Common use of BlackRock Share Repurchases Clause in Contracts

BlackRock Share Repurchases. If BlackRock engages in any share repurchase program or self-tender that has the effect of causing ▇▇▇▇▇▇▇ ▇▇▇▇▇’▇ Beneficial Ownership of BlackRock Capital Stock to exceed its Voting Ownership Cap or Total Ownership Cap, subject to any restrictions in the Exchange Act, (a) in the event the Voting Ownership Cap is exceeded, BlackRock and ▇▇▇▇▇▇▇ ▇▇▇▇▇ shall each have the right, to cause the other to exchange a number of shares of BlackRock Common Stock for Series B Preferred Stock so that the amount of Voting Securities Beneficially Owned by ▇▇▇▇▇▇▇ ▇▇▇▇▇ and its Affiliates, following such exchange, shall be reduced to an amount representing not greater than the Voting Ownership Cap; and (b) in the event the Total Ownership Cap is exceeded, BlackRock and ▇▇▇▇▇▇▇ ▇▇▇▇▇ shall each have the right to make a written notice to the other to require BlackRock to purchase, and ▇▇▇▇▇▇▇ ▇▇▇▇▇ to sell, such number of shares of BlackRock Capital Stock as shall cause ▇▇▇▇▇▇▇ ▇▇▇▇▇’▇ Beneficial Ownership of BlackRock Capital Stock not to exceed the Total Ownership Cap. Notwithstanding anything in this Section 2.4 to the contrary, ▇▇▇▇▇▇▇ ▇▇▇▇▇ shall not be obligated to sell any shares of BlackRock Capital Stock pursuant to this Section 2.4 if such sale is capable of being exempted under Rule 16b-3 under the Exchange Act (or any successor rule), until BlackRock has taken all necessary action to exempt such sale thereunder.

BlackRock Share Repurchases. If BlackRock engages in any share repurchase program or self-tender that has the effect of causing ▇M▇▇▇▇▇▇ ▇▇▇▇▇’▇ Beneficial Ownership of BlackRock Capital Stock to exceed its Voting Ownership Cap or Total Ownership Cap, subject to any restrictions in the Exchange Act, (a) in the event the Voting Ownership Cap is exceeded, BlackRock and ▇M▇▇▇▇▇▇ ▇L▇▇▇▇ shall each have the right, to cause the other to exchange a number of shares of BlackRock Common Stock for Series B Preferred Stock so that the amount of Voting Securities Beneficially Owned by ▇M▇▇▇▇▇▇ ▇L▇▇▇▇ and its Affiliates, following such exchange, shall be reduced to an amount representing not greater than the Voting Ownership Cap; and (b) in the event the Total Ownership Cap is exceeded, BlackRock and ▇M▇▇▇▇▇▇ ▇L▇▇▇▇ shall each have the right to make a written notice to the other to require BlackRock to purchase, and ▇M▇▇▇▇▇▇ ▇L▇▇▇▇ to sell, such number of shares of BlackRock Capital Stock as shall cause ▇M▇▇▇▇▇▇ ▇▇▇▇▇’▇ Beneficial Ownership of BlackRock Capital Stock not to exceed the Total Ownership Cap. Notwithstanding anything in this Section 2.4 to the contrary, ▇M▇▇▇▇▇▇ ▇L▇▇▇▇ shall not be obligated to sell any shares of BlackRock Capital Stock pursuant to this Section 2.4 if such sale is capable of being exempted under Rule 16b-3 under the Exchange Act (or any successor rule), until BlackRock has taken all necessary action to exempt such sale thereunder.