with September 30, 1999.
<TABLE>
<CAPTION>
Three months ended
September 30, Change
----------------------- --------------------
2000 1999 Amount Percent
-------- -------- -------- -------
($ in thousands) ($ in thousands)
<S> <C> <C> <C> <C>
Investment advisory and administration fees:
Mutual funds $57,745 $61,665 ($3,920) -6.4%
Separate accounts 63,539 39,141 24,398 62.3
BAI revenue - (5,018) 5,018 NM
-------- -------- -------- ------
Total investment advisory and administration fees: 121,284 95,788 25,496 26.6
Other income 6,417 4,319 2,098 48.6
-------- -------- -------- ------
Total revenue $127,701 $100,107 $ 27,594 27.6%
======== ======== ======== =====
</TABLE>
NM-Not meaningful
Mutual Fund revenue for the three months ended September 30, 2000 of $57.7
million declined $3.9 million compared with the three months ended September 30,
1999 primarily due to higher advisory fees earned in 1999 on PNC client assets
invested in the BlackRock Funds. Excluding the increase in PNC mutual fund
related revenue for 1999, revenue increased $6.3 million or 12%. The $6.3
million increase was primarily due to an increase in assets under management in
the Provident Institutional Funds and BlackRock Funds of $5.2 billion and $3.4
billion, respectively. Separate account advisory fees increased $24.4 million or
62%, primarily due to a $34.1 billion or 38% increase in assets under management
and higher performance fee revenues on alternative investment products. The
increase in separate account assets since September 30, 1999 was driven by
continued strong growth in fixed income assets of $30.3 billion or 44% and a
$5.1 billion or 206% increase in equity assets. The increase in equity assets
primarily reflects mandates won by the new European equity team. The $5.0
million change in BAI advisory fees was due to the fund's liquidation in 1999.
Other income increased $2.1 million or 49%, primarily due to a $1.2 million
increase in risk management service fees and $.5 million in client portfolio
accounting services.
14
<PAGE>
Expense
Total expense increased $21.3 million to approximately $90.8 million for
the three months ended September 30, 2000, compared with $69.5 million for the
three months ended September 30, 1999. The change was primarily the result of
increases in employee compensation and benefits and general and administration
expenses, partially offset by a decrease in fund administration and servicing
costs-affiliates.
<TABLE>
<CAPTION>
Three months ended
September 30, Change
----------------------- --------------------
2000 1999 Amount Percent
-------- -------- -------- -------
($ in thousands) ($ in thousands)
<S> <C> <C> <C> <C>
Employee compensation and benefits $ 53,272 $ 35,172 $ 18,100 51.5%
BAI incentive compensation - (3,894) 3,894 NM
Fund administration and servicing costs-affiliates 19,313 23,723 (4,410) (18.6)
General and administration 15,577 12,035 3,542 29.4
Amortization of intangible assets 2,613 2,413 200 8.3
-------- -------- -------- -------
Total expense $ 90,775 $ 69,449 $ 21,326 30.7%
======== ======== ======== =======
</TABLE>
NM-Not meaningful
Employee compensation and benefits increased $18.1 million or 52% due to
additional expenses of $14.3 million for incentive compensation primarily based
on operating profit growth and $3.8 million related to salary and benefits.
Salary and benefit cost increases were the result of a 13% increase in full-time
employees to support business growth and $3.3 million of additional accruals
reflecting a determination by the Company's Compensation Committee to increase
incentive compensation and related benefits due to the Company's strong
operating performance. The change in BAI incentive compensation was due to the
fund's liquidation in 1999. Fund administration and servicing costs-affiliates
declined $4.4 million or 19% due to lower costs on PNC client assets invested in
the BlackRock Funds. General and administration expenses increased $3.5 million
or 29% due to: a $1.4 million increase in marketing and promotional costs
associated with the BlackRock Funds and international business expansion; a $1.2
million increase in office and related services; a $.7 million increase in
technology and related services; and a $.2 million increase in portfolio and
related services. Amortization of intangible assets increased $.2 million or 8%
primarily due to the management contract acquired on May 15, 2000 in connection
with the agreement and plan of merger of CORE Cap, Inc. with Anthracite Capital,
Inc., a BlackRock managed REIT.
