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Form N-CSRS BlackRock Hedge Fund For: Sep 30

December 2, 2022 11:47 AM EST

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-23626

 

Name of Fund:   BlackRock Hedge Fund Guided Portfolio Solution

 

Fund Address:   100 Bellevue Parkway, Wilmington, DE 19809

Name and address of agent for service: John M. Perlowski, Chief Executive Officer, BlackRock Hedge Fund
Guided Portfolio Solution, 55 East 52nd Street, New York, NY 10055

Registrant’s telephone number, including area code: (800) 882-0052, Option 4

Date of fiscal year end: 03/31/2023

Date of reporting period: 09/30/2022


Item 1 – Report to Stockholders

(a) The Report to Shareholders is attached herewith.


 

LOGO

  SEPTEMBER 30, 2022

 

 

   

 

2022 Semi-Annual Report

(Unaudited)

 

BlackRock Hedge Fund Guided Portfolio Solution

 

 

 

Not FDIC Insured • May Lose Value • No Bank Guarantee


The Markets in Review

Dear Shareholder,

The 12-month reporting period as of September 30, 2022 saw the emergence of significant challenges that disrupted the economic recovery and strong financial markets of 2021. The U.S. economy shrank in the first half of 2022, ending the run of robust growth that followed the reopening of global economies and the development of COVID-19 vaccines. Changes in consumer spending patterns and a tight labor market led to elevated inflation, which reached a 40-year high. Moreover, while the foremost effect of Russia’s invasion of Ukraine has been a severe humanitarian crisis, the ongoing war continued to present challenges for both investors and policymakers.

Equity prices fell as interest rates rose, particularly weighing on relatively high-valuation growth stocks and economically sensitive small-capitalization stocks. While both large- and small-capitalization U.S. stocks fell, declines for small-capitalization U.S. stocks were steeper. Both emerging market stocks and international equities from developed markets fell significantly, pressured by rising interest rates and a strengthening U.S. dollar.

The 10-year U.S. Treasury yield (which is inversely related to bond prices) rose notably during the reporting period as investors reacted to higher inflation and attempted to anticipate its impact on future interest rate changes. The corporate bond market also faced inflationary headwinds, and increasing uncertainty led to higher corporate bond spreads (the difference in yield between U.S. Treasuries and similarly-dated corporate bonds).

The U.S. Federal Reserve (the “Fed”), acknowledging that inflation is proving more persistent than expected, raised interest rates five times while indicating that additional rate hikes were likely. Furthermore, the Fed wound down its bond-buying programs and is accelerating the reduction of its balance sheet. As investors attempted to assess the Fed’s future trajectory, the Fed’s statements late in the reporting period led markets to believe that additional tightening is likely in the near term.

The pandemic’s restructuring of the economy brought an ongoing mismatch between supply and demand, contributing to the current inflationary regime. While growth has slowed in 2022, we believe that taming inflation requires a more dramatic economic decline to bring demand back to a lower level that is more in line with the economy’s capacity. The Fed has been raising interest rates at the fastest pace in decades, and seems set to overtighten in its effort to get inflation back to target. With this in mind, we believe the possibility of a U.S. recession in the near-term is high, and the outlook for Europe and the U.K. is also troubling. Investors should expect a period of higher volatility as markets adjust to the new economic reality and policymakers attempt to adapt to rapidly changing conditions.

In this environment, while we favor an overweight to equities in the long-term, the market’s concerns over excessive rate hikes from central banks moderate our outlook. Rising input costs and a deteriorating economic backdrop in China and Europe are likely to challenge corporate earnings, so we are underweight equities overall in the near term. However, we see better opportunities in credit, where higher spreads provide income opportunities and partially compensate for inflation risk. We believe that investment-grade corporates, local-currency emerging market debt, and inflation-protected bonds (particularly in Europe) offer strong opportunities for a six- to twelve-month horizon.

Overall, our view is that investors need to think globally, position themselves to be prepared for a decarbonizing economy, and be nimble as market conditions change. We encourage you to talk with your financial advisor and visit blackrock.com for further insight about investing in today’s markets.

Sincerely,

 

LOGO

Rob Kapito

President, BlackRock Advisors, LLC

LOGO

Rob Kapito

President, BlackRock Advisors, LLC

 

Total Returns as of September 30, 2022  
     
     6-Month     12-Month  
   

U.S. large cap equities
(S&P 500® Index)

    (20.20)%       (15.47)%  
   

U.S. small cap equities
(Russell 2000® Index)

    (19.01)          (23.50)     
   

International equities (MSCI Europe, Australasia, Far East Index)

    (22.51)          (25.13)     
   

Emerging market equities (MSCI Emerging Markets Index)

    (21.70)          (28.11)     
   

3-month Treasury bills
(ICE BofA 3-Month U.S. Treasury Bill Index)

    0.58           0.63      
   

U.S. Treasury securities
(ICE BofA 10-Year U.S. Treasury Index)

    (10.81)          (16.20)     
   

U.S. investment grade bonds (Bloomberg U.S. Aggregate Bond Index)

    (9.22)          (14.60)     
   

Tax-exempt municipal bonds (Bloomberg Municipal Bond Index)

    (6.30)          (11.50)     
   

U.S. high yield bonds
(Bloomberg U.S. Corporate High Yield 2% Issuer Capped Index)

    (10.42)          (14.15)     

Past performance is not an indication of future results. Index performance is shown for illustrative purposes only. You cannot invest directly in an index.

 

 

 

 

2  

T H I S   P A G E   I S   N O T   P A R T   O F   Y O U R   F U N D   R E P O R T


Table of Contents

 

      Page  

The Markets in Review

     2  

Semi-Annual Report:

  

The Benefits and Risks of Leveraging

     4  

Fund Summary

     5  

About Fund Performance

     7  

Disclosure of Expenses for Continuously Offered Closed-End Funds

     7  

Financial Statements:

  

Schedule of Investments

     8  

Statement of Assets and Liabilities

     10  

Statement of Operations

     11  

Statements of Changes in Net Assets

     12  

Statement of Cash Flows

     13  

Financial Highlights

     14  

Notes to Financial Statements

     16  

Disclosure of Investment Advisory Agreement

     24  

Additional Information

     27  

 

 

LOGO

 

 

  3


The Benefits and Risks of Leveraging    BlackRock Hedge Fund Guided Portfolio Solution

 

The Fund may utilize leverage to seek to enhance the distribution rate on, and net asset value (“NAV”) of, its common shares (“Common Shares”). However, there is no guarantee that these objectives can be achieved in all interest rate environments.

In general, the concept of leveraging is based on the premise that the financing cost of leverage, which is based on short-term interest rates, is normally lower than the income earned by the Fund on its longer-term portfolio investments purchased with the proceeds from leverage. To the extent that the total assets of the Fund (including the assets obtained from leverage) are invested in higher-yielding portfolio investments, the Fund’s shareholders benefit from the incremental net income. The interest earned on securities purchased with the proceeds from leverage (after paying the leverage costs) is paid to shareholders in the form of dividends, and the value of these portfolio holdings (less the leverage liability) is reflected in the per share NAV.

To illustrate these concepts, assume the Fund’s capitalization is $100 million and it utilizes leverage for an additional $30 million, creating a total value of $130 million available for investment in longer-term income securities. If prevailing short-term interest rates are 3% and longer-term interest rates are 6%, the yield curve has a strongly positive slope. In this case, the Fund’s financing costs on the $30 million of proceeds obtained from leverage are based on the lower short-term interest rates. At the same time, the securities purchased by the Fund with the proceeds from leverage earn income based on longer-term interest rates. In this case, the Fund’s financing cost of leverage is significantly lower than the income earned on the Fund’s longer-term investments acquired from such leverage proceeds, and therefore the holders of Common Shares (“Common Shareholders”) are the beneficiaries of the incremental net income.

However, in order to benefit shareholders, the return on assets purchased with leverage proceeds must exceed the ongoing costs associated with the leverage. If interest and other costs of leverage exceed the Fund’s return on assets purchased with leverage proceeds, income to shareholders is lower than if the Fund had not used leverage. Furthermore, the value of the Fund’s portfolio investments generally varies inversely with the direction of long-term interest rates, although other factors can influence the value of portfolio investments. In contrast, the amount of the Fund’s obligations under its respective leverage arrangement generally does not fluctuate in relation to interest rates. As a result, changes in interest rates can influence the Fund’s NAVs positively or negatively. Changes in the future direction of interest rates are very difficult to predict accurately, and there is no assurance that the Fund’s intended leveraging strategy will be successful.

The use of leverage also generally causes greater changes in the Fund’s NAV, market price and dividend rates than comparable portfolios without leverage. In a declining market, leverage is likely to cause a greater decline in the NAV and market price of the Fund’s shares than if the Fund were not leveraged. In addition, the Fund may be required to sell portfolio securities at inopportune times or at distressed values in order to comply with regulatory requirements applicable to the use of leverage or as required by the terms of leverage instruments, which may cause the Fund to incur losses. The use of leverage may limit the Fund’s ability to invest in certain types of securities or use certain types of hedging strategies. The Fund incurs expenses in connection with the use of leverage, all of which are borne by shareholders and may reduce income to the shareholders. Moreover, to the extent the calculation of the Fund’s investment advisory fees includes assets purchased with the proceeds of leverage, the investment advisory fees payable to the Fund’s investment adviser will be higher than if the Fund did not use leverage.

The Fund may utilize leverage through a credit facility as described in the Notes to Financial Statements, if applicable.

Under the Investment Company Act of 1940, as amended (the “1940 Act”), the Fund is permitted to borrow money (including through the use of TOB Trusts) or issue debt securities up to 33 1/3% of its total managed assets. The Fund may voluntarily elect to limit its leverage to less than the maximum amount permitted under the 1940 Act. In addition, the Fund may also be subject to certain asset coverage, leverage or portfolio composition requirements imposed by its credit facility, which may be more stringent than those imposed by the 1940 Act.

 

 

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2 0 2 2   B L A C K R O C K   S E M I - A N N U A L   R E P O R T   T O   S H A R E H O L D E R S


Fund Summary as of September 30, 2022    BlackRock Hedge Fund Guided Portfolio Solution

 

Investment Objective

BlackRock Hedge Fund Guided Portfolio Solution’s (the “Fund”) investment objective is to seek, over time, absolute and risk-adjusted returns that exhibit low volatility and low-to-moderate correlation to global equity and fixed income markets, while preserving capital. The Fund seeks to achieve its investment objective by allocating the Fund’s assets to private investment vehicles commonly referred to as “hedge funds” (“Portfolio Funds”) that are managed by third-party investment management firms that are not affiliated with the Fund’s investment adviser.

The Fund’s common shares are not listed on any securities exchange. The Fund is designed for long-term investors, and an investment in the common shares, unlike an investment in a traditional listed closed-end fund, should be considered illiquid.

No assurance can be given that the Fund’s investment objective will be achieved.

Net Asset Value Per Share Summary

 

     09/30/22     03/31/22     Change     High     Low  

Net Asset Value — Class I

  $ 10.14     $ 10.14       0.00   $   10.18     $   10.02  

Net Asset Value — Class A

    10.07       10.11       (0.40     10.15       9.97  

Performance

Returns for the period ended September 30, 2022 were as follows:

 

          Average Annual Total Returns(a)  
     6-Month
Total Returns
    1 Year     Since
Inception(b)
 

Class I

    0.00     1.14     2.03

Class A

    (0.40     0.33       1.35  

MSCI All Country World Index®(c)

    (21.41     (20.66     (10.76

HFRI Fund Weighted Composite Index(d)

    (5.40     (5.91     (1.61

(a) See “About Fund Performance” for a detailed description of share classes and how performance was calculated for certain share classes.

(b) The Fund commenced operations on March 31, 2021.

(c) An index that captures large- and mid-cap representation across certain developed emerging markets.

(d) A global, equal-weighted index of single-manager funds that report to Hedge Fund Research Database.

  

  

  

  

Past performance is not an indication of future results.

Performance results may include adjustments made for financial reporting purposes in accordance with U.S. generally accepted accounting principles.

