BlackRock (BLK) Alters Voting Rights

December 30, 2008 3:14 PM EST

BlackRock (NYSE: BLK) is changing the distribution of voting rights among its largest shareholders in a complicated arrangement that involves exchanges of common and preferred shares.

As a result of making the adjustment, Merrill Lynch (NYSE: MER) will still retain its 49.5% stake in BlackRock but its voting rights will be slashed to 4.9%. Simultaneously, PNC Financial Services will exercise 47% of the voting rights, while retaining 33% of the ownership.

The adjustment in voting rights comes as a result of BlackRock’s right to lower Merrill’s voting stake in the event of a change of control, a right that BlackRock demanded after its relationship with Merrill was extended for 5 years in July.

The FT reported that the agreement followed upon tensions between the two sides after John Thain publicly taled about selling Merrill’s stake in BlackRock, which led to a drop in BlackRock’s share price.

For PNC, the exchange offer also provides for the regional bank to reduce quarterly earnings volatility associated with its stake in BlackRock. PNC issues stock to BlackRock employees as part of BlackRock’s compensation scheme which requires PNC to mark its stake in BlackRock to market on a quarterly basis.

By exchanging common stock in BlackRock for preferred stock, PNC hopes to reduce the impact of this accounting requirement on its earnings.


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