Operating Income and Net Income
Operating income was $36.9 million for the three months ended September 30,
2000 representing a $6.3 million or 20.4% increase compared with the three
months ended September 30, 1999. The operating margin exclusive of additional
compensation and benefits expense accruals in 2000 and certain non-recurring
adjustments in 1999, including BAI, was 37.4% and 37.6%, respectively. Non-
operating income increased $4.2 million to $2.0 million for the three months
ended September 30, 2000 as compared with $2.2 million of non-operating expense
for the three months ended September 30, 1999. The significant improvement
largely reflects reduced interest expense due to the repayment of $153.2 million
in debt since September 30, 1999 of which approximately $115 million was from
net proceeds from the IPO. Income tax expense was $16.1 million and $12.2
million representing effective tax rates of 41.5% and 43.0% for the three months
ended September 30, 2000 and 1999, respectively. Net income totaled $22.8
million for the three months ended September 30, 2000 compared with $16.2
million for the three months ended September 30, 1999, representing an increase
of 40%.
15
<PAGE>
Operating Results For The Nine Months Ended September 30, 2000 Compared With The
Nine Months Ended September 30, 1999.
Revenue
Total revenue for the nine months ended September 30, 2000 increased $68.1
million or 24% to $348.3 million compared with the nine months ended September
30, 1999. Investment advisory and administration fees increased $65.9 million or
25% to $330.6 million for the nine months ended September 30, 2000, compared
with the nine months ended September 30, 1999. The growth in investment advisory
and administration fees was primarily due to increases in assets under
management, which totaled $190.8 billion at September 30, 2000, a 29% increase
compared with September 30, 1999.
<TABLE>
<CAPTION>
Nine months ended
September 30, Change
------------------------ ----------------------
2000 1999 Amount Percent
-------- -------- -------- -------
($ in thousands) ($ in thousands)
<S> <C> <C> <C> <C>
Investment advisory and administration fees:
Mutual funds $173,073 $161,302 $11,771 7.3%
Separate accounts 157,513 110,475 47,038 42.6
BAI revenue - (7,072) 7,072 NM
-------- -------- -------- ------
Total investment advisory and administration fees: 330,586 264,705 65,881 24.9
Other income 17,746 15,494 2,252 14.5
-------- -------- -------- ------
Total revenue $348,332 $280,199 $ 68,133 24.3%
======== ======== ======== ======
</TABLE>
NM-Not meaningful
Mutual fund advisory and administration fees increased $11.8 million or
7.3% to $173.1 million for the nine months ended September 30, 2000 compared
with the nine months ended September 30, 1999, primarily due to a $5.2 billion
and a $3.4 billion increase in assets under management in the Provident
Institutional Funds and BlackRock Funds, respectively. Separate account advisory
fees increased $47.0 million or 43%, primarily due to a $34.1 billion or 38%
increase in assets under management and higher performance fees associated with
alternative investment products. The $7.1 million change in BAI advisory fees
was due to the fund's liquidation in 1999. Other income increased $2.3 million
or 14.5%, primarily due to increases in risk management fees earned and client
portfolio accounting services.
16
<PAGE>
Expense
Total expense increased $46.1 million or 23% to $245.0 million for the nine
months ended September 30, 2000, compared with $198.9 million for the nine
months ended September 30, 1999. The change was primarily the result of
increases in employee compensation and benefits and general and administration
expenses, partially offset by a decrease in fund administration and servicing
costs-affiliates.
<TABLE>
<CAPTION>
Nine months ended
September 30, Change
------------------------ ----------------------
2000 1999 Amount Percent
-------- -------- -------- -------
($ in thousands) ($ in thousands)
<S> <C> <C> <C> <C>
Employee compensation and benefits $136,622 $101,135 $ 35,487 35.1%
BAI incentive compensation - (5,387) 5,387 NM
Fund administration and servicing costs-affiliates 57,522 60,058 (2,536) (4.2)
General and administration 43,282 35,869 7,413 20.7
Amortization of goodwill 7,540 7,240 300 4.1
-------- -------- -------- -------
Total expense $244,966 $198,915 $ 46,051 23.2%
======== ======== ======== =======
</TABLE>
NM-Not meaningful
Employee compensation and benefits increased $35.4 million due to
additional expenses of $21.3 million for incentive compensation primarily based
on operating profit growth and $14.1 million related to salary and benefits.
