N-CSR 1 d840528dncsr.htm ALLIANZ VARIABLE INSURANCE PRODUCTS FUND OF FUNDS TRUST ALLIANZ VARIABLE INSURANCE PRODUCTS FUND OF FUNDS TRUST

 

 

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 811-21624

 

 

Allianz Variable Insurance Products Fund of Funds Trust

(Exact name of registrant as specified in charter)

 

 

 

5701 Golden Hills Drive, Minneapolis, MN   55416-1297
(Address of principal executive offices)   (Zip code)

Citi Fund Services Ohio, Inc., 3435 Stelzer Road, Columbus, OH 43219-8000

(Name and address of agent for service)

 

 

Registrant’s telephone number, including area code: 1-800-624-0197

Date of fiscal year end: December 31

Date of reporting period: December 31, 2014

 

 

 

 

 


Item 1. Reports to Stockholders.


AZL® Balanced Index Strategy Fund

Annual Report

December 31, 2014

 

LOGO


Table of Contents

Management Discussion and Analysis

Page 1

Expense Examples and Portfolio Composition

Page 3

Schedule of Portfolio Investments

Page 4

Statement of Assets and Liabilities

Page 5

Statement of Operations

Page 5

Statements of Changes in Net Assets

Page 6

Financial Highlights

Page 7

Notes to the Financial Statements

Page 8

Report of Independent Registered Public Accounting Firm

Page 12

Other Federal Income Tax Information

Page 13

Other Information

Page 14

Approval of Investment Advisory Agreement

Page 15

Information about the Board of Trustees and Officers

Page 17

This report is submitted for the general information of the shareholder of the Fund. The report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus, which contains details concerning the sales charges and other pertinent information.


AZL® Balanced Index Strategy Fund Review (unaudited)

 

Allianz Investment Management LLC serves as the Manager for the AZL® Balanced Index Strategy Fund.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

What factors affected the Fund’s performance during the year ended December 31, 2014?

For the year ended December 31, 2014, the AZL® Balanced Index Strategy Fund had a total return of 6.11%. That compared to a 9.79% total return for its benchmark, the Balanced Composite Index, which is comprised of an equal weighting in the S&P 500 Index1 and the Barclays U.S. Aggregate Bond Index2.

The AZL Balanced Index Strategy Fund is a fund of funds that pursues broad diversification across four equity sub-portfolios and one fixed-income sub-portfolio. The four equity sub-portfolios pursue passive strategies that aim to achieve, before fees, returns similar to the S&P 500 Index, the S&P 400 Index, the S&P 600 Index, and the MSCI EAFE Index, which represents shares of large companies in developed foreign markets. The fixed income sub-portfolio is an enhanced bond index strategy that seeks to achieve a return that exceeds the Barclays Capital U.S. Aggregate Bond Index. Generally, the Fund allocates 40% to 60% of its assets to the underlying equity index funds and between 40% and 60% to the underlying bond index fund.

The U.S. equity market produced positive returns during the period, with the S&P 500 Index gaining 13.69%. Economic activity recovered after facing a contraction at the start of the year as extreme weather conditions across much of the U.S. created a challenging economic environment. Several economic indicators showed positive direction for most of the year. The U.S. employment situation improved, consumer confidence rose higher, the manufacturing sector rebounded, inflation remained below its long-term trend and the housing sector steadily improved. Consumers also benefited from the significant drop in oil prices that occurred toward the end of the year. The U.S. Federal Reserve (the Fed) exited its quantitative easing program by slowly reducing its bond purchases throughout the year, and concluded the program by making the final $15 billion purchase in October. Despite the continued economic gains, the Fed remained committed to keeping short-term interest rates anchored near zero until the economy could show further improvement.

Developed international equity markets lagged, with the MSCI EAFE Index declining 4.90% during the period. A continued weakness in Europe in addition to the contraction in Japan’s gross domestic product3 signaled further divergence between the U.S. and other major developed

economies in 2014. Attempts to stimulate growth in Europe and Japan were met with varying degrees of success. One outcome from these stimulative efforts has been continued strength in the U.S. dollar. This currency impact has created an additional headwind for international returns.*

Fixed income markets benefited from a decline in long-term interest rates during the last 12 months with the 10-year U.S. Treasury yield dropping 87 basis points (0.87%) during this period. Bond prices increase when interest rates decrease. Against this backdrop, the Barclays Capital U.S. Aggregate Bond Index gained 5.97%.

