BlackRock Muni Funds Propose Merger for Scale, Efficiency

TL;DR

**BlackRock is merging two muni funds to cut costs and boost liquidity; vote FOR to get in on the bigger, better fund.**

AI Summary

BlackRock Long-Term Municipal Advantage Trust (BTA) and BlackRock MuniAssets Fund, Inc. (MUA) are proposing a joint special shareholder meeting on October 15, 2025, to approve a Reorganization Agreement. This reorganization involves MUA, the Acquiring Fund, acquiring substantially all of BTA's assets and liabilities in exchange for newly issued common and VRDP shares of MUA. The strategic move aims to achieve economies of scale and operational efficiencies by combining two funds with similar investment objectives and strategies, both managed by BlackRock Advisors, LLC. Key benefits for common shareholders are anticipated to include lower net total expenses, improved net earnings yield on NAV, and enhanced secondary market trading. For preferred shareholders, BTA's 760 Series W-7 VRDP Shares will be exchanged for 760 newly issued MUA VRDP Shares, resulting in a combined fund with 2,510 VRDP Shares outstanding. The mandatory redemption date for the newly issued MUA VRDP Shares is expected to be December 15, 2051, a change from BTA's November 1, 2045, date. The Boards of both Funds unanimously recommend voting 'FOR' the proposal, asserting that the Reorganization is in the best interests of shareholders and will not dilute net asset value or liquidation preference.

Why It Matters

This proposed reorganization between BTA and MUA is a strategic move by BlackRock to consolidate similar closed-end funds, potentially creating a more competitive offering in the municipal bond market. For investors, the promise of lower expenses and improved trading liquidity in the combined fund could enhance long-term returns and market access. Employees of BlackRock Advisors, LLC will manage a larger, more streamlined fund, potentially leading to operational efficiencies. Customers could benefit from a more focused product line and potentially better investment flexibility. In the broader market, this consolidation reflects a trend towards optimizing fund structures to achieve scale, putting pressure on smaller, less efficient funds to adapt or merge.

Risk Assessment

Risk Level: low — The risk level is low because the Reorganization is between two funds with similar investment objectives and strategies, managed by the same investment adviser, BlackRock Advisors, LLC. The Boards of both Funds have determined that the Reorganization will not dilute net asset value or liquidation preference for existing shareholders, and the terms of the Acquiring Fund VRDP Shares will be identical to its outstanding VRDP Shares, ensuring continuity for preferred shareholders.

Analyst Insight

Investors should vote 'FOR' the Reorganization to capitalize on the anticipated benefits of economies of scale, including lower net total expenses and improved secondary market trading for the combined fund. Preferred shareholders should note the change in mandatory redemption date to December 15, 2051, but the terms of the new VRDP shares will be substantially similar.

Key Numbers

• October 15, 2025 — Joint Special Shareholder Meeting Date (Date for shareholders to vote on the Reorganization)
• August 18, 2025 — Record Date (Shareholders as of this date are eligible to vote)
• 760 — BTA Series W-7 VRDP Shares (Number of VRDP Shares outstanding for the Target Fund as of July 31, 2025)
• 1,750 — MUA Series W-7 VRDP Shares (Number of VRDP Shares outstanding for the Acquiring Fund as of July 31, 2025)
• 2,510 — Combined Fund VRDP Shares (Expected total VRDP Shares outstanding after the Reorganization)
• $100,000 — Liquidation Preference per VRDP Share (Par value of newly issued Acquiring Fund VRDP Shares)
• November 1, 2045 — BTA VRDP Mandatory Redemption Date (Original mandatory redemption date for Target Fund VRDP Shares)
• December 15, 2051 — MUA VRDP Mandatory Redemption Date (Expected mandatory redemption date for newly issued Acquiring Fund VRDP Shares)
• 80% — Investment Policy for Municipal Bonds (Minimum percentage of total assets invested in municipal bonds for both funds)
• 65% — MUA Non-Investment Grade Policy (Minimum percentage of MUA's assets in medium to lower rating categories or unrated municipal bonds)

Key Players & Entities

• BlackRock Long-Term Municipal Advantage Trust (company) — Target Fund (BTA)
• BlackRock MuniAssets Fund, Inc. (company) — Acquiring Fund (MUA)
• BlackRock Advisors, LLC (company) — Investment Advisor
• John M. Perlowski (person) — President and Chief Executive Officer of the Funds
• Georgeson LLC (company) — Funds' proxy solicitor and tabulator
• Securities and Exchange Commission (regulator) — Regulatory body for DEF 14A filing
• Kevin Maloney (person) — Investment professional managing the Funds
• Phillip Soccio (person) — Investment professional managing the Funds
• Walter O'Connor (person) — Investment professional managing the Funds
• Christian Romaglino (person) — Investment professional managing the Funds