Salary and benefit cost increases were the result of a 13% increase in full-time
employees to support business growth and $3.3 million of additional accruals
reflecting a determination by the Company's Compensation Committee to increase
incentive compensation and related benefits due to the Company's strong
operating performance. The change in BAI incentive compensation was due to the
fund's liquidation in 1999. Fund administration and servicing costs-affiliates
declined $2.5 million or 4.2% due to lower costs on PNC client assets invested
in the BlackRock Funds. General and administration expenses increased $7.4
million or 21% primarily due to: a $3.8 million increase in marketing and
promotional costs; a $1.9 million increase in office and related services; and a
$1.5 million increase in portfolio and related services.
Operating Income and Net Income
Operating income was $103.4 million for the nine months ended September 30,
2000, representing a $22.1 million or 27% increase compared with the nine months
ended September 30 1999. The operating margin exclusive of additional
compensation and benefits expense accruals in 2000 and certain non-recurring
adjustments in 1999, including BAI, was 36.8% and 36.0%, respectively. Non-
operating income increased $12.0 million to $4.0 million for the nine months
ended September 30, 2000 as compared with $8.0 million of non-operating expense
for the nine months ended September 30, 1999. The significant improvement
largely reflects reduced interest expense due to the repayment of $153.2 million
in debt as of September 30, 1999 of which approximately $115 million represented
net proceeds from the IPO. In addition, interest income increased $2.5 million
due to additional investments made in the Provident Institutional Funds (Temp
Funds) during the year. Income tax expense was $44.6 million and $31.1 million,
representing effective tax rates of 41.5% and 42.4% for the nine months ended
September 30, 2000 and 1999, respectively. Net income totaled $62.8 million for
the nine months ended September 30, 2000 compared with $42.2 million for the
nine months ended September 30, 1999, representing an increase of $20.6 million
or 49%.
17
<PAGE>
Liquidity and Capital Resources
BlackRock has historically met its working capital requirements through
cash generated by its operating activities and borrowings from PNC Bank, N.A.,
an indirect, wholly-owned subsidiary of PNC, under a $175.0 million revolving
credit facility. Cash provided by operating activities totaled $64.9 million for
the nine months ended September 30, 2000.
Net cash flow used in investing activities was $34.1 million for the nine
months ended September 30, 2000. Capital expenditures in 2000 includes $14.9
million in construction costs incurred through September 30, 2000 on the 84,000
square foot office building in Wilmington, Delaware as well as higher technology
investments associated with risk management activities and increased office and
related costs to support personnel growth. Capital expenditures for property and
equipment were $22.4 million for the nine months ended September 30, 2000. Net
purchases of investments were $11.7 million for the nine months ended September
30, 2000 and represented investments made in the new BlackRock Funds and
alternative investment products.
Net cash used in financing activities was $28.1 million for the nine months
ended September 30, 2000. Debt repayments totaled $28.2 million for the nine
months ended September 30, 2000.
Total capital at September 30, 2000 was $343.5 million and was comprised
solely of stockholders' equity.
Seasonality
BlackRock does not believe its operations are subject to significant
seasonal fluctuations.
Interest Rates
The value of assets under management is affected by changes in interest
rates. Since BlackRock derives the majority of its revenue from investment
advisory and administration fees based on assets under management, BlackRock's
revenue may be adversely affected by changing interest rates. In a period of
rapidly rising interest rates, BlackRock's assets under management would likely
be negatively affected by reduced asset values and increased redemptions.
Inflation
The majority of BlackRock's revenue is based on the value of assets under
management. There is no predictable relationship between the rate of inflation
and the value of assets under management, except that inflation may affect
interest rates. BlackRock does not believe inflation will significantly affect
its compensation costs, as they are substantially variable in nature. However,
the rate of inflation may affect BlackRock's expenses such as information
technology and occupancy costs. To the extent inflation results in rising
interest rates and has other effects upon the securities markets, it may
adversely affect BlackRock's results of operations by reducing BlackRock's
assets under management, revenue or otherwise.