 

 

F U N D   S U M M A R Y

  5


Fund Summary as of September 30, 2022  (continued)    BlackRock Hedge Fund Guided Portfolio Solution

 

Portfolio Management Commentary

Investment Strategies

The Fund invests in portfolios of hedge funds as a means to gain exposure to various types of investment strategies in four primary hedge fund strategies, including Equity Hedge, Event-Driven, Relative Value and Macro. The following descriptions are not intended to be complete explanations of the strategies described or a list of all possible investment strategies or methods that may be used by the Fund.

Equity Hedge strategies maintain positions both long and short, normally with a primary focus on equity securities and equity derivatives. A wide variety of investment processes can be employed to arrive at an investment decision, including both quantitative and fundamental techniques.

Event-Driven strategies generally maintain positions in companies currently or prospectively involved in a wide variety of corporate transactions, including, but not limited to, mergers, restructurings, financial distress, tender offers, shareholder buybacks, debt exchanges, security issuances or other capital structure adjustments.

Relative Value strategies maintain positions where the investment thesis is predicated on the realization of a valuation discrepancy in the relationship between multiple securities. These strategies employ a variety of fundamental and quantitative techniques.

Macro strategies employ a broad range of strategies where the investment process is predicated on movements in underlying economic variables and the impact of these movements on equity, fixed income, hard currency and commodity markets.

What factors influenced performance?

The Fund’s exposure to Macro strategies made the largest contribution to positive performance during the period driven by continued supply/demand imbalances in commodity markets and price volatility across the energy complex. Relative Value strategies had mixed results with positive contribution from volatility strategies and negative contribution from fixed income strategies. Event-Driven strategies detracted from performance, notably in merger arbitrage, given spread widening resulting from equity volatility and deal-specific developments. Equity Hedge strategies were the largest detractors from performance over the period given continued selloffs in equity markets, globally.

Describe recent portfolio activity.

On June 1, 2022, the Fund made one new allocation to Drakewood Prospect Fund Ltd.

On September 1, 2022, the Fund made one new allocation to Atlas Enhanced Ltd.

Over the period, the Fund initiated a full redemption from Pelham Long/Short Fund Ltd., expected to complete by December 31, 2022.

In aggregate, the Fund’s position changes over the period resulted in increased exposure to Equity Hedge strategies, decreased exposure to Relative Value strategies, and slight changes in Macro and Event-Driven strategies. Cash balance in the portfolio was not materially different at the end of the period.

Describe portfolio positioning at period end.

At period end, the Fund held broad exposure across different hedge fund strategies. For purposes of financial reporting, the underlying hedge funds are categorized based on their primary underlying strategy exposure. In this regard, the categories of investment strategies as a percentage of the Fund’s long term investments are 26% Equity Hedge, 24% Macro, 24% Relative Value and 20% Event-Driven. Cash as a percentage of the Fund’s investments was 6% at period end. Cash is held in the portfolio for deployment in new and existing positions and to comply with regulations. The Fund’s cash position had no material impact to Fund performance during the period.

Portfolio Information

 

TEN LARGEST HOLDINGS

   
Security   Percent of
Net Assets
 

Atlas Enhanced Fund, Ltd.

    8.5

One William Street Capital Offshore Fund, Ltd.

    8.4  

Pentwater Event Fund, Ltd.

    8.0  

Stratus Feeder, Ltd.

    7.9  

Polar Multi-Strategy Fund

    6.7  

Voleon Composition International Fund, Ltd.

    4.7  

Systematica Alternative Markets Fund Ltd.

    4.6  

Schonfeld Strategic Partners Offshore Fund, Ltd.

    4.4  

Parallax Offshore Investors Fund, Ltd.

    4.4  

East One Commodity Fund Limited

    4.4  

SECTOR ALLOCATION

   
Sector(a)   Percent of
Net Assets
 

Equity Hedge

    26.4

Macro

    24.2  

Relative Value

    23.8  

Event-Driven

    19.7  

Short-Term Securities

    7.3  

Liabilities in Excess of Other Assets

    (1.4
 
(a) 

For Fund compliance purposes, the Fund’s sector classifications refer to one or more of the sector sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by the investment adviser. These definitions may not apply for purposes of this report, which may combine such sector sub-classifications for reporting ease.

 

 

 

6  

2 0 2 2   B L A C K R O C K   S E M I - A N N U A L   R E P O R T   T O   S H A R E H O L D E R S


About Fund Performance as of September 30, 2022

  BlackRock Hedge Fund Guided Portfolio Solution

 

Class I Shares are not subject to any sales charge. These shares bear no ongoing distribution or service fees and are available only to certain eligible investors.

Class A Shares are not subject to any sales charge. These shares are subject to an ongoing distribution fee and shareholder servicing fee of 0.75% per year.

Past performance is not an indication of future results. Financial markets have experienced extreme volatility and trading in many instruments has been disrupted. These circumstances may continue for an extended period of time, and may continue to affect adversely the value and liquidity of the Fund’s investments. As a result, current performance may be lower or higher than the performance data quoted. Refer to blackrock.com to obtain performance data current to the most recent month-end. Performance results do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Figures shown in the performance table(s) assume reinvestment of all distributions, if any, at net asset value (“NAV”) on the ex-dividend date or payable date, as applicable. Investment return and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Distributions paid to each class of shares will vary because of the different levels of service, distribution and transfer agency fees applicable to each class, which are deducted from the income available to be paid to shareholders.

BlackRock Advisors, LLC (the “Manager”), the Fund’s investment adviser, has contractually and/or voluntarily agreed to waive and/or reimburse a portion of the Fund’s expenses. Without such waiver(s) and/or reimbursement(s), the Fund’s performance would have been lower. With respect to the Fund’s voluntary waiver(s), if any, the Manager is under no obligation to waive and/or reimburse or to continue waiving and/or reimbursing its fees and such voluntary waiver(s) may be reduced or discontinued at any time. With respect to the Fund’s contractual waiver(s), if any, the Manager is under no obligation to continue waiving and/or reimbursing its fees after the applicable termination date of such agreement. See the Notes to Financial Statements for additional information on waivers and/or reimbursements.

Disclosure of Expenses for Continuously Offered Closed-End Funds

Shareholders of the Fund may incur the following charges: (a) transactional expenses, including early withdrawal fees; and (b) operating expenses, including investment advisory fees, and other fund expenses. The example below (which is based on a hypothetical investment of $1,000 invested at the beginning of the period and held through the end of the period) is intended to assist shareholders both in calculating expenses based on an investment in the Fund and in comparing these expenses with similar costs of investing in other funds.

The expense example provides information about actual account values and actual expenses. Annualized expense ratios reflect contractual and voluntary fee waivers, if any. In order to estimate the expenses a shareholder paid during the period covered by this report, shareholders can divide their account value by $1,000 and then multiply the result by the number corresponding to their Fund and share class under the heading entitled “Expenses Paid During the Period.”

The expense example also provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses. In order to assist shareholders in comparing the ongoing expenses of investing in the Fund and other funds, compare the 5% hypothetical example with the 5% hypothetical examples that appear in shareholder reports of other funds.

The expenses shown in the expense example are intended to highlight shareholders’ ongoing costs only and do not reflect transactional expenses, such as sales charges, if any. Therefore, the hypothetical example is useful in comparing ongoing expenses only, and will not help shareholders determine the relative total expenses of owning different funds. If these transactional expenses were included, shareholder expenses would have been higher.

 

    Actual           Hypothetical 5% Return         
     Beginning
Account Value
(04/01/22)
     Ending
Account Value
(09/30/22)
     Expenses
Paid During
the Period(a)
           Beginning
Account Value
(04/01/22)
     Ending
Account Value
(09/30/22)
     Expenses
Paid During
the Period(a)
     Annualized
Expense
Ratio
 

Class I

  $       1,000.00      $        1,000.00      $           7.37              $        1,000.00      $         1,002.16      $   7.38        1.47

Class A

    1,000.00        996.00        11.11               1,000.00        992.53        11.09        2.22  

 

  (a) 

For each class of the Fund, expenses are equal to the annualized expense ratio for the class, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period shown).

 

See “Disclosure of Expenses for Continuously Offered Closed-End Funds” for more information on how expenses were calculated.

 

 

D I S C L O S U R E   O F   E X P E N S E S   F O R   C O N T I N U O U S L Y   O F F E R E D   C L O S E D - E N D   F U N D S

  7


Schedule of Investments (unaudited)

September 30, 2022

  

BlackRock Hedge Fund Guided Portfolio Solution

(Percentages shown are based on Net Assets)

 

Portfolio Funds(a)(b)      First Acquisition
Date
       Cost        Value     

% of

Net
Assets

 

 

 

Equity Hedge

                 

Atlas Enhanced Fund, Ltd.

       09/01/22        $ 6,000,000        $ 6,103,200        8.5

Kadensa Fund

       04/01/21          3,112,500          3,084,383        4.3

Manticore Fund (Cayman) Ltd.

       04/01/21          3,562,500          3,004,639        4.2

Pelham Long/Short Fund, Ltd.

       04/01/21          400,000          245,571        0.3

Schonfeld Strategic Partners Offshore Fund, Ltd.

       01/01/22          3,075,000          3,194,069        4.4

Voleon Composition International Fund, Ltd.

       04/01/21          3,178,483          3,345,937        4.7
         

 

 

      

 

 

    

 

 

 

Total Equity Hedge

            19,328,483          18,977,799        26.4

Event-Driven

                 

MY Asian Opportunities Unit Trust

       05/01/21          3,371,844          3,086,018        4.3

Nekton Global Fund Ltd.

       10/01/21          3,100,000          3,092,815        4.3

Pentwater Event Fund, Ltd.

       04/01/21          5,775,000          5,738,596        8.0

Segantii Asia-Pacific Equity Multi-Strategy Fund

       11/01/21          2,100,000          2,187,635        3.1
         

 

 

      

 

 

    

 

 

 

Total Event-Driven

            14,346,844          14,105,064        19.7

Macro

                 

Crabel Fund SPC, Ltd.

       04/01/21          2,712,500          2,906,865        4.0

Drakewood Prospect Fund Ltd.

       06/01/22          2,450,000          2,349,280        3.3

East One Commodity Fund Limited

       05/01/21          2,412,500          3,153,874        4.4

Stratus Feeder, Ltd.

       04/01/21          4,334,500          5,685,388        7.9

Systematica Alternative Markets Fund Ltd.

       05/01/21          2,512,500          3,297,713        4.6
         

 

 

      

 

 

    

 

 

 

Total Macro

            14,422,000          17,393,120        24.2

Relative Value

                 

One William Street Capital Offshore Fund, Ltd.

       04/01/21          5,700,000          6,052,043        8.4

Parallax Offshore Investors Fund, Ltd.

       04/01/21          2,893,187          3,170,204        4.4

Polar Multi-Strategy Fund

       04/01/21          4,850,000          4,821,796        6.7

Rose Grove Offshore Fund I, Ltd.

       04/01/21          3,212,500          3,070,912        4.3
         

 

 

      

 

 

    

 

 

 

Total Relative Value

            16,655,687          17,114,955        23.8
         

 

 

      

 

 

    

 

 

 

Total Portfolio Funds

            64,753,014          67,590,938        94.1
         

 

 

      

 

 

    

 

 

 
Security               Cost        Value      % of
Net
Assets
 

 

 

Short-Term Securities

                 

Money Market Funds

                 

BlackRock Liquidity Funds, T-Fund, Institutional Class, 2.79%(c)(d)

            5,257,944          5,257,944        7.3
         

 

 

      

 

 

    

 

 

 

Total Short-Term Securities

            5,257,944          5,257,944        7.3

 

 

Total Investments

          $   70,010,958          72,848,882        101.4
         

 

 

         

Other Assets Less Liabilities

                 (997,172      (1.4 )% 
              

 

 

    

 

 

 

Net Assets

               $   71,851,710        100.0
              

 

 

    

 

 

 

 

(a)

Non-income producing security.

(b)

Restricted security as to resale, excluding 144A securities. The Fund held restricted securities with a current value of $67,590,938, representing 93.5% of its net assets as of period end, and an original cost of $64,753,014.

(c)

Affiliate of the Fund.

(d)

Annualized 7-day yield as of period end.