FAQ

Risk Factors

• Investment Company Act of 1940 Compliance [medium — regulatory]: The Reorganization involves the termination of BTA's registration under the Investment Company Act of 1940. Ensuring compliance with all provisions of the 1940 Act throughout the reorganization process is critical to avoid regulatory scrutiny or penalties.
• VRDP Share Mandatory Redemption Date Change [medium — market]: BTA's VRDP Shares have a mandatory redemption date of November 1, 2045, while the newly issued MUA VRDP Shares will have an expected mandatory redemption date of December 15, 2051. This extension of over six years may impact preferred shareholders' liquidity and investment horizon expectations.
• Integration of Fund Operations [medium — operational]: Combining two funds, BTA and MUA, requires the successful integration of their respective assets, liabilities, and operational systems. Any inefficiencies or errors during this process could lead to financial losses or service disruptions.
• Achieving Economies of Scale [low — financial]: The stated goal of the reorganization is to achieve economies of scale and operational efficiencies. Failure to realize these anticipated benefits could result in the combined fund not performing as expected, potentially impacting shareholder returns.
• Shareholder Approval and Dissenters' Rights [medium — legal]: The Reorganization requires shareholder approval from both common and preferred shareholders of BTA and MUA. Failure to obtain the necessary votes or managing potential dissenters' rights could delay or prevent the transaction.

Industry Context

The municipal bond fund industry is characterized by a focus on tax-advantaged income for investors. Funds often specialize in national, state-specific, or high-yield municipal bonds. Consolidation within the industry, driven by the pursuit of economies of scale and operational efficiencies, is a recurring theme as asset managers seek to reduce expense ratios and enhance competitive positioning.

Regulatory Implications

The proposed reorganization requires adherence to the Investment Company Act of 1940, including shareholder voting procedures and disclosure requirements. The termination of BTA's registration and its subsequent dissolution are key regulatory steps that must be executed correctly to avoid compliance issues.

What Investors Should Do

1. Review the Proxy Statement carefully.
2. Vote 'FOR' the Reorganization proposal.
3. Submit your vote by the deadline.

Key Dates

• 2025-10-15: Joint Special Shareholder Meeting — Shareholders will vote on the proposed Reorganization Agreement between BTA and MUA.
• 2025-08-18: Record Date — Shareholders as of this date are eligible to vote at the Special Meeting.
• 2025-11-01: BTA VRDP Mandatory Redemption Date — Original mandatory redemption date for BTA's VRDP Shares, which will be replaced by MUA's later redemption date.
• 2051-12-15: MUA VRDP Mandatory Redemption Date — Expected mandatory redemption date for the newly issued MUA VRDP Shares after the Reorganization.

Glossary

Reorganization

The process where BlackRock MuniAssets Fund, Inc. (MUA) acquires substantially all of the assets and liabilities of BlackRock Long-Term Municipal Advantage Trust (BTA). (This is the central transaction being voted on by shareholders.)

DEF 14A

A filing with the SEC that provides detailed information to shareholders about matters on which they are being asked to vote, such as a merger or reorganization. (This document contains the official proposal and details for the shareholder vote.)

VRDP Shares

Variable Rate Demand Preferred Shares, a type of preferred stock with a variable dividend rate and a demand feature allowing holders to tender shares periodically. (Preferred shareholders of BTA will have their VRDP shares exchanged for MUA VRDP shares.)

1940 Act

The Investment Company Act of 1940, a U.S. federal law that regulates the organization and operation of mutual funds and other investment companies. (BTA will terminate its registration under this act as part of the Reorganization.)

Economies of Scale

Cost advantages that enterprises obtain due to their scale of operation, with cost per unit of output decreasing with increasing scale. (This is a primary stated benefit expected from the merger of BTA and MUA.)

NAV

Net Asset Value, the per-share market value of a fund, calculated by dividing the total value of the fund's assets minus its liabilities by the number of outstanding shares. (The reorganization aims to improve net earnings yield on NAV for common shareholders.)

Year-Over-Year Comparison

This filing is a proxy statement for a reorganization, not a typical annual report. Therefore, a direct comparison of financial metrics like revenue or net income to a previous year's filing is not applicable. The focus is on the proposed transaction's terms and expected outcomes, such as the consolidation of 760 BTA VRDP Shares into MUA's existing 1,750 VRDP Shares, creating a combined pool of 2,510 VRDP Shares.