18
<PAGE>
Forward-Looking Statements
This report and other documents filed by BlackRock with the Securities and
Exchange Commission (the "SEC") include forward-looking statements within the
meaning of the Private Securities Litigation Reform Act with respect to
BlackRock's future financial or business performance or conditions. In addition,
BlackRock may make other oral and written forward-looking statements. Forward-
looking statements are typically identified by words or phrases such as
"believe," "expect," "anticipate," "intend," "estimate," "position," "target,"
"assume," "achievable," "potential," "strategy," "goal," "plan," "aspiration,"
"outlook," "continue," "remain," "maintain," "trend," and variations of such
words and similar expressions, or future or conditional verbs such as "will,"
"would," "should," "could," "may" or 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 update forward-
looking statements. Actual results could differ materially from those
anticipated in forward-looking statements and future results could differ
materially from historic performance.
In addition to those factors mentioned elsewhere in this report, the
following factors, among others, could cause actual results to differ materially
from forward-looking statements or historic performance: the introduction,
withdrawal, success and timing of business initiatives and strategies; economic
conditions; changes in interest rates and financial and capital markets; the
investment performance of BlackRock's sponsored investment products and
separately managed accounts; competitive conditions; capital improvement
projects; future acquisitions; and the impact, extent and timing of
technological changes and legislative and regulatory actions and reforms.
Reference is made to BlackRock's Annual Report on Form 10-K for the year
ended December 31, 1999 and subsequent reports filed with the Securities and
Exchange Commission which identify additional factors that can affect forward-
looking statements.
19
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
By Notice and Order entered August 28, 2000, Ervin & Associates voluntarily
dismissed without prejudice BlackRock Capital Finance, L.P. from the civil
lawsuit brought under the False Claims Act by Ervin against BlackRock Capital
Finance and certain other entities. This lawsuit was previously reported in the
Company's Form 10-Q for the quarter ended March 31, 2000 and Form 10-K for the
year ended December 31, 1999. BlackRock cannot predict with certainty at this
time whether Ervin will rejoin BlackRock Capital Finance as a defendant in the
lawsuit.
Except as set forth above, no material developments have occurred during
the third quarter regarding BlackRock's other previously reported legal
proceedings.
Item 2. Changes in Securities and Use of Proceeds
Recent Sales of Unregistered Securities
On July 21, 2000, BlackRock issued an aggregate of 22,000 restricted shares
of class B common stock to three new employees as incentive compensation. The
shares were not registered under the Securities Act of 1933, as amended, and to
the extent that the issuance involved an offer and sale, were issued in reliance
on the exemption provided by Section 4(2) of the Securities Act of 1933 for
transactions by an issuer not involving a public offering. These shares, which
include significant transfer restrictions and a substantial risk of forfeiture,
were granted at a fair market value of $0.7 million, which will be expensed on a
straight-line basis over the restriction periods. The fair market value of these
shares was recorded as unearned compensation in BlackRock's consolidated
statement of financial condition at September 30, 2000.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit No. Description
----------- -----------
10.1 Amendment No. 1 to the BlackRock, Inc. 1999 Stock
Award and Incentive Plan
10.2 Amendment No. 1 to the BlackRock, Inc. Amended and
Restated Long-Term Deferred Compensation Plan
10.3 Amendment No. 1 to the BlackRock International,
Ltd. Amended and Restated Long-Term Deferred
Compensation Plan
27.1 Financial data schedule
(b) Reports on Form 8-K
Since June 30, 2000, the Company has filed the following Current
Reports on Form 8-K:
Form 8-K dated as of July 12, 2000, reporting the Company's results of
operations for the three and six months ended June 30, 2000, filed
pursuant to Item 5.
Form 8-K dated as of October 12, 2000, reporting the Company's results
of operations for the three and nine months ended September 30, 2000,
filed pursuant to Item 5.
20
<PAGE>
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 thereunto duly authorized.
BLACKROCK, INC.
(Registrant)
/s/ Paul L. Audet
___________________________________
Date: November 13, 2000 By: Paul L. Audet
Managing Director &
Chief Financial Officer
21