Affiliates

Investments in issuers considered to be affiliate(s) of the Fund during the six months ended September 30, 2022 for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:

 

Affiliated Issuer   Value at
03/31/22
    Purchases
at Cost
    Proceeds
from Sale
    Net
Realized
Gain (Loss)
    Change in
Unrealized
Appreciation
(Depreciation)
    Value at
09/30/22
    Shares
Held at
09/30/22
    Income     Capital
Gain
Distributions
from Underlying
Funds
 

BlackRock Liquidity Funds, T-Fund, Institutional Class

  $   4,721,908     $   536,036 (a)    $   —     $   —     $   —     $   5,257,944           $   42,556     $   —  
       

 

 

   

 

 

   

 

 

     

 

 

   

 

 

 

(a) Represents net amount purchased (sold).

  

 

 

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Schedule of Investments (unaudited)  (continued)

September 30, 2022

  

BlackRock Hedge Fund Guided Portfolio Solution

 

Fair Value Hierarchy as of Period End

Various inputs are used in determining the fair value of financial instruments. For a description of the input levels and information about the Fund’s policy regarding valuation of financial instruments, refer to the Notes to Financial Statements.

The following table summarizes the Fund’s financial instruments categorized in the fair value hierarchy. The breakdown of the Fund’s financial instruments into major categories is disclosed in the Schedule of Investments above.

 

         
      Level 1      Level 2      Level 3      Total  

Assets

           

Investments

           

Short-Term Securities

           

Money Market Funds

   $   5,257,944      $   —      $   —      $ 5,257,944  
  

 

 

    

 

 

    

 

 

    

 

 

 

Investments valued at NAV

              67,590,938  
           

 

 

 
            $   72,848,882  
           

 

 

 

See notes to financial statements.

 

 

S C H E D U L E   O F   I N V E S T M E N T S

  9


Statement of Assets and Liabilities (unaudited)

September 30, 2022

 

     BlackRock
Hedge Fund
Guided Portfolio
Solution
 

ASSETS

 

Investments, at value — unaffiliated(a)

  $  67,590,938  

Investments, at value — affiliated(b)

    5,257,944  

Investments in Portfolio Funds paid in advance

    2,825,000  

Investments in Portfolio Funds sold receivable

    60,619  

Receivables:

 

Dividends — affiliated

    9,795  

From the Manager

    74,026  

Prepaid expenses

    1,201  
 

 

 

 

Total assets

    75,819,523  
 

 

 

 

LIABILITIES

 

Capital contributions received in advance

    2,844,500  

Repurchase offer payable

    428,205  

Payables:

 

Administration fees

    50,000  

Investment advisory fees

    172,188  

Other accrued expenses

    296,848  

Service and distribution fees

    176,072  
 

 

 

 

Total liabilities

    3,967,813  
 

 

 

 

NET ASSETS

  $ 71,851,710  
 

 

 

 

NET ASSETS CONSIST OF:

 

Paid-in capital

  $ 71,342,549  

Accumulated earnings

    509,161  
 

 

 

 

NET ASSETS

  $ 71,851,710  
 

 

 

 

NET ASSET VALUE

 

Class I

 

Net assets

  $ 22,878,728  
 

 

 

 

Shares outstanding

    2,256,212  
 

 

 

 

Net asset value

  $ 10.14  
 

 

 

 

Class A

 

Net assets

  $ 48,972,982  
 

 

 

 

Shares outstanding

    4,862,872  
 

 

 

 

Net asset value

  $ 10.07  
 

 

 

 

(a) Investments, at cost — unaffiliated

  $     64,753,014  

(b) Investments, at cost — affiliated

  $ 5,257,944  

See notes to financial statements.

 

 

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Statement of Operations (unaudited)

Six Months Ended September 30, 2022

 

     BlackRock
Hedge Fund
Guided Portfolio
Solution
 

INVESTMENT INCOME

 

Dividends — affiliated

  $ 42,556  

Other income — unaffiliated

    5,290  
 

 

 

 

Total investment income

    47,846  
 

 

 

 

EXPENSES

 

Professional

    188,750  

Investment advisory

    172,188  

Service and distribution — class specific

    154,331  

Administration

    75,000  

Accounting services

    31,307  

Transfer agent — class specific

    21,666  

Custodian

    19,878  

Registration

    1,440  

Trustees and Officer

    1,058  

Miscellaneous

    24,087  
 

 

 

 

Total expenses

    689,705  

Less:

 

Fees waived and/or reimbursed by the Manager

    (52,359

Transfer agent fees waived and/or reimbursed — class specific

    (21,666
 

 

 

 

Total expenses after fees waived and/or reimbursed

    615,680  
 

 

 

 

Net investment loss

    (567,834
 

 

 

 

REALIZED AND UNREALIZED GAIN (LOSS)

 

Net realized gain (loss) from:

 

Investments — unaffiliated

    (791,634
 

 

 

 
    (791,634
 

 

 

 

Net change in unrealized appreciation (depreciation) on:

 

Investments — unaffiliated

    1,295,014  
 

 

 

 

Net realized and unrealized gain

    503,380  
 

 

 

 

NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS

  $ (64,454
 

 

 

 

See notes to financial statements.

 

 

F I N A N C I A L   S T A T E M E N T S

  11


Statements of Changes in Net Assets

 

        BlackRock Hedge Fund Guided Portfolio    
Solution
 
         Six Months Ended
09/30/22
(unaudited)
    Year Ended
03/31/22(a)
 

INCREASE (DECREASE) IN NET ASSETS

   

OPERATIONS

   

Net investment loss

  $ (567,834   $ (726,669

Net realized gain (loss)

    (791,634     259,220  

Net change in unrealized appreciation (depreciation)

    1,295,014       1,542,910  
 

 

 

   

 

 

 

Net increase (decrease) in net assets resulting from operations

    (64,454     1,075,461  
 

 

 

   

 

 

 

DISTRIBUTIONS TO SHAREHOLDERS

   

Class A

          (398,502

Class I

          (286,621
 

 

 

   

 

 

 

Decrease in net assets resulting from distributions to shareholders

          (685,123
 

 

 

   

 

 

 

CAPITAL SHARE TRANSACTIONS

   

Proceeds from the issuance of shares (excluding capital contributions received in advance)

    17,841,000       53,803,500  

Reinvestment of distributions

          306,079  

Repurchase of shares resulting from tender offers

    (500,171     (24,582
 

 

 

   

 

 

 

Net increase in net assets derived from capital share transactions

    17,340,829       54,084,997  
 

 

 

   

 

 

 

NET ASSETS

   

Total increase in net assets

    17,276,375       54,475,335  

Beginning of period

    54,575,335       100,000  
 

 

 

   

 

 

 

End of period

  $ 71,851,710     $       54,575,335  
 

 

 

   

 

 

 

 

(a) 

Commenced operations on March 31, 2021.

See notes to financial statements.

 

 

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Statement of Cash Flows (unaudited)

Six Months Ended September 30, 2022

 

    

BlackRock

Hedge Fund

Guided Portfolio

Solution

 

CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES

 

Net decrease in net assets resulting from operations

  $ (64,454

Adjustments to reconcile net decrease in net assets resulting from operations to net cash used for
operating activities:

 

Proceeds from sales of long-term investments

    1,910,297  

Purchases of long-term investments

    (18,555,290

Net proceeds from sales of short-term securities

    (536,036

Net realized gain on investments

    791,634  

Net unrealized (appreciation) depreciation on investments

    (1,295,014

(Increase) Decrease in Assets:

 

Investments in Portfolio Funds paid in advance

    (1,925,000

Prepaid expenses

    (1,020

Receivables:

 

Dividends - affiliated

    (9,415

From the Manager

    290,169  

Increase (Decrease) in Liabilities:

 

Payables:

 

Administration fees

    12,500  

Investment advisory fees

    172,188  

Service and distribution fees

    61,576  

Other accrued expenses

    117,789  
 

 

 

 

Net cash used for operating activities

    (19,030,076
 

 

 

 

CASH PROVIDED BY (USED FOR) FINANCING ACTIVITIES

 

Proceeds from issuance of capital shares (net of change in capital contributions received in advance)

    19,104,500  

Payments on shares repurchased

    (74,424
 

 

 

 

Net cash provided by financing activities

                19,030,076  
 

 

 

 

CASH

 

Net decrease in restricted and unrestricted cash

     

Restricted and unrestricted cash at beginning of period

     
 

 

 

 

Restricted and unrestricted cash at end of period

  $  
 

 

 

 

NON-CASH FINANCING ACTIVITIES

 

Capital shares issued in reinvested dividends and distributions

  $  
 

 

 

 

Reconciliation of restricted and unrestricted cash at the end of the period to the Statements of Assets and Liabilities

 
     September 30, 2022  

Cash

  $                                      —  

See notes to financial statements.

 

 

F I N A N C I A L   S T A T E M E N T S

  13


Financial Highlights

(For a share outstanding throughout each period)

 

      BlackRock Hedge Fund Guided Portfolio Solution    
  Class I
     

Six Months Ended

09/30/22

(unaudited

 

 

   

Year Ended

03/31/22

 

(a)  

Net asset value, beginning of period

  $ 10.14     $ 10.00  
 

 

 

   

 

 

 

Net investment loss(b)

    (0.07     (0.15

Net realized and unrealized gain

    0.07       0.45  
 

 

 

   

 

 

 

Net increase (decrease) from investment operations

    0.00(c)       0.30  
 

 

 

   

 

 

 

Distributions from net investment income

          (0.16
 

 

 

   

 

 

 

Net asset value, end of period

  $ 10.14     $ 10.14  
 

 

 

   

 

 

 

Total Return(d)

   

Based on net asset value

    0.00 %(e)(f)      3.06
 

 

 

   

 

 

 

Ratios to Average Net Assets(g)

   

Total expenses

    1.68 %(h)      3.27
 

 

 

   

 

 

 

Total expenses after fees waived and/or reimbursed

    1.47 %(h)      1.45
 

 

 

   

 

 

 

Net investment loss

    (1.32 )%(h)      (1.44 )% 
 

 

 

   

 

 

 

Supplemental Data

   

Net assets, end of period (000)

  $                 22,879     $             19,831  
 

 

 

   

 

 

 

Portfolio turnover rate

    4     9
 

 

 

   

 

 

 

 

(a) 

Commenced operations on March 31, 2021.

(b) 

Based on average shares outstanding.

(c) 

Amount is greater than $(0.005) per share.

(d) 

Where applicable, assumes the reinvestment of distributions.

(e) 

Amount is greater than (0.005)%.

(f) 

Not annualized.

(g) 

Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

(h) 

Annualized.

See notes to financial statements.

 

 

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Financial Highlights  (continued)

(For a share outstanding throughout each period)

 

      BlackRock Hedge Fund Guided Portfolio Solution (continued)    
  Class A
    

Six Months Ended

09/30/22

(unaudited)

   

Year Ended

03/31/22(a)

 

Net asset value, beginning of period

  $ 10.11     $ 10.00  
 

 

 

   

 

 

 

Net investment loss(b)

    (0.10     (0.22

Net realized and unrealized gain

    0.06       0.46  
 

 

 

   

 

 

 

Net increase (decrease) from investment operations

    (0.04     0.24  
 

 

 

   

 

 

 

Distributions from net investment income

          (0.13
 

 

 

   

 

 

 

Net asset value, end of period

  $ 10.07     $ 10.11  
 

 

 

   

 

 

 

Total Return(c)

   

Based on net asset value

    (0.40 )%(d)      2.45
 

 

 

   

 

 

 

Ratios to Average Net Assets(e)

   

Total expenses

    2.47 %(f)      3.75
 

 

 

   

 

 

 

Total expenses after fees waived and/or reimbursed

    2.22 %(f)      2.16
 

 

 

   

 

 

 

Net investment loss

    (2.07 )%(f)      (2.15 )% 
 

 

 

   

 

 

 

Supplemental Data

   

Net assets, end of period (000)

  $                         48,973     $                     34,744  
 

 

 

   

 

 

 

Portfolio turnover rate

    4     9
 

 

 

   

 

 

 

 

(a) 

Commenced operations on March 31, 2021.

(b) 

Based on average shares outstanding.

(c) 

Where applicable, assumes the reinvestment of distributions.

(d) 

Not annualized.

(e) 

Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

(f) 

Annualized.

See notes to financial statements.

 

 

F I N A N C I A L   H I G H L I G H T S

  15


Notes to Financial Statements (unaudited)   

 

1.