The Fund underperformed its composite benchmark in 2014 due in large part to its exposure to international equity and small- and mid-cap stocks. The Fund’s relative results were also hurt by the underlying fixed income fund’s modest underperformance compared to its stated benchmark during the period.*

 

Past performance does not guarantee future results.

 

* The Fund’s portfolio composition is subject to change. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the Fund in the future. The information contained in this commentary is for informational purposes only and should not be construed as a recommendation to purchase or sell securities in the sector mentioned. The Fund’s holdings and weightings are as of December 31, 2014.
1  The Standard & Poor’s 500 Index (“S&P 500”) is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole.
2  The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year.
3  Gross Domestic Product (GDP) is the monetary value of all the finished goods and services produced within a country’s borders in a specific time period, though GDP is usually calculated on an annual basis. It includes all of private and public consumption, government outlays, investments and exports less imports that occur within a defined territory.

Investors cannot invest directly in an index.

 
 

 

1


AZL® Balanced Index Strategy Fund Review (unaudited)

 

Fund Objective

The Fund’s investment objective is to seek long-term capital appreciation with preservation of capital as an important consideration. This objective may be changed by the Trustees of the Fund without shareholder approval. The Fund seeks to achieve its objective by investing in a combination of Permitted Underlying Funds that represent different classes in the Fund’s asset allocation.

Investment Concerns

The Fund invests in underlying funds, so its investment performance is directly related to the performance of those underlying funds. Before investing, investors should assess the risks associated with and types of investments made by each of the underlying funds in which the Fund invests.

Stocks are more volatile and carry more risk and return potential than other forms of investments.

Small- to mid-capitalization companies typically have a higher risk of failure and historically have experienced a greater degree of volatility.

International investing may involve risk of capital loss from unfavorable fluctuations in currency values, from differences in generally accepted accounting principles or from economic or political instability in other nations.

Bonds offer a relatively stable level of income, although bond prices will fluctuate, providing the potential for principal gain or loss.

The performance of the Fund is expected to be lower than that of the Indices because of Fund fees and expenses. Securities in which the Fund will invest may involve substantial risk and may be subject to sudden severe price declines.

For a complete description of these and other risks associated with investing in a mutual Fund, please refer to the Fund’s prospectus.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Growth of $10,000 Investment

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmark as well as the two component indices of the Fund’s benchmark, and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2014

 

     1
Year
    3
Year
    5
Year
    Since
Inception
(7/10/09)
 

AZL® Balanced Index Strategy Fund

     6.11 %      9.74 %      8.38 %      10.28 % 

Balanced Composite Index

     9.79 %      11.39 %      10.20 %      12.08 % 

S&P 500 Index

     13.69 %      20.41 %      15.45 %      19.30 % 

Barclays U.S. Aggregate Bond Index

     5.97 %      2.66 %      4.45 %      4.57 % 

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please visit www.Allianzlife.com.

 

Expense Ratio1

   Gross  

AZL® Balanced Index Strategy Fund

     0.70 % 

The above expense ratio is based on the current Fund prospectus dated April 28, 2014. The Manager and the Fund have entered into a written contract limiting operating expenses, excluding certain expenses (such as interest expense and Acquired Fund fees and expenses), to 0.20% through April 30, 2016. Additional information pertaining to the December 31, 2014 expense ratios can be found in the financial highlights.

 

1  Acquired Fund Fees and Expenses are incurred indirectly by the Fund through the valuation of the Fund’s investments in the Permitted Underlying Funds. Accordingly, Acquired Fund Fees and Expenses affect the Fund’s total returns. Because these fees and expenses are not included in the Fund’s financial highlights, the Fund’s total annual fund operating expenses do not correlate to the ratios of expenses to average net assets shown in the financial highlights table. Without Acquired Fund Fees and Expenses the Fund’s gross ratio would be 0.08%.

 

   The total return of the Fund does not reflect the effect of any insurance charges, the annual maintenance fee or the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Such charges, fees and tax payments would reduce the performance quoted.