Key Financial Figures

• $0.10 — ed Acquiring Fund VRDP Share, par value $0.10 per share and with a liquidation prefer
• $100,000 — re and with a liquidation preference of $100,000 per share (plus any accumulated and unp

Filing Documents

• d113931ddef14a.htm (DEF 14A) — 1495KB
• g113931dsp0180.jpg (GRAPHIC) — 116KB
• g113931dsp0181.jpg (GRAPHIC) — 164KB
• g113931dsp176.jpg (GRAPHIC) — 115KB
• g113931dsp178.jpg (GRAPHIC) — 141KB
• g113931g0805233830731.jpg (GRAPHIC) — 4KB
• 0001193125-25-198180.txt ( ) — 2241KB

From the Filing

DEF 14A 1 d113931ddef14a.htm (MUA/BTA) (MUA/BTA) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to 240.14a-12 BLACKROCK LONG-TERM MUNICIPAL ADVANTAGE TRUST BLACKROCK MUNIASSETS FUND, INC. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if Other than the Registrant) Payment of Filing Fee (Check the appropriate box): No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. Table of Contents BLACKROCK LONG-TERM MUNICIPAL ADVANTAGE TRUST BLACKROCK MUNIASSETS FUND, INC. 100 Bellevue Parkway Wilmington, Delaware 19809 (800) 882-0052 September 8, 2025 Dear Preferred Shareholder: You are cordially invited to attend a joint special shareholder meeting (the "Special Meeting") of BlackRock Long-Term Municipal Advantage Trust ("BTA" or the "Target Fund") and BlackRock MuniAssets Fund, Inc. ("MUA" or the "Acquiring Fund" and together with BTA, the "Funds," and each, a "Fund"), to be held on October 15, 2025 at 10:00 a.m. (Eastern Time). The Special Meeting will be held in a virtual meeting format only. Shareholders will not have to travel to attend the Special Meeting, but will be able to view the Special Meeting live, have a meaningful opportunity to participate, including the ability to ask questions of management, and cast their votes by accessing a web link. Before the Special Meeting, I would like to provide you with additional background information and ask for your vote on important proposals affecting the Funds. Preferred Shareholders of the Target Fund : You and the common shareholders of the Target Fund are being asked to vote as a single class on a proposal to approve an Agreement and Plan of Reorganization between the Target Fund and the Acquiring Fund (the "Reorganization Agreement") and the transactions contemplated therein, including the termination of the Target Fund's registration under the Investment Company Act of 1940, as amended (the "1940 Act"), and the dissolution of the Target Fund under Delaware law (the "Reorganization"). The Acquiring Fund has a similar investment objective and similar investment strategies, policies and restrictions as the Target Fund, although there are some differences. In addition, you are also being asked to vote as a separate class on a proposal to approve the Reorganization Agreement and the Reorganization. Preferred Shareholders of the Acquiring Fund : You and the common shareholders of the Acquiring Fund are being asked to vote as a single class on a proposal to approve the issuance of additional common shares of the Acquiring Fund in connection with the Reorganization. In addition, you are also being asked to vote as a separate class on a proposal to approve the Reorganization Agreement and the transactions contemplated therein. The enclosed Proxy Statement is only being delivered to the Funds' preferred shareholders. The common shareholders of each Fund are also being asked to attend the Special Meeting and to vote with respect to the proposals described above that require the vote of the common shareholders and preferred shareholders as a single class. Each Fund is delivering to its common shareholders a separate joint proxy The Board of Trustees or Board of Directors, as applicable, of each Fund believes that the proposal that the preferred shareholders of its Fund are being asked to vote upon is in the best interests of its respective Fund and its shareholders and unanimously recommends that you vote "FOR" such proposal. Your vote is important . Attendance at the Special Meeting will be limited to each Fund's shareholders as of August 18, 2025, the record date for the Special Meeting. If your shares in a Fund are registered in your name, you may attend and participate in the Special Meeting at meetnow.global/MNZPV7G by entering the control number found in the shaded box on your proxy card on the date and time of the Special Meeting. You may vote during the Special Meeting by following the instructions that will be available on the Special Meeting website during the Special Meeting. i Table of Contents If you are a beneficial shareholder of a Fund (that is if you hold your shares of a Fund through a bank, broker, financial intermediary or other nominee) and want to attend the Special Meeting you must register in advance of the Special Meeting. To register, you must submit proof of your proxy power (legal proxy

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View this DEF 14A filing on SEC EDGAR