ORGANIZATION

BlackRock Hedge Fund Guided Portfolio Solution (the “Fund”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a non-diversified, closed-end management investment company. The Fund is organized as a Delaware statutory trust. The Fund engages in a continuous offering of shares. The Fund may from time to time offer to repurchase shares from shareholders in accordance with written tenders by shareholders at those times, in those amounts, and on such terms and conditions as the Board of Trustees of the Fund (the “Board”) may determine in its sole discretion. The Fund calculates the net asset value (“NAV”) per share of the applicable class of the Fund as of the close of business on the last business day of each calendar month, and at such other times as the Board may determine. The Fund’s shares are offered for sale as of the first business day of each calendar month (the “Subscription Date”) at a price equal to the Fund’s NAV per share determined as of the close of business on the last business day of the calendar month preceding the Subscription Date, except that the Fund may offer shares more or less frequently as determined by the Board. The price of the shares during the Fund’s continuous offering will fluctuate over time with the NAV of the shares.

The Fund offers two classes of shares designated as Class I Shares and Class A Shares. Both classes of shares have identical voting, dividend, liquidation and other rights and will be subject to the same terms and conditions, except that Class A Shares bear expenses related to the shareholder servicing and distribution of such shares.

The Fund, together with certain other registered investment companies advised by BlackRock Advisors, LLC (the “Manager”) or its affiliates, is included in a complex of open-end non-index fixed-income funds and all BlackRock-advised closed-end funds referred to as the BlackRock Fixed-Income Complex.

 

2.

SIGNIFICANT ACCOUNTING POLICIES

The financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which may require management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. Below is a summary of significant accounting policies:

Investment Transactions and Income Recognition: For financial reporting purposes, investment transactions are recorded on the dates the transactions are executed. Realized gains and losses on investment transactions are determined using the specific identification method. Dividend income and capital gain distributions, if any, are recorded on the ex-dividend dates. Non-cash dividends, if any, are recorded on the ex-dividend dates at fair value. Dividends from foreign securities where the ex-dividend dates may have passed are subsequently recorded when the Fund is informed of the ex-dividend dates. Under the applicable foreign tax laws, a withholding tax at various rates may be imposed on capital gains, dividends and interest. Income, expenses and realized and unrealized gains and losses are allocated daily to each class based on its relative net assets.

Distributions: Distributions from net investment income are declared annually and paid annually. Distributions of capital gains are recorded on the ex-dividend dates and made at least annually. The character and timing of distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.

Deferred Compensation Plan: Under the Deferred Compensation Plan (the “Plan”) approved by the Board of Trustees of the Fund (the “Board”), the trustees who are not “interested persons” of the Fund, as defined in the 1940 Act (“Independent Trustees”), may defer a portion of their annual complex-wide compensation. Deferred amounts earn an approximate return as though equivalent dollar amounts had been invested in common shares of certain funds in the BlackRock Fixed-Income Complex selected by the Independent Trustees. This has the same economic effect for the Independent Trustees as if the Independent Trustees had invested the deferred amounts directly in certain funds in the BlackRock Fixed-Income Complex.

The Plan is not funded and obligations thereunder represent general unsecured claims against the general assets of the Fund, as applicable. Deferred compensation liabilities, if any, are included in the Trustees’ and Officer’s fees payable in the Statement of Assets and Liabilities and will remain as a liability of the Fund until such amounts are distributed in accordance with the Plan.

Net appreciation (depreciation) in the value of participants’ deferral accounts is allocated among the participating funds in the BlackRock Fixed Income Complex and reflected as Trustee and Officer expense on the Statement(s) of Operations. The Trustee and Officer expense may be negative as a result of a decrease in value of the deferred accounts.

Indemnifications: In the normal course of business, the Fund enters into contracts that contain a variety of representations that provide general indemnification. The Fund’s maximum exposure under these arrangements is unknown because it involves future potential claims against the Fund, which cannot be predicted with any certainty.

Other: Expenses directly related to the Fund or its classes are charged to the Fund or the applicable class. Expenses directly related to the Fund and other shared expenses prorated to the Fund are allocated daily to each class based on its relative net assets or other appropriate methods. Other operating expenses shared by several funds, including other funds managed by the Manager, are prorated among those funds on the basis of relative net assets or other appropriate methods.

The Fund has an arrangement with its custodian whereby credits are earned on uninvested cash balances, which could be used to reduce custody fees and/or overdraft charges. The Fund may incur charges on certain uninvested cash balances and overdrafts, subject to certain conditions.

 

3.

INVESTMENT VALUATION AND FAIR VALUE MEASUREMENTS

Investment Valuation Policies: The Fund’s investments are valued at fair value (also referred to as “market value” within the financial statements) each day that the Fund is open for business and, for financial reporting purposes, as of the report date. U.S. GAAP defines fair value as the price a fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. The Board of each Fund has approved the designation of each Fund’s Manager (“the

 

 

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Notes to Financial Statements (unaudited)  (continued)   

 

Manager”) as the valuation designee for the Fund. The Fund determines the fair values of its financial instruments using various independent dealers or pricing services under the Manager’s policies. If a security’s market price is not readily available or does not otherwise accurately represent the fair value of the security, the security will be valued in accordance with the Manager’s policies and procedures as reflecting fair value. The Manager has formed a committee (the “Valuation Committee to develop pricing policies and procedures and to oversee the pricing function for all financial instruments, with assistance from other BlackRock pricing committees.

In valuing interests in Portfolio Funds, the Manager, under the supervision of the Board, considers all relevant information to determine the price that the Fund might reasonably expect to receive from the current sale (or redemption in the case of a Portfolio Fund whose interests carry redemption rights) of the interest in the Portfolio Fund in an arm’s-length transaction. In general, the Manager will rely primarily on any actual or estimated (as applicable) unaudited values provided by the Portfolio Fund manager to the extent such unaudited values are received in a timely fashion and are believed to be the most reliable and relevant indication of the value of interests in such Portfolio Fund. It is anticipated that these unaudited values will be prepared in accordance with U.S. GAAP and will, in effect, be the fair value of each Portfolio Fund’s assets, less such Portfolio Fund’s liabilities (the net asset value). In some cases, estimated unaudited values are provided before final unaudited values. The Manager will rely primarily on such estimated unaudited values or final unaudited values, to the extent they are the most reliable and relevant indication of value of interests in the Portfolio Funds. The Manager will give weight to such valuations and any other factors and considerations set forth in the Valuation Procedures as deemed appropriate in each case. In general, the Manager will, prior to investing in any Portfolio Fund, and periodically thereafter, assess such Portfolio Fund’s valuation policies and procedures for appropriateness in light of the Fund’s obligation to fair value its assets under the 1940 Act and pursuant to U.S. GAAP for investment companies and will assess the overall reasonableness of the information provided by such Portfolio Fund. As part of this assessment, the Manager may also evaluate, among other things, a Portfolio Fund’s practices in respect of creating “side pockets” and such Portfolio Fund’s valuation policies and procedures in respect of any such “side pockets.” The Manager will also review any other information available to it, including reports by independent auditors, fund administrators, if any, and/or other third parties.

In instances where unaudited estimated or final values may not be available, or where such unaudited estimated or final values are determined not to be the most reliable and relevant indication of value of an interest in a Portfolio Fund (as further discussed below), additional factors that may be relevant in determining the value of an interest in a Portfolio Fund, in addition to those other factors and considerations set forth in the Valuation Procedures, include (1) changes in the valuation of hedge fund indices, (2) publicly available information regarding a Portfolio Fund’s underlying portfolio companies or investments, (3) the price at which recent subscriptions and redemptions of such Portfolio Fund interests were offered, (4) relevant news and other sources, (5) significant market events and (6) information provided to the Manager or the Fund by a Portfolio Fund, or the failure to provide such information as agreed to in the Portfolio Fund’s offering materials or other agreements with the Fund.

In circumstances where, taking into account the factors and considerations set forth above and in the Valuation Procedures, the Manager has reason to believe that a value provided by a Portfolio Fund is not the most reliable and relevant indication of the value of an interest in the Portfolio Fund, the Manager may adjust such reported value to reflect the fair value of the interest in the Portfolio Fund. Likewise, in circumstances where a Portfolio Fund does not provide a valuation as contemplated above, the factors and considerations set forth above and in the Valuation Procedures may be the only indicators of the value of an interest in a Portfolio Fund and the Manager will use such factors, together with other valuation methodologies set forth in the Valuation Procedures that may be relevant, to estimate the fair value of its interest in a Portfolio Fund. In circumstances where the Manager determines to adjust the values reported by Portfolio Funds, or in circumstances where the Portfolio Funds do not provide valuations as contemplated above (such circumstances being collectively referred to as “Adjusted Fair Values”), such valuations will be subject to review and approval by the Valuation Committee or its delegate as outlined in the Valuation Procedures. The Board reviews fair value determinations at its regularly scheduled meetings and also reviews the Valuation Procedures on a regular basis.

Fair Value Inputs and Methodologies: The following methods and inputs are used to establish the fair value of the Fund’s assets and liabilities:

 

   

Investments in open-end U.S. mutual funds (including money market funds) are valued at that day’s published NAV.

Fair Value Hierarchy: Various inputs are used in determining the fair value of financial instruments. These inputs to valuation techniques are categorized into a fair value hierarchy consisting of three broad levels for financial reporting purposes as follows:

 

   

Level 1 – Unadjusted price quotations in active markets/exchanges for identical assets or liabilities that the Fund has the ability to access;

 

   

Level 2 – Other observable inputs (including, but not limited to, quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market–corroborated inputs); and

 

   

Level 3 – Unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are not available (including the Valuation Committee’s assumptions used in determining the fair value of financial instruments).

The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. Investments classified within Level 3 have significant unobservable inputs used by the Valuation Committee in determining the price for Fair Valued Investments. Level 3 investments include equity or debt issued by privately held companies or funds that may not have a secondary market and/or may have a limited number of investors. The categorization of a value determined for financial instruments is based on the pricing transparency of the financial instruments and is not necessarily an indication of the risks associated with investing in those securities.

As of September 30, 2022, certain investments of the Fund were fair valued using NAV per share as no quoted market value is available and therefore have been excluded from the fair value hierarchy.

 

 

N O T E S   T O   F I N A N C I A L   S T A T E M E N T S

  17


Notes to Financial Statements (unaudited)  (continued)   

 

4.

INVESTMENTS IN PORTFOLIO FUNDS

Information reflecting the Fund’s investments in Portfolio Funds as of September 30, 2022 is summarized below.

 

Investment   Value                     % of Fund’s
Net Assets
    

Primary

Geographic

Locations

    

          

     Redemptions
Permitted
 

Equity Hedge

                                                   

Atlas Enhanced Fund, Ltd.

    $  6,103,200                8.5      North America                 Quarterly  
            Developed Asia Pacific,        
            Emerging Markets,        

Kadensa Fund

    3,084,383                4.3        North America                 Quarterly  
            Developed Asia Pacific,        
            Emerging Markets,        
            North America,        

Manticore Fund (Cayman) Ltd.

    3,004,639                4.2        Western Europe                 Monthly  
            North America,        

Pelham Long/Short Fund, Ltd.

    245,571                0.3        Western Europe                 Monthly  
            Developed Asia Pacific,        
            Emerging Markets,        
            North America,        

Schonfeld Strategic Partners Offshore Fund, Ltd.

    3,194,069                4.4        Western Europe                 Monthly  
            North America,        

Voleon Composition International Fund, Ltd.

    3,345,937                4.7        Western Europe                 Monthly  

Event-Driven

                                                   

MY Asian Opportunities Unit Trust

    3,086,018                4.3        North America                 Quarterly  
            Developed Asia Pacific,        
            Emerging Markets,        
            North America,        

Nekton Global Fund Ltd.

    3,092,815                4.3        Western Europe                 Quarterly  
            Emerging Markets,        
            North America,        

Pentwater Event Fund, Ltd.

    5,738,596                8.0        Western Europe                 Monthly  
            Developed Asia Pacific,        
            Emerging Markets,        

Segantii Asia-Pacific Equity Multi-Strategy Fund

    2,187,635                3.1        North America                 Monthly  

Macro

                                                   
            Developed Asia Pacific,        
            Emerging Markets,        
            North America,        

Crabel Fund SPC, Ltd.

    2,906,865                4.0        Western Europe                 Monthly  

Drakewood Prospect Fund Ltd.