 

   The Fund’s performance is measured against a composite index (the “Balanced Composite Index”), which is comprised of 50% of the Standard & Poor’s 500 Index (“S&P 500”) and 50% of the Barclays U.S. Aggregate Bond Index. The S&P 500 is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole. The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year. These indices are unmanaged and do not reflect the deduction of fees associated with a mutual fund, such as investment management and fund accounting fees. The Fund’s performance reflects the deduction of fees for services provided to the Fund. Investors cannot invest directly in an index.
 

 

2


AZL Balanced Index Strategy Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL Balanced Index Strategy Fund (the “Fund”), you incur ongoing costs, including management fees, distribution fees, and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. Please note that the expenses shown in each table do not reflect expenses that apply to the subaccount or the insurance contract. If the expenses that apply to the subaccount of the insurance contract were included, your costs would have been higher.

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the periods presented below.

The Actual Expense table below provides information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL Balanced Index Strategy Fund

       $ 1,000.00          $ 1,011.90          $ 0.41            0.08 %

The Hypothetical Expense table below 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, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL Balanced Index Strategy Fund

       $ 1,000.00          $ 1,024.80          $ 0.41            0.08 %

 

* Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by 184/365 (to reflect the one half year period).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Fixed Income

      50.3 %

Domestic Equities

      37.4  

International Equities

      12.2  
   

 

 

 

Total Investment Securities

      99.9  

Net other assets (liabilities)

      0.1  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL Balanced Index Strategy Fund

Schedule of Portfolio Investments

December 31, 2014

 

Shares            Fair Value  
     

 

Affiliated Investment Companies (99.9%):

  
  19,804,160       AZL Enhanced Bond Index Fund    $ 220,420,305   
  3,512,525       AZL International Index Fund      53,671,377   
  1,406,573       AZL Mid Cap Index Fund      33,040,394   
  7,852,357       AZL S&P 500 Index Fund, Class 2      113,073,935   
  1,158,162       AZL Small Cap Stock Index Fund      17,870,443   
     

 

 

 

 

Total Affiliated Investment Companies (Cost $344,748,234)

     438,076,454   
     

 

 

 

 

Total Investment Securities (Cost $344,748,234)(a) — 99.9%

     438,076,454   

 

Net other assets (liabilities) — 0.1%

     574,120   
     

 

 

 

 

Net Assets — 100.0%

   $ 438,650,574   
     

 

 

 

Percentages indicated are based on net assets as of December 31, 2014.

 

(a) See Federal Tax Information listed in the Notes to the Financial Statements.
 

 

See accompanying notes to the financial statements.

 

4


AZL Balanced Index Strategy Fund

Statement of Assets and Liabilities

December 31, 2014

 

Assets:

    

Investments in affiliates, at cost

     $ 344,748,234  
    

 

 

 

Investments in affiliates, at value

     $ 438,076,454  

Receivable for capital shares issued

       611,466  

Receivable for affiliated investments sold

       432,179  

Prepaid expenses

       3,647  
    

 

 

 

Total Assets

       439,123,746  
    

 

 

 

Liabilities:

    

Cash overdraft

       432,179  

Payable for capital shares redeemed

       3,422  

Manager fees payable

       18,547  

Administration fees payable

       3,771  

Custodian fees payable

       356  

Administrative and compliance services fees payable

       1,237  

Trustee fees payable

       25  

Other accrued liabilities

       13,635  
    

 

 

 

Total Liabilities

       473,172  
    

 

 

 

Net Assets

     $ 438,650,574  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 333,286,680  

Accumulated net investment income/(loss)

       4,617,148  

Accumulated net realized gains/(losses) from investment transactions

       7,418,526  

Net unrealized appreciation/(depreciation) on investments

       93,328,220  
    

 

 

 

Net Assets

     $ 438,650,574  
    

 

 

 

Shares of beneficial interest (unlimited number of shares authorized, no par value)

       27,563,236  

Net Asset Value (offering and redemption price per share)

     $ 15.91  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2014

 

Investment Income:

    

Dividends from affiliates

     $ 4,662,417  

Foreign tax reclaims received

       1,396  
    

 

 

 

Total Investment Income

       4,663,813  
    

 

 

 

Expenses:

    

