(continued)
Mr. Grossman discussed the proposed merger between BGI and BlackRock and the logic behind the arrangement. For quite a number of years, the
two organizations have known each other well. BGI was a client of BlackRock's and used its analytic tools and was able to see that the organizations' philosophies and cultures are well aligned. There are several reasons why BGI believes that this merger will benefit its largest, most sophisticated clients. A key reason is the significant expansion of total capabilities that result by virtue of combining BGI and BlackRock. There will now be more capability, intellectual capital, research resources, and state-of-the-art thinking regarding defined contribution plans standing behind the TSP relationship.
Further, the increased scale will be a significant advantage in asset management and will enable the combined team to invest more in research and IT capabilities so that the organization is even more on the forefront
as far as risk management. Mr. Grossman emphasized that the merger will not impact the basic investment philosophy as far as index strategies. The proposed merger is very well supported by BGl's senior management, and Mr. Grossman views it as a powerful combination which clients are looking for.
Mr. L. Fink then reviewed the presentation "Introducing BlackRock Global Investors-Investor Presentation, June 2009" (attached). BlackRock believes
its status as a public firm is good for clients because it results in transparency,
regulation, and supervision. BlackRock is going to be the largest pure-play asset manager in the world. BlackRock does not want to compete with its clients so 100 percent of its business is investment management and investment technology.
BlackRock is not a bank, not an insurance company, and not a securities company.
Mr. L. Fink does not believe it is a good combination to have a bank and investment management firm. The combination of BGI and BlackRock is important because the investment management business is difficult and requires a lot of people and global capabilities.
BlackRock Global Investors will be the largest investment management
company, and its market capitalization will be approximately $33 billion which is larger than many large banks. BGI and BlackRock have known each other for years and that was an important component of the merger. Mr. L. Fink emphasized that, depending on regulatory approvals, the merger will not close until December or January.
BlackRock will bring a historical and active management approach to
the combination. The company has been known in its 22-year history for being innovative and providing tailored, customized solutions for its clients. The company has a division called BlackRock Solutions which provides leading-edge technology for risk management and supports several government clients, including the New York Federal Reserve and several central banks in Europe. BlackRock has one global technology platform so upon the merger with BGI, BlackRock Global Investors will be connected worldwide.
BGI brings a world-class entity in terms of index and scientific investing. It brings ishares and product innovation and is considered a leader in retirement solutions. Eighty-five percent of BGl's and BlackRock's businesses are
not in competition as the businesses are different but the cultures are very similar.
Most investment mergers are difficult because of the integration risk and because of redundancy but there is little redundancy with this merger.
Mr. L. Fink noted that the investment teams that work on the TSP account will stay the same. During the merger process, the investors are not involved in the integration process so that clients continue to come first. The combined organization will have $2.7 trillion in assets under management and world class analytics and risk management. BGI and BlackRock have similar cultures as far as intensity, integrity, and the importance of teams.
Mr. L. Fink mentioned that he is very proud of BlackRock's corporate
governance. BlackRock has three large investors, Bank of America, PNC and
ultimately Barclays, who have agreed to vote affirmatively with the independent board. BlackRock Global lnvestors will have a nine-person independent board that will truly govern the firm and serve as an independent decision making body.
Mr. L. Fink believes that bringing these firms together is a transformational opportunity. Scale and awareness of the global market is becoming
more and more critical in the investment management business. Scale will be
especially important as the investment management area is more regulated.
BlackRock has over 1,000 employees on its risk management team; risk
management has always been a key component at BlackRock.
BlackRock Global lnvestors will be a fully integrated firm and will bring
technology, investment, risk management, and client communication together and under one common platform. The organization will be balanced with 58 percent active assets under management, 34 percent passive, and 8 percent scientific.
BlackRock manages and uses its risk management tools for clients globally and reviews over $7 trillion of assets on behalf of clients on a regular basis. Freddie Mac and Fannie Mae and other agencies as well as international clients and sovereign wealth funds use BlackRock's systems to analyze risk. BGl's strength in scientific indexing and its superior position as far as indexing and equities will enhance BlackRock's leadership in risk management.
Mr. Grossman will be one of the key people running BlackRock Global
lnvestors and will become a Vice Chairman and Head of Scientific Investments and will join the Office of the Chairman. Both firms spend a great deal of time on management sessions and succession management planning.
Mr. L. Fink believes this merger will benefit the TSP.
BlackRock's investment portfolio is $1.35 trillion and BGl's is $1.5
trillion, and very modest amounts of BlackRock's business are in securities lending.
The securities lending part of BlackRock will merge into BGl's securities lending program. Mr. T. Fink asked for a comparison between BlackRock's and BGl's approach as far as securities lending. There are two components to securities lending. There is the actual process of lending out the securities, and Mr. L. Fink stated that BGI is as good at this as any firm, and then there is the process of cash management. BlackRock has a $350 billion cash management business, and BGl's is approximately $200 billion. While he cannot comment on BGl's risk strategy, Mr. L. Fink feels that BlackRock is a very strong cash manager. During the liquidity crisis of last year, none of BlackRock's clients lost money.