    2,349,280                3.3        North America                 Monthly  
            Emerging Markets,        
            North America,        

East One Commodity Fund Limited

    3,153,874                4.4        Western Europe                 Monthly  
            Developed Asia Pacific,        
            Emerging Markets,        
            North America,        

Stratus Feeder, Ltd.

    5,685,388                7.9        Western Europe                 Monthly  
            Developed Asia Pacific,        
            Emerging Markets,        
            North America,        

Systematica Alternative Markets Fund Ltd.

    3,297,713                4.6        Western Europe                 Monthly  

Relative Value

                                                   

One William Street Capital Offshore Fund, Ltd.

    6,052,043                8.4        North America                 Quarterly  
            Developed Asia Pacific,        
            North America,        

Parallax Offshore Investors Fund, Ltd.

    3,170,204                4.4        Western Europe                 Quarterly  

 

 

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Notes to Financial Statements (unaudited)  (continued)   

 

Investment   Value                    

% of Fund’s
Net Assets

    

Primary

Geographic

Locations

    

          

     Redemptions
Permitted
 
               Developed Asia Pacific,        
               Emerging Markets,        
               North America,        

Polar Multi-Strategy Fund

    $    4,821,796                         6.7      Western Europe                 Monthly  
               North America,        

Rose Grove Offshore Fund I, Ltd.

    3,070,912                         4.3        Western Europe                 Quarterly  
    $  67,590,938                          94.1         

 

Major Category

 

Fair Value

           

Illiquid

Investments(a)

           

Gates(b)

           

Lock-ups(c)

           

Redemption

Frequency(d)

           

Redemption

Notice

Period(d)

 

Equity Hedge(e)

    $  18,977,799                   $                     —                 $  1,533,996                 $  8,072,830                 Quarterly, Monthly                   5-90 days  

Event-Driven(f)

    14,105,064                     1,434,649          100,695          Quarterly, Monthly          30-90 days  

Macro(g)

    17,393,120                              1,766,011          Monthly          5-60 days  

Relative Value(h)

    17,114,955                     1,513,011          4,470,567          Quarterly, Monthly          45-90 days  
 

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
    $  67,590,938            $—          $  4,481,656          $  14,410,103            
 

 

 

      

 

 

      

 

 

      

 

 

           

 

  (a) 

Represents private investment funds that cannot be voluntarily redeemed by the Fund at any time. This includes: (i) private investment funds that are liquidating and making distribution payments as their underlying assets are sold, (ii) suspended redemptions/withdrawals, and (iii) side pocket holdings. These types of investments may be realized within 1 to 3 years from September 30, 2022, depending on the specific investment and market conditions. This does not include private investment funds with gates and lockups, which are noted above.

 
  (b) 

Represents the portion of the Portfolio Funds for which there are investor level gates, which are not otherwise included as illiquid investments.

 
  (c) 

Represents investments that cannot be redeemed without a fee due to a lock-up provision, which are not otherwise included as illiquid investments or investments with gates. The lock-up period for these investments is 12 to 36 months at September 30, 2022.

 
  (d) 

Redemption frequency and redemption notice period reflect general redemption terms, and exclude liquidity restrictions noted above.

 
  (e) 

Equity Hedge strategies maintain positions both long and short, normally with a primary focus on equity securities and equity derivatives. A wide variety of investment processes can be employed to arrive at an investment decision, including both quantitative and fundamental techniques. The application of the Valuation Procedures to investments in this category did not result in any Adjusted Fair Values as of September 30, 2022. The fair values of the investments in this category have been estimated based on the net asset values provided by management of the Portfolio Funds.

 
  (f) 

Event-driven strategies concentrate on companies that are subject to corporate events such as mergers, acquisitions, restructurings, spin-offs, shareholder activism or other special situations that alter a company’s financial structure or operating strategy. The intended goal of these strategies is to profit when the price of a security changes to reflect more accurately the likelihood and potential impact of the occurrence, or nonoccurrence, of the event. The application of the Valuation Procedures to investments in this category did not result in any Adjusted Fair Values as of September 30, 2022. The fair values of the investments in this category have been estimated based on the net asset values provided by management of the Portfolio Funds.

 
  (g) 

Macro strategies employ a broad range of strategies where the investment process is predicated on movements in underlying economic variables and the impact of these movements on equity, fixed income, hard currency and commodity markets. The application of the Valuation Procedures to investments in this category did not result in any Adjusted Fair Values as of September 30, 2022. The fair values of the investments in this category have been estimated based on the net asset values provided by management of the Portfolio Funds.

 
  (h) 

Relative value strategies seek to profit from the mispricing of financial instruments relative to each other or historical norms. These strategies utilize quantitative and qualitative analyses to identify securities or spreads between securities that deviate from their theoretical fair value and/or historical norms. The application of the Valuation Procedures to investments in this category did not result in any Adjusted Fair Values as of September 30, 2022. The fair values of the investments in this category have been estimated based on the net asset values provided by management of the Portfolio Funds.

 

 

5.

INVESTMENT ADVISORY AGREEMENT AND OTHER TRANSACTIONS WITH AFFILIATES

Investment Advisory: The Fund entered into an Investment Advisory Agreement with the Manager, the Fund’s investment adviser and an indirect, wholly-owned subsidiary of BlackRock, Inc. (“BlackRock”), to provide investment advisory and administrative services. The Manager is responsible for the management of the Fund’s portfolio and provides the personnel, facilities, equipment and certain other services necessary to the operations of the Fund.

For such services, the Fund pays the Manager a monthly fee at an annual rate equal to 0.55% of the average monthly value of the Fund’s net assets.

Service and Distribution Fees: The Fund has entered into a Distribution Agreement (the “Distribution Agreement”) with BlackRock Investments, LLC (the “Distributor”), an affiliate of the Manager, to provide for distribution of the common shares. The Distribution Agreement provides that the Distributor will sell, and will appoint financial intermediaries to sell, common shares on behalf of the Fund on a reasonable efforts basis. The Fund has adopted a distribution and servicing plan (the “Distribution and Servicing Plan”) with respect to certain classes of the common shares and in doing so has voluntarily complied with Rule 12b-1 under the 1940 Act, as if the Fund were an open-end investment company, and will be subject to an ongoing distribution fee and shareholder servicing fee (together, the “Distribution and Servicing Fee”) in respect of the classes of common shares paying such Distribution and Servicing Fee. The maximum annual rates at which the Distribution and Servicing Fees may be paid under the Distribution and Servicing Plan (calculated as a percentage of the Fund’s monthly net assets attributable to the classes of common shares paying such Distribution and Servicing Fee) is 0.75%. Class I Shares are not subject to a distribution fee or shareholder servicing fee.

For the six months ended September 30, 2022, the class specific service and distribution fees borne directly by Class A Shares amounted to $154,331.

 

 

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Notes to Financial Statements (unaudited)  (continued)   

 

Transfer Agent: Pursuant to written agreements, certain financial intermediaries, some of which may be affiliates, provide the Fund with sub-accounting, recordkeeping, sub-transfer agency and other administrative services with respect to servicing of underlying investor accounts. For these services, these entities receive an asset-based fee or an annual fee per shareholder account, which will vary depending on share class and/or net assets. For the six months ended September 30, 2022, the Fund did not pay any amounts to affiliates in return for these services.

In addition, the Fund pays the transfer agent, which is not an affiliate, a fee for the issuance, transfer and redemption of shares and the opening and maintenance of shareholder accounts, which is included in transfer agent in the Statement of Operations.

For the six months ended September 30, 2022, the following table shows the class specific transfer agent fees borne directly by each share class of the Fund:

 

Class Name   Total

Class I

  $      4,291

Class A

 

      17,375

    21,666

Expense Limitations, Waivers and Reimbursements: The Manager contractually agreed to waive its investment advisory fees by the amount of investment advisory fees the Fund pays to the Manager indirectly through its investment in affiliated money market funds (the “affiliated money market fund waiver”) through June 30, 2024. The contractual agreement may be terminated upon 90 days’ notice by a majority of the Independent Trustees, or by a vote of a majority of the outstanding voting securities of the Fund. This amount is included in fees waived and/or reimbursed by the Manager in the Statements of Operations. For the six months ended September 30, 2022, the amount waived was $2,143.

The Manager contractually agreed to waive its investment advisory fee with respect to any portion of the Fund’s assets invested in affiliated equity and fixed-income mutual funds and affiliated exchange-traded funds that have a contractual management fee through June 30, 2024. The agreement can be renewed for annual periods thereafter, and may be terminated on 90 days’ notice, each subject to approval by a majority of the Funds’ Independent Trustees. For the six months ended September 30, 2022, there were no fees waived by the Manager pursuant to this arrangement.

The Manager contractually agreed to waive and/or reimburse certain operating and other expenses of the Fund in order to limit certain expenses to 0.80% of the Fund’s average monthly value of the net assets of each share class (“expense limitation”). Expenses covered by the expense limitation include without limitation, custodial, accounting and administrative services, any ongoing organizational expenses, and all initial and ongoing offering expenses. Expenses excluded from the expense limitation are limited to the investment advisory fee, service and distribution fees, interest expense, portfolio transaction, sub-accounting, record keeping, other administrative services and other investment-related costs (including acquired fund fees and expenses, commitment fees on leverage, prime broker fees and dividend expense) and certain other fund expenses, which constitute extraordinary expenses not incurred in the ordinary course of the Fund’s business. The Manager has agreed not to reduce or discontinue the contractual expense limitations through June 30, 2024. This amount is included in fees waived and/or reimbursed by the Manager in the Statements of Operations. For the six months ended September 30, 2022, the Manager waived $52,359 pursuant to this arrangement.

In addition, these amounts waived and/or reimbursed by the Manager are included in transfer agent fees waived and/or reimbursed — class specific in the Statement of Operations. For the six months ended September 30, 2022, class specific expense waivers and/or reimbursements are as follows:

 

Class Name   Total

Class I

  $      4,291

Class A

 

      17,375

    21,666

With respect to the contractual expense limitation, if during the Fund’s fiscal year the operating expenses of a share class, that at any time during the prior two fiscal years received a waiver and/or reimbursement from the Manager, are less than the current expense limitation for that share class, the Manager is entitled to be reimbursed by such share class up to the lesser of: (a) the amount of fees waived and/or expenses reimbursed during those prior two fiscal years under the agreement and (b) an amount not to exceed either the current expense limitation of that share class or the expense limitation of the share class in effect at the time that the share class received the applicable waiver and/or reimbursement, provided that:

 

  (1)

the Fund has more than $50 million in assets for the fiscal year, and

 

  (2)

the Manager or an affiliate continues to serve as the Fund’s investment adviser or administrator.

This repayment applies only to the contractual expense limitation on net expenses and does not apply to the contractual advisory fee waiver described above or any voluntary waivers that may be in effect from time to time. Effective April 1, 2028, the repayment arrangement between the Fund and the Manager pursuant to which such Fund may be required to repay amounts waived and/or reimbursed under the Fund’s contractual caps on net expenses will be terminated.

As of September 30, 2022, the fund level and class specific waivers and/or reimbursements subject to possible future recoupment under the expense limitation agreement are as follows:

 

     Expiring March 31,
Fund Level/Share Class   2024    2025

Fund Level

  $  563,342    $  52,359

Class I

  2,817    4,291

Class A

  13,666    17,375

 

 

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Notes to Financial Statements (unaudited)  (continued)        

 

Trustees and Officers: Certain trustees and/or officers of the Trust are directors and/or officers of BlackRock or its affiliates. The Fund reimburses the Manager for a portion of the compensation paid to the Trust’s Chief Compliance Officer, which is included in Trustees and Officer in the Statement of Operations.

 

6.

PURCHASES AND SALES

For the six months ended September 30, 2022, purchases and sales of investments, excluding short-term investments, were $ 18,555,290 and $1,970,916, respectively.

 

7.

INCOME TAX INFORMATION

It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies, and to distribute substantially all of its taxable income to its shareholders. Therefore, no U.S. federal income tax provision is required. The Fund has adopted September 30 as its tax year-end.

The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s U.S. federal tax returns generally remains open for a period of three years after they are filed. The statutes of limitations on the Fund’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.

Management has analyzed tax laws and regulations and their application to the Fund as of September 30, 2022, inclusive of the open tax return years, and does not believe that there are any uncertain tax positions that require recognition of a tax liability in the Fund’s financial statements.