Manager fees

       212,276  

Administration fees

       53,381  

Custodian fees

       1,581  

Administrative and compliance services fees

       5,802  

Trustee fees

       22,402  

Professional fees

       18,720  

Shareholder reports

       13,630  

Other expenses

       8,084  
    

 

 

 

Total expenses

       335,876  
    

 

 

 

Net Investment Income/(Loss)

       4,327,937  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

Net realized gains/(losses) on securities transactions from affiliates

       6,280,152  

Net realized gains distributions from affiliated underlying funds

       2,091,460  

Net realized gains distributions

       1,598  

Change in net unrealized appreciation/depreciation on investments

       12,413,607  
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       20,786,817  
    

 

 

 

Change in Net Assets Resulting From Operations

     $ 25,114,754  
    

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


Statements of Changes in Net Assets

     AZL Balanced Index Strategy Fund
      For the
Year Ended
December 31,
2014
   For the
Year Ended
December 31,
2013

Change in Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 4,327,937        $ 4,213,776  

Net realized gains/(losses) on investment transactions

       8,373,210          6,894,634  

Change in unrealized appreciation/depreciation on investments

       12,413,607          35,462,711  
    

 

 

      

 

 

 

Change in net assets resulting from operations

       25,114,754          46,571,121  
    

 

 

      

 

 

 

Dividends to Shareholders:

         

From net investment income

       (6,008,353 )        (6,512,409 )

From net realized gains

       (5,277,414 )        (1,087,438 )
    

 

 

      

 

 

 

Change in net assets resulting from dividends to shareholders

       (11,285,767 )        (7,599,847 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       41,123,732          47,430,337  

Proceeds from dividends reinvested

       11,285,767          7,599,846  

Value of shares redeemed

       (41,570,033 )        (34,130,779 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       10,839,466          20,899,404  
    

 

 

      

 

 

 

Change in net assets

       24,668,453          59,870,678  

Net Assets:

         

Beginning of period

       413,982,121          354,111,443  
    

 

 

      

 

 

 

End of period

     $ 438,650,574        $ 413,982,121  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 4,617,148        $ 6,008,337  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       2,613,550          3,212,441  

Dividends reinvested

       720,215          519,825  

Shares redeemed

       (2,646,644 )        (2,322,343 )
    

 

 

      

 

 

 

Change in shares

       687,121          1,409,923  
    

 

 

      

 

 

 

 

See accompanying notes to the financial statements.

 

6


AZL Balanced Index Strategy Fund

Financial Highlights

(Selected data for a share of beneficial interest outstanding throughout the periods indicated)

 

     Year Ended December 31,
      2014   2013   2012   2011   2010

Net Asset Value, Beginning of Period

     $ 15.40       $ 13.91       $ 12.84       $ 12.63       $ 11.43  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                    

Net Investment Income/(Loss)

       0.16         0.15         0.13         0.10         0.06  

Net Realized and Unrealized Gains/(Losses) on Investments

       0.78         1.63         1.19         0.20         1.14  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       0.94         1.78         1.32         0.30         1.20  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                    

Net Investment Income

       (0.23 )       (0.25 )       (0.19 )       (0.09 )       —  

Net Realized Gains

       (0.20 )       (0.04 )       (0.06 )       —         —  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.43 )       (0.29 )       (0.25 )       (0.09 )       —  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 15.91       $ 15.40       $ 13.91       $ 12.84       $ 12.63  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(a)

       6.11 %       12.93 %       10.29 %       2.41 %       10.50 %

Ratios to Average Net Assets/Supplemental Data:

                    

Net Assets, End of Period (000’s)

     $ 438,651       $ 413,982       $ 354,111       $ 298,174       $ 219,392  

Net Investment Income/(Loss)

       1.02 %       1.10 %       1.08 %       1.10 %       0.58 %

Expenses Before Reductions*(b)

       0.08 %       0.08 %       0.09 %       0.09 %       0.10 %

Expenses Net of Reductions*

       0.08 %       0.08 %       0.09 %       0.09 %       0.10 %

Portfolio Turnover Rate

       9 %       8 %       7 %       6 %       4 %

 

* The expense ratios exclude the impact of fees/expenses paid by each underlying fund.

 

(a) The returns include reinvested dividends and fund level expenses, but exclude insurance contract charges. If these charges were included, the returns would have been lower.

