UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 8.01 Other Events.
On March 25, 2025, BlackRock, Inc. (“BlackRock”) and its wholly owned subsidiary, BlackRock Finance, Inc. (“BlackRock Finance”), entered into an underwriting agreement (the “Underwriting Agreement”) with BNP PARIBAS, Deutsche Bank AG, London Branch and J.P. Morgan Securities plc, as representatives of the several underwriters named therein (the “Underwriters”), pursuant to which BlackRock agreed to sell to the Underwriters €1,000,000,000 aggregate principal amount of its 3.750% Notes due 2035 (the “Notes”), for resale by the Underwriters (the “Offering”) pursuant to BlackRock’s registration statement on Form S-3 (File No. 333-286025). The Notes are expected to be issued on or around April 3, 2025, subject to customary closing conditions.
The Notes will be BlackRock’s unsecured and unsubordinated debt obligations and will be fully and unconditionally guaranteed, on a senior unsecured basis, by BlackRock Finance. BlackRock intends to use the net proceeds from the Offering for general corporate purposes, which may include repayment of any or all of its outstanding 1.25% Notes due 2025.
The Underwriters and their affiliates have provided, and may in the future provide, investment banking, commercial lending, financial advisory and other services for BlackRock. The Underwriters have received customary fees and expenses for these services. In particular, certain of the Underwriters and/or their affiliates are dealers under BlackRock’s commercial paper program. Certain of the Underwriters or their affiliates may own a portion of our outstanding 1.25% Notes due 2025, any or all of which may be repaid using a portion of the net proceeds from the Offering. In addition, certain of the Underwriters and/or their affiliates are lenders under BlackRock’s $5.4 billion revolving credit facility maturing in March 2029.
The foregoing summary of the Underwriting Agreement is qualified by reference to the full text of the Underwriting Agreement, which is filed as Exhibit 1.1 hereto and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| 1.1 | Underwriting Agreement, dated March 25, 2025, among BlackRock, Inc., BlackRock Finance, Inc. and BNP PARIBAS, Deutsche Bank AG, London Branch and J.P. Morgan Securities plc, as representatives of the several underwriters named therein. | |
| 104 | Cover Page Interactive Date File (embedded within the Inline XBRL document) | |
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 hereunto duly authorized.
| BlackRock, Inc. | ||||||
| (Registrant) | ||||||
| By: | /s/ R. Andrew Dickson III | |||||
| Date: March 26, 2025 | R. Andrew Dickson III | |||||
| Managing Director and Corporate Secretary | ||||||