U.S. GAAP requires that certain components of net assets be adjusted to reflect permanent differences between financial and tax reporting. These reclassifications have no effect on net assets or net asset values per share. As of the tax year ended September 30, 2022, permanent differences attributable to non-deductible expenses were reclassified to the following accounts:

 

   
     Amounts

Paid-in capital

  $  (146,021)

Accumulated earnings (loss)

  146,021

The tax character of distributions paid was as follows:

 

     
     Six Months Ended
09/30/22
    Year Ended
03/31/22
 

Ordinary income

  $   —     $     685,123  
 

 

 

   

 

 

 
                 

As of September 30, 2022, the tax components of accumulated earnings (loss) were as follows:

 

   
     Amounts  

Undistributed ordinary income

  $   1,966,765  

Non-expiring capital loss carryforwards

    (586,879

Net unrealized losses(a)

    (870,725
 

 

 

 
  $      509,161  
 

 

 

 
         

 

  (a) 

The difference between book-basis and tax-basis of net accumulated losses was attributable primarily to the realization for tax purposes of unrealized gains on investments in passive foreign investment companies.

 

As of September 30, 2022, gross unrealized appreciation and depreciation based on cost of investments (including short positions and derivatives, if any) for U.S. federal income tax purposes were as follows:

 

   
     Amounts  

Tax cost

  $  68,461,665  
 

 

 

 

Gross unrealized appreciation

  $       469,607  

Gross unrealized depreciation

    (1,340,334
 

 

 

 

Net unrealized appreciation (depreciation)

  $      (870,727
 

 

 

 
         

 

8.

BANK BORROWINGS

The Fund is party to a 364-day, $5 million credit agreement with Credit Suisse International. Under this agreement, the Fund may borrow to address timing mismatches between inflows and outflows of capital to and from the Fund in connection with (a) the repurchase of shares in the Fund, (b) the Fund’s investment activities, and (c) the payment of fees, expenses and other obligations of the Fund in the ordinary course of business. The credit agreement has the following terms: a fee of 0.35% per annum on unused commitment amounts and interest at a rate equal to three-month Secured Overnight Financing Rate (“SOFR”) on the date the loan is made plus 0.15% and 1.35% per annum. The agreement expires in September 2023 unless extended or renewed. For the six months ended September 30, 2022, the Fund did not borrow under the credit agreement.

 

 

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Notes to Financial Statements (unaudited)  (continued)        

 

9.

PRINCIPAL RISKS

In the normal course of business, the Fund invests in securities or other instruments and may enter into certain transactions, and such activities subject the Fund to various risks, including among others, fluctuations in the market (market risk) or failure of an issuer to meet all of its obligations. The value of securities or other instruments may also be affected by various factors, including, without limitation: (i) the general economy; (ii) the overall market as well as local, regional or global political and/or social instability; (iii) regulation, taxation or international tax treaties between various countries; or (iv) currency, interest rate and price fluctuations. Local, regional or global events such as war, acts of terrorism, the spread of infectious illness or other public health issues, recessions, or other events could have a significant impact on the Fund and its investments. The Fund’s prospectus provides details of the risks to which the Fund is subject.

The Fund may invest without limitation in illiquid or less liquid investments or investments in which no secondary market is readily available or which are otherwise illiquid, including private placement securities. The Fund may not be able to readily dispose of such investments at prices that approximate those at which the Fund could sell such investments if they were more widely traded and, as a result of such illiquidity, the Fund may have to sell other investments or engage in borrowing transactions if necessary to raise funds to meet its obligations. Limited liquidity can also affect the market price of investments, thereby adversely affecting the Fund’s NAV and ability to make dividend distributions. Privately issued debt securities are often of below investment grade quality, frequently are unrated and present many of the same risks as investing in below investment grade public debt securities.

Market Risk: An outbreak of respiratory disease caused by a novel coronavirus has developed into a global pandemic and has resulted in closing borders, quarantines, disruptions to supply chains and customer activity, as well as general concern and uncertainty. The impact of this pandemic, and other global health crises that may arise in the future, could affect the economies of many nations, individual companies and the market in general in ways that cannot necessarily be foreseen at the present time. This pandemic may result in substantial market volatility and may adversely impact the prices and liquidity of a fund’s investments. Although vaccines have been developed and approved for use by various governments, the duration of this pandemic and its effects cannot be determined with certainty.

Valuation Risk: The market values of equities, such as common stocks and preferred securities or equity related investments, such as futures and options, may decline due to general market conditions which are not specifically related to a particular company. They may also decline due to factors which affect a particular industry or industries. The Fund may invest in illiquid investments. An illiquid investment is any investment that the Fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment. The Fund may experience difficulty in selling illiquid investments in a timely manner at the price that it believes the investments are worth. Prices may fluctuate widely over short or extended periods in response to company, market or economic news. Markets also tend to move in cycles, with periods of rising and falling prices. This volatility may cause the Fund’s NAV to experience significant increases or decreases over short periods of time. If there is a general decline in the securities and other markets, the NAV of the Fund may lose value, regardless of the individual results of the securities and other instruments in which the Fund invests.

The price the Fund could receive upon the sale of any particular portfolio investment may differ from the Fund’s valuation of the investment, particularly for securities that trade in thin or volatile markets or that are valued using a fair valuation technique or a price provided by an independent pricing service. Changes to significant unobservable inputs and assumptions (i.e., publicly traded company multiples, growth rate, time to exit) due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As a result, the price received upon the sale of an investment may be less than the value ascribed by the Fund, and the Fund could realize a greater than expected loss or lesser than expected gain upon the sale of the investment. The Fund’s ability to value its investments may also be impacted by technological issues and/or errors by pricing services or other third-party service providers.

Counterparty Credit Risk: The Fund may be exposed to counterparty credit risk, or the risk that an entity may fail to or be unable to perform on its commitments related to unsettled or open transactions, including making timely interest and/or principal payments or otherwise honoring its obligations. The Fund manages counterparty credit risk by entering into transactions only with counterparties that the Manager believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. Financial assets, which potentially expose the Fund to market, issuer and counterparty credit risks, consist principally of financial instruments and receivables due from counterparties. The extent of the Fund’s exposure to market, issuer and counterparty credit risks with respect to these financial assets is approximately their value recorded in the Statement of Assets and Liabilities, less any collateral held by the Fund.

Concentration Risk: A diversified portfolio, where this is appropriate and consistent with a fund’s objectives, minimizes the risk that a price change of a particular investment will have a material impact on the NAV of a fund. The investment concentrations within the Fund’s portfolio are disclosed in its Schedule of Investments.

The Fund invests a significant portion of its assets in securities within a single or limited number of market sectors. When a fund concentrates its investments in this manner, it assumes the risk that economic, regulatory, political and social conditions affecting such sectors may have a significant impact on the Fund and could affect the income from, or the value or liquidity of, the Fund’s portfolio. Investment percentages in specific sectors are presented in the Schedule of Investments.

LIBOR Transition Risk: The United Kingdom’s Financial Conduct Authority announced a phase out of the London Interbank Offered Rate (”LIBOR“). Although many LIBOR rates ceased to be published or no longer are representative of the underlying market they seek to measure after December 31, 2021, a selection of widely used USD LIBOR rates will continue to be published through June 2023 in order to assist with the transition. The Fund may be exposed to financial instruments tied to LIBOR to determine payment obligations, financing terms, hedging strategies or investment value. The transition process away from LIBOR might lead to increased volatility and illiquidity in markets for, and reduce the effectiveness of new hedges placed against instruments whose terms currently include LIBOR. The ultimate effect of the LIBOR transition process on the Fund is uncertain.

 

10.

CAPITAL SHARE TRANSACTIONS

The Fund is authorized to issue an unlimited number of shares, all of which were initially classified as Common Shares. The par value for the Fund’s Common Shares is $0.001.

 

 

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Notes to Financial Statements (unaudited)  (continued)   

 

Transactions in capital shares for each class were as follows:

 

       
      Six Months Ended 09/30/22            Year Ended 03/31/22  
Share Class   Shares     Amount             Shares     Amount  

Class I

          

Proceeds from the issuance of shares (excluding capital contributions received in advance)

    329,504     $       3,324,500          1,944,195     $ 19,477,500  

Reinvestment of distributions

                   4,036       40,321  

Repurchase of Shares resulting from tender offers

    (29,062     (294,693        (2,461     (24,582
 

 

 

   

 

 

      

 

 

   

 

 

 
    300,442     $       3,029,807          1,945,770     $ 19,493,239  
 

 

 

   

 

 

      

 

 

   

 

 

 

Class A

          

Proceeds from the issuance of shares (excluding capital contributions received in advance)

    1,445,933     $     14,516,500          3,410,794     $ 34,326,000  

Reinvestment of distributions

                   26,629       265,758  

Repurchase of Shares resulting from tender offers

    (20,484     (205,478               
 

 

 

   

 

 

      

 

 

   

 

 

 
    1,425,449     $     14,311,022          3,437,423     $ 34,591,758  
 

 

 

   

 

 

      

 

 

   

 

 

 
    1,725,891     $     17,340,829          5,383,193     $     54,084,997  
 

 

 

   

 

 

      

 

 

   

 

 

 

For the six months ended September 30, 2022, common shares issued and outstanding had a net decrease of 49,546 as a result of 49,546 shares repurchased in tender offers.

The Fund intends, but is not obligated, to conduct quarterly tender offers for up to 25% of its NAV at the time in the sole discretion of its Board. In a tender offer, the Fund repurchases outstanding shares at the Fund’s NAV on the valuation date for the tender offer. In any given quarter, the Manager may or may not recommend to the Board that the Fund conduct tender offers. Accordingly, there may be quarters in which no tender offer is made. Shares are not redeemable at an investor’s option nor are they exchangeable for shares of any other fund.

 

    

Commencement
Date of Tender
Offer  Period(a)

    
Valuation
Date

 
    

Number
of Shares
Tendered


 
    

Tendered Shares
as a Percentage of
Outstanding Shares


 
   


Number of
Tendered
Shares
Purchased



 
    


Tendered Shares
Purchased
as a Percentage of
Outstanding Shares



 
   
Purchase
Price
 
 
    

Total
Amount of
Purchases


 

Class I

   June 25, 2021      September 30, 2021                            $   —      $   —  

Class A

   June 25, 2021      September 30, 2021                                          

Class I

   September 27, 2021      December 31, 2021        2,461        0.05       2,461        0.05       9.99        24,582  

Class A

   September 27, 2021      December 31, 2021                                          

Class I

   December 23, 2021      March 31, 2022                                          

Class A

   December 23, 2021      March 31, 2022                                          

Class I

   March 28, 2022      June 30, 2022                                          

Class A

   March 28, 2022      June 30, 2022        8,020        0.14       8,020        0.14       9.97        79,962  

Class I

   June 27, 2022      September 30, 2022        29,062        0.41       29,062        0.41       10.14        294,693  

Class A

   June 27, 2022      September 30, 2022        12,464        0.18       12,464        0.18       10.07        125,516  

(a) Date the tender offer period began.

Tendered share amounts are shown as repurchase of shares resulting from tender offers in the Statements of Changes in Net Assets.

As of September 30, 2022, BlackRock Financial Management, Inc., an affiliate of the Fund, owned 1,500,000 Class I and 1,000,000 Class A Shares of the Fund.

 

11.

SUBSEQUENT EVENTS

Management’s evaluation of the impact of all subsequent events on the Fund’s financial statements was completed through the date the financial statements were issued and the following items were noted:

The Fund conducted a tender offer to purchase for cash up to 25% of the Fund’s issued and outstanding Class A and Class I common shares of beneficial interest as of September 1, 2022, at a price equal to the NAV per share determined as of December 30, 2022. The tender offer commenced on September 26, 2022 and expired on October 26, 2022.

 

 

N O T E S   T O   F I N A N C I A L   S T A T E M E N T S

  23


Disclosure of Investment Advisory Agreement

 

The Board of Trustees (the “Board,” the members of which are referred to as “Board Members”) of BlackRock Hedge Fund Guided Portfolio Solution (the “Fund”) met on April 14, 2022 (the “April Meeting”) and May 19-20, 2022 (the “May Meeting”) to consider the approval to continue the investment advisory agreement (the “Advisory Agreement”) or (the “Agreement”) between the Fund and BlackRock Advisors, LLC (the “Manager” or “BlackRock”), the Fund’s investment advisor.

The Approval Process: Consistent with the requirements of the Investment Company Act of 1940 (the “1940 Act”), the Board considers the approval of the continuation of the Agreement for the Fund on an annual basis. The Board members who are not “interested persons” of the Fund, as defined in the 1940 Act, are considered independent Board members (the “Independent Board Members”). The Board’s consideration entailed a year-long deliberative process during which the Board and its committees assessed BlackRock’s various services to the Fund, including through the review of written materials and oral presentations, and the review of additional information provided in response to requests from the Independent Board Members. The Board had four quarterly meetings per year, each typically extending for two days, as well as additional ad hoc meetings and executive sessions throughout the year, as needed. The committees of the Board similarly met throughout the year. The Board also had an additional one-day meeting to consider specific information surrounding the renewal of the Agreement. In particular, the Board assessed, among other things, the nature, extent and quality of the services provided to the Fund by BlackRock, BlackRock’s personnel and affiliates, including (as applicable): investment management services; accounting oversight; administrative and shareholder services; oversight of the Fund’s service providers; risk management and oversight; and legal, regulatory and compliance services. Throughout the year, including during the contract renewal process, the Independent Board Members were advised by independent legal counsel, and met with independent legal counsel in various executive sessions outside of the presence of BlackRock’s management.

During the year, the Board, acting directly and through its committees, considered information that was relevant to its annual consideration of the renewal of the Agreement, including the services and support provided by BlackRock to the Fund and its shareholders. BlackRock also furnished additional information to the Board in response to specific questions from the Board. Among the matters the Board considered were: (a) investment performance for one-year, three-year, five-year, and/or since inception periods, as applicable, against peer funds, relevant benchmarks, and other performance metrics, as applicable, as well as BlackRock senior management’s and portfolio managers’ analyses of the reasons for any outperformance or underperformance relative to its peers, benchmarks, and other performance metrics, as applicable; (b) leverage management, as applicable; (c) fees, including advisory, administration, if applicable, and other amounts paid to BlackRock and its affiliates by the Fund for services; (d) Fund operating expenses and how BlackRock allocates expenses to the Fund; (e) the resources devoted to risk oversight of, and compliance reports relating to, implementation of the Fund’s investment objective, policies and restrictions, and meeting regulatory requirements; (f) BlackRock’s and the Fund’s adherence to applicable compliance policies and procedures; (g) the nature, character and scope of non-investment management services provided by BlackRock and its affiliates and the estimated cost of such services, as available; (h) BlackRock’s and other service providers’ internal controls and risk and compliance oversight mechanisms; (i) BlackRock’s implementation of the proxy voting policies approved by the Board; (j) execution quality of portfolio transactions; (k) BlackRock’s implementation of the Fund’s valuation and liquidity procedures; (l) an analysis of management fees paid to BlackRock for products with similar investment mandates across the open-end fund, closed-end fund, sub-advised mutual fund, collective investment trust and institutional separate account product channels, as applicable, and the similarities and differences between these products and the services provided as compared to the Fund; (m) BlackRock’s compensation methodology for its investment professionals and the incentives and accountability it creates, along with investment professionals’ investments in the fund(s) they manage; (n) periodic updates on BlackRock’s business; and (o) the Fund’s market discount/premium compared to peer funds.

Prior to and in preparation for the April Meeting, the Board received and reviewed materials specifically relating to the renewal of the Agreement. The Independent Board Members are continuously engaged in a process with their independent legal counsel and BlackRock to review the nature and scope of the information provided to the Board to better assist its deliberations. The materials provided in connection with the April Meeting included, among other things: (a) information independently compiled and prepared by Broadridge Financial Solutions, Inc. (“Broadridge”), based on Lipper classifications, regarding the Fund’s fees and expenses as compared with a peer group of funds as determined by Broadridge (“Expense Peers”) and the investment performance of the Fund as compared with a peer group of funds (“Performance Peers”); (b) information on the composition of the Expense Peers and Performance Peers and a description of Broadridge’s methodology; (c) information on the estimated profits realized by BlackRock and its affiliates pursuant to the Agreement and a discussion of fall-out benefits to BlackRock and its affiliates; (d) a general analysis provided by BlackRock concerning investment management fees received in connection with other types of investment products, such as institutional accounts, sub-advised mutual funds, closed-end funds, and open-end funds, under similar investment mandates, as applicable; (e) a review of non-management fees; (f) the existence, impact and sharing of potential economies of scale, if any, with the Fund; (g) a summary of aggregate amounts paid by the Fund to BlackRock; and (h) various additional information requested by the Board as appropriate regarding BlackRock’s and the Fund’s operations.

At the April Meeting, the Board reviewed materials relating to its consideration of the Agreement and the Independent Board Members presented BlackRock with questions and requests for additional information. BlackRock responded to these questions and requests with additional written information in advance of the May Meeting.

At the May Meeting, the Board concluded its assessment of, among other things: (a) the nature, extent and quality of the services provided by BlackRock; (b) the investment performance of the Fund as compared to its Performance Peers and to other metrics, as applicable; (c) the advisory fee and the estimated cost of the services and estimated profits realized by BlackRock and its affiliates from their relationship with the Fund; (d) the Fund’s fees and expenses compared to its Expense Peers; (e) the existence and sharing of potential economies of scale; (f) any fall-out benefits to BlackRock and its affiliates as a result of BlackRock’s relationship with the Fund; and (g) other factors deemed relevant by the Board Members.

The Board also considered other matters it deemed important to the approval process, such as other payments made to BlackRock or its affiliates relating to securities lending and cash management, and BlackRock’s services related to the valuation and pricing of Fund portfolio holdings. The Board noted the willingness of BlackRock’s personnel to engage in open, candid discussions with the Board. The Board Members evaluated the information available to it on a fund-by-fund basis. The following paragraphs provide more information about some of the primary factors that were relevant to the Board’s decision. The Board Members did not identify any particular information, or any single factor as determinative, and each Board Member may have attributed different weights to the various items and factors considered.

Nature, Extent and Quality of the Services Provided by BlackRock: The Board, including the Independent Board Members, reviewed the nature, extent and quality of services provided by BlackRock, including the investment advisory services, and the resulting performance of the Fund. Throughout the year, the Board compared Fund performance to the performance of a comparable group of closed-end funds, relevant benchmarks, and performance metrics, as applicable. The Board met with BlackRock’s senior management personnel responsible for investment activities, including the senior investment officers. The Board also reviewed the materials provided by the Fund’s portfolio management team discussing the Fund’s performance, investment strategies and outlook.

 

 

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Disclosure of Investment Advisory Agreement  (continued)

 

The Board considered, among other factors, with respect to BlackRock: the number, education and experience of investment personnel generally and the Fund’s portfolio management team; research capabilities; investments by portfolio managers in the funds they manage; portfolio trading capabilities; use of technology; commitment to compliance; credit analysis capabilities; risk analysis and oversight capabilities; and the approach to training and retaining portfolio managers and other research, advisory and management personnel. The Board also considered BlackRock’s overall risk management program, including the continued efforts of BlackRock and its affiliates to address cybersecurity risks and the role of BlackRock’s Risk & Quantitative Analysis Group. The Board engaged in a review of BlackRock’s compensation structure with respect to the Fund’s portfolio management team and BlackRock’s ability to attract and retain high-quality talent and create performance incentives.

In addition to investment advisory services, the Board considered the nature and quality of the administrative and other non-investment advisory services provided to the Fund. BlackRock and its affiliates provide the Fund with certain administrative, shareholder and other services (in addition to any such services provided to the Fund by third parties) and officers and other personnel as are necessary for the operations of the Fund. In particular, BlackRock and its affiliates provide the Fund with administrative services including, among others: (i) responsibility for disclosure documents and periodic shareholder reports; (ii) oversight of daily accounting and pricing; (iii) responsibility for periodic filings with regulators; (iv) overseeing and coordinating the activities of third-party service providers including, among others, the Fund’s custodian, fund accountant, transfer agent, and auditor; (v) organizing Board meetings and preparing the materials for such Board meetings; (vi) providing legal and compliance support; (vii) furnishing analytical and other support to assist the Board in its consideration of strategic issues such as the merger, consolidation or repurposing of certain closed-end funds; and (viii) performing or managing administrative functions necessary for the operation of the Fund, such as tax reporting, expense management, fulfilling regulatory filing requirements, and shareholder call center and other services. The Board reviewed the structure and duties of BlackRock’s fund administration, shareholder services, and legal and compliance departments and considered BlackRock’s policies and procedures for assuring compliance with applicable laws and regulations. The Board considered the operation of BlackRock’s business continuity plans, including in light of the ongoing COVID-19 pandemic.

The Investment Performance of the Fund and BlackRock: The Board, including the Independent Board Members, reviewed and considered the performance history of the Fund throughout the year and at the April Meeting. In preparation for the April Meeting, the Board was provided with reports independently prepared by Broadridge, which included an analysis of the Fund’s performance as of December 31, 2021, as compared to its Performance Peers. The performance information is based on net asset value (NAV), and utilizes Lipper data. Lipper’s methodology calculates a fund’s total return assuming distributions are reinvested on the ex-date at a fund’s ex-date NAV. Broadridge ranks funds in quartiles, ranging from first to fourth, where first is the most desirable quartile position and fourth is the least desirable. In connection with its review, the Board received and reviewed information regarding the investment performance of the Fund as compared to its Performance Peers and, in light of the Fund’s outcome-oriented investment objective, certain performance metrics (“Outcome-Oriented Performance Metrics”). The Board and its Performance Oversight Committee regularly review and meet with Fund management to discuss the performance of the Fund throughout the year.

In evaluating performance, the Board focused particular attention on funds with less favorable performance records. The Board also noted that while it found the data provided by Broadridge generally useful, it recognized the limitations of such data, including in particular, that notable differences may exist between a fund and its Performance Peers (for example, the investment objectives and strategies). Further, the Board recognized that the performance data reflects a snapshot of a period as of a particular date and that selecting a different performance period could produce significantly different results. The Board also acknowledged that long-term performance could be impacted by even one period of significant outperformance or underperformance, and that a single investment theme could have the ability to disproportionately affect long-term performance.

The Board reviewed and considered the Fund’s performance relative to the Fund’s Outcome-Oriented Performance Metrics including a total return target. The Board noted that for the since-inception period reported, the Fund underperformed its total return target. The Board noted that BlackRock believes that the Outcome-Oriented Performance Metrics are an appropriate performance metric for the Fund, and that BlackRock has explained its rationale for this belief to the Board. The Board and BlackRock reviewed the Fund’s underperformance relative to its total return target during the applicable periods.

Consideration of the Advisory/Management Fees and the Estimated Cost of the Services and Estimated Profits Realized by BlackRock and its Affiliates from their Relationship with the Fund: The Board, including the Independent Board Members, reviewed the Fund’s contractual management fee rate compared with those of its Expense Peers. The contractual management fee rate represents a combination of the advisory fee and any administrative fees, before taking into account any reimbursements or fee waivers. The Board also compared the Fund’s total expense ratio, as well as its actual management fee rate as a percentage of managed assets, which is the total assets of the Fund (including any assets attributable to money borrowed for investment purposes) minus the sum of the Fund’s accrued liabilities (other than money borrowed for investment purposes) to those of its Expense Peers. The total expense ratio represents a fund’s total net operating expenses, excluding any investment related expenses. The total expense ratio gives effect to any expense reimbursements or fee waivers, and the actual management fee rate gives effect to any management fee reimbursements or waivers. The Board considered the services provided and the fees charged by BlackRock and its affiliates to other types of clients with similar investment mandates, as applicable, including institutional accounts and sub-advised mutual funds (including mutual funds sponsored by third parties).

The Board received and reviewed statements relating to BlackRock’s financial condition. The Board reviewed BlackRock’s profitability methodology and was also provided with an estimated profitability analysis that detailed the revenues earned and the expenses incurred by BlackRock for services provided to the Fund. The Board reviewed BlackRock’s estimated profitability with respect to the Fund and other funds the Board currently oversees for the year ended December 31, 2021 compared to available aggregate estimated profitability data provided for the prior two years. The Board reviewed BlackRock’s estimated profitability with respect to certain other U.S. fund complexes managed by the Manager and/or its affiliates. The Board reviewed BlackRock’s assumptions and methodology of allocating expenses in the estimated profitability analysis, noting the inherent limitations in allocating costs among various advisory products. The Board recognized that profitability may be affected by numerous factors including, among other things, fee waivers and expense reimbursements by the Manager, the types of funds managed, precision of expense allocations and business mix. The Board thus recognized that calculating and comparing profitability at the individual fund level is difficult.

The Board noted that, in general, individual fund or product line profitability of other advisors is not publicly available. The Board reviewed BlackRock’s overall operating margin, in general, compared to that of certain other publicly traded asset management firms. The Board considered the differences between BlackRock and these other firms, including the contribution of technology at BlackRock, BlackRock’s expense management, and the relative product mix.

The Board considered whether BlackRock has the financial resources necessary to attract and retain high quality investment management personnel to perform its obligations under the Agreement and to continue to provide the high quality of services that is expected by the Board. The Board further considered factors including but not limited to

 

 

D I S C L O S U R E   O F   I N V E S T M E N T    A D V I S O R Y   A G R E E M E N T

  25


Disclosure of Investment Advisory Agreement  (continued)

 

BlackRock’s commitment of time, assumption of risk, and liability profile in servicing the Fund, including in contrast to what is required of BlackRock with respect to other products with similar investment mandates across the open-end fund, closed-end fund, sub-advised mutual fund, collective investment trust, and institutional separate account product channels, as applicable.

The Board noted that the Fund’s contractual management fee rate ranked in the first quartile, and that the actual management fee rate and total expense ratio ranked in the first and second quartiles, respectively, relative to the Expense Peers.

Economies of Scale: The Board, including the Independent Board Members, considered the extent to which economies of scale might be realized as the assets of the Fund increase. The Board also considered the extent to which the Fund benefits from such economies of scale in a variety of ways, and whether there should be changes in the advisory fee rate or breakpoint structure in order to enable the Fund to more fully participate in these economies of scale. The Board considered the Fund’s asset levels and whether the current fee was appropriate.

Based on the Board’s review and consideration of the issue, the Board concluded that most closed-end funds do not have fund level breakpoints because closed-end funds generally do not experience substantial growth after the initial public offering. Closed-end funds are typically priced at scale at a fund’s inception.

Other Factors Deemed Relevant by the Board Members: The Board, including the Independent Board Members, also took into account other ancillary or “fall-out” benefits that BlackRock or its affiliates may derive from BlackRock’s respective relationships with the Fund, both tangible and intangible, such as BlackRock’s ability to leverage its investment professionals who manage other portfolios and its risk management personnel, an increase in BlackRock’s profile in the investment advisory community, and the engagement of BlackRock’s affiliates as service providers to the Fund, including for administrative, securities lending and cash management services. The Board also considered BlackRock’s overall operations and its efforts to expand the scale of, and improve the quality of, its operations. The Board also noted that, subject to applicable law, BlackRock may use and benefit from third-party research obtained by soft dollars generated by certain registered fund transactions to assist in managing all or a number of its other client accounts.

In connection with its consideration of the Agreement, the Board also received information regarding BlackRock’s brokerage and soft dollar practices. The Board received reports from BlackRock which included information on brokerage commissions and trade execution practices throughout the year.

The Board also considered the various notable initiatives and projects BlackRock performed in connection with its closed-end fund product line. These initiatives included developing equity shelf programs; efforts to eliminate product overlap with fund mergers; ongoing services to manage leverage that has become increasingly complex; periodic evaluation of share repurchases and other support initiatives for certain BlackRock funds; and continued communication efforts with shareholders, fund analysts and financial advisers. With respect to the latter, the Independent Board Members noted BlackRock’s continued commitment to supporting the secondary market for the common shares of its closed-end funds through a comprehensive secondary market communication program designed to raise investor and analyst awareness and understanding of closed-end funds. BlackRock’s support services included, among other things: sponsoring and participating in conferences; communicating with closed-end fund analysts covering the BlackRock funds throughout the year; providing marketing and product updates for the closed-end funds; and maintaining and enhancing its closed-end fund website.

Conclusion: At the May Meeting, as a result of the discussions that occurred during the April Meeting, and as a culmination of the Board’s year-long deliberative process, the Board, including the Independent Board Members, approved, by unanimous vote of those present, the continuation of the Advisory Agreement between the Manager and the Fund for a one-year term ending June 30, 2023. Based upon its evaluation of all of the aforementioned factors in their totality, as well as other information, the Board, including the Independent Board Members, was satisfied that the terms of the Agreement were fair and reasonable and in the best interest of the Fund and its shareholders. In arriving at its decision to approve the Agreement, the Board did not identify any single factor or group of factors as all-important or controlling, but considered all factors together, and different Board Members may have attributed different weights to the various factors considered. The Independent Board Members were also assisted by the advice of independent legal counsel in making this determination.

 

 

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Additional Information

 

General Information

Except if noted otherwise herein, there were no changes to the Fund’s charters or by-laws that would delay or prevent a change of control of the Fund that were not approved by the shareholders.

The Fund calculates its NAV as of the close of business on the last Business Day of each calendar month, within approximately 25 calendar days after the last Business Day of such month, and at such other times as the Board may determine. Shareholders desiring to obtain the Fund’s most recently calculated NAV may contact The Bank of New York Mellon, at 1-888-919-6902.

In accordance with Section 23(c) of the Investment Company Act of 1940, the Fund may from time to time purchase shares of its common stock in the open market or in private transactions.

Quarterly performance, semi-annual and annual reports, current net asset value and other information regarding the Fund may be found on BlackRock’s website, which can be accessed at blackrock.com. Any reference to BlackRock’s website in this report is intended to allow investors public access to information regarding the Fund and does not, and is not intended to, incorporate BlackRock’s website in this report.

Electronic Delivery

Shareholders can sign up for e-mail notifications of quarterly statements, annual and semi-annual shareholder reports and prospectuses by enrolling in the electronic delivery program. Electronic copies of shareholder reports and prospectuses are available on BlackRock’s website.

To enroll in electronic delivery:

Shareholders Who Hold Accounts with Investment Advisers, Banks or Brokerages:

Please contact your financial adviser. Please note that not all investment advisers, banks or brokerages may offer this service.

Householding

The Fund will mail only one copy of shareholder documents, including prospectuses, annual and semi-annual reports, Rule 30e-3 notices and proxy statements, to shareholders with multiple accounts at the same address. This practice is commonly called “householding” and is intended to reduce expenses and eliminate duplicate mailings of shareholder documents. Mailings of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please call the Fund at (800) 882-0052.

Availability of Quarterly Schedule of Investments

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT is available on the SEC’s website at sec.gov. Additionally, the Fund makes its portfolio holdings for the first and third quarters of each fiscal year available at blackrock.com/fundreports.

Availability of Proxy Voting Policies, Procedures and Voting Records

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities and information about how the Fund voted proxies relating to securities held in the Fund’s portfolios during the most recent 12-month period ended June 30 is available without charge, upon request (1) by calling (800) 882-0052; (2) on the BlackRock website at blackrock.com; and (3) on the SEC’s website at sec.gov.

Availability of Fund Updates

BlackRock will update performance and certain other data for the Fund on a monthly basis on its website in the “Closed-end Funds” section of blackrock.com as well as certain other material information as necessary from time to time. Investors and others are advised to check the website for updated performance information and the release of other material information about the Funds. This reference to BlackRock’s website is intended to allow investors public access to information regarding the Funds and does not, and is not intended to, incorporate BlackRock’s website in this report.

BlackRock Privacy Principles

BlackRock is committed to maintaining the privacy of its current and former fund investors and individual clients (collectively, “Clients”) and to safeguarding their non-public personal information. The following information is provided to help you understand what personal information BlackRock collects, how we protect that information and why in certain cases we share such information with select parties.

If you are located in a jurisdiction where specific laws, rules or regulations require BlackRock to provide you with additional or different privacy-related rights beyond what is set forth below, then BlackRock will comply with those specific laws, rules or regulations.

 

 

A D D I T I O N A L   I N F O R M A T I O N

  27


Additional Information  (continued)

 

BlackRock obtains or verifies personal non-public information from and about you from different sources, including the following: (i) information we receive from you or, if applicable, your financial intermediary, on applications, forms or other documents; (ii) information about your transactions with us, our affiliates, or others; (iii) information we receive from a consumer reporting agency; and (iv) from visits to our websites.

BlackRock does not sell or disclose to non-affiliated third parties any non-public personal information about its Clients, except as permitted by law or as is necessary to respond to regulatory requests or to service Client accounts. These non-affiliated third parties are required to protect the confidentiality and security of this information and to use it only for its intended purpose.

We may share information with our affiliates to service your account or to provide you with information about other BlackRock products or services that may be of interest to you. In addition, BlackRock restricts access to non-public personal information about its Clients to those BlackRock employees with a legitimate business need for the information. BlackRock maintains physical, electronic and procedural safeguards that are designed to protect the non-public personal information of its Clients, including procedures relating to the proper storage and disposal of such information.

 

Fund and Service Providers

   

Investment Adviser

 

Independent Registered Public Accounting Firm

 

                             

BlackRock Advisors, LLC

 

Deloitte & Touche LLP

 

Wilmington, DE 19809

 

Boston, MA 02116

 

Accounting Agent and Transfer Agent

 

Distributor

 

BNY Mellon Investment Servicing (US) Inc.                                

 

BlackRock Investments, LLC

 

Wilmington, DE 19809

 

New York, NY 10022

 

Custodian

 

Legal Counsel

 

The Bank of New York Mellon

 

Willkie Farr & Gallagher LLP

 

New York, NY 10286

 

New York, NY 10019

 
 

Address of the Fund

 
 

100 Bellevue Parkway

 
 

Wilmington, DE 19809

 

 

 

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Want to know more?

blackrock.com | 800-441-7762

This report is intended for current holders. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless preceded or accompanied by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, if repurchased by the Fund in connection with any applicable tender offer, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.

GPS-9/22-SAR

 

 

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(b) Not Applicable

 

Item 2 –

Code of Ethics – Not Applicable to this semi-annual report

 

Item 3 –

Audit Committee Financial Expert – Not Applicable to this semi-annual report

 

Item 4 –

Principal Accountant Fees and Services – Not Applicable to this semi-annual report

 

Item 5 –

Audit Committee of Listed Registrant – Not Applicable

 

Item 6 –

Investments

(a) The registrant’s Schedule of Investments is included as part of the Report to Stockholders filed under Item 1(a) of this Form.

(b) Not Applicable due to no such divestments during the semi-annual period covered since the previous Form N-CSR filing.

 

Item 7 –

Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies – Not Applicable

 

Item 8 –

Portfolio Managers of Closed-End Management Investment Companies – Not Applicable

 

Item 9 –

Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers – Not Applicable

 

Item 10 –

Submission of Matters to a Vote of Security Holders –There have been no material changes to these procedures.

 

Item 11 –

Controls and Procedures

(a) The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing of this report based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rule 15d-15(b) under the Securities Exchange Act of 1934, as amended.

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

Item 12 –

Disclosure of Securities Lending Activities for Closed-End Management Investment Companies – Not Applicable

 

Item 13 –

Exhibits attached hereto

(a)(1) Code of Ethics – Not Applicable to this semi-annual report

(a)(2) Section 302 Certifications are attached

(a)(3) Any written solicitation to purchase securities under Rule 23c-1 – Not Applicable


(a)(4) Change in Registrant’s independent public accountant – Not Applicable

(b) Section 906 Certifications are attached


Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

BlackRock Hedge Fund Guided Portfolio Solution

 

  By:      /s/ John M. Perlowski                            
       John M. Perlowski
       Chief Executive Officer (principal executive officer) of
       BlackRock Hedge Fund Guided Portfolio Solution

Date: November 22, 2022

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

  By:      /s/ John M. Perlowski                            
       John M. Perlowski
       Chief Executive Officer (principal executive officer) of
       BlackRock Hedge Fund Guided Portfolio Solution

Date: November 22, 2022

 

  By:      /s/ Trent Walker                                
       Trent Walker
       Chief Financial Officer (principal financial officer) of
       BlackRock Hedge Fund Guided Portfolio Solution

Date: November 22, 2022

ATTACHMENTS / EXHIBITS

CERTIFICATION PURSUANT TO SECTION 302

CERTIFICATION PURSUANT TO SECTION 906



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