 

(b) Excludes fee reductions, if any. If such fee reductions had not occurred, the ratios would have been as indicated.

 

See accompanying notes to the financial statements.

 

7


AZL Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2014

 

1. Organization

The Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”) was organized as a Delaware statutory trust on June 16, 2004. The Trust is a diversified open-end management investment company registered under the Investment Company Act of 1940, as amended, (the “1940 Act”) and thus is determined to be an investment company for accounting purposes. The Trust consists of 12 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL Balanced Index Strategy Fund (the “Fund”), and 11 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests in other mutual funds. Underlying Funds invest in stock, bonds, and other securities and reflect varying amounts of potential investment risk and reward. The Underlying Funds record their investments at fair value. Periodically, the Fund will adjust its asset allocation as it seeks to achieve its investment objective.

The Trust is authorized to issue an unlimited number of shares of the Fund without par value. Shares of the Fund are available through the variable annuity contracts offered through the separate accounts of participating insurance companies.

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund may enter into contracts with its vendors and others that provide for general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects that risk of loss to be remote.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform with U.S. generally accepted accounting principles (“U.S. GAAP”). The preparation of financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and 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.

Security Valuation

The Fund records its investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between willing market participants at the measurement date. The valuation techniques used to determine fair value are further described in Note 4 below.

Investment Transactions and Investment Income

Investment transactions are recorded not later than on the business day following trade date. However, for financial reporting purposes, investment transactions are accounted for on trade date. Net realized gains and losses on investments sold are recorded on the basis of identified cost. Interest income is recorded on the accrual basis and includes, where applicable, the amortization of premiums or accretion of discounts. Dividend income is recorded on the ex-dividend date.

Dividends to Shareholders

Dividends to shareholders are recorded on the ex-dividend date. The Fund distributes its dividends from net investment income and net realized capital gains, if any, on an annual basis. The amount of dividends from net investment income and from net realized gains is determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These “book/tax” differences are either temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., return of capital, net operating loss, and reclassification of certain distributions), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and post October losses) do not require reclassification. Dividends to shareholders that exceed net investment income and net realized gains for tax purposes are reported as distributions of capital.

Expense Allocation

Expenses directly attributable to the Fund are charged directly to the Fund, while expenses attributable to more than one Fund are allocated among the respective Funds based upon relative net assets or some other reasonable method. Expenses which are attributable to more than one Trust are allocated across the Allianz Variable Insurance Products and Allianz Variable Insurance Products Fund of Funds Trusts based upon relative net assets or another reasonable basis. Allianz Investment Management LLC (the “Manager”), serves as the investment manager for the Trust and the Allianz Variable Insurance Products Trust.

3. Related Party Transactions

The Manager provides investment advisory and management services for the Fund. The Manager has contractually agreed to waive fees and reimburse the Fund to limit the annual expenses, excluding interest expense (e.g., cash overdraft fees), taxes, brokerage commissions, other expenditures that are capitalized in accordance with U.S. GAAP and other extraordinary expenses not incurred in the ordinary course of the Fund’s business, based on the daily net assets of the Fund, through April 30, 2016. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

 

8


AZL Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2014

 

For the year ended December 31, 2014, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL Balanced Index Strategy Fund

         0.05 %          0.20 %

Any amounts contractually waived or reimbursed by the Manager in a particular fiscal year will be subject to repayment by the Fund to the Manager to the extent that from time to time through the next three fiscal years the repayment will not cause the Fund’s expenses to exceed the lesser of the stated limit at the time of the waiver or the current stated limit. Any amounts recouped by the Manager during the year are reflected on the Statement of Operations as “Recoupment of prior expenses reimbursed by the Manager.” At December 31, 2014, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2014, there were no voluntary waivers.

The Manager or an affiliate of the Manager serves as the investment adviser of certain underlying funds in which the Fund invests. At December 31, 2014, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. The Manager or an affiliate of the Manager is paid a separate fee from the underlying funds for such services. A summary of the Fund’s investments in affiliated investment companies for the year ended December 31, 2014 is as follows:

 

      Fair Value
12/31/13
   Purchases
at Cost
   Proceeds from
Sales
   Net
Realized
Gain(Loss)
   Change in
Unrealized
Appreciation/
Depreciation
   Fair Value
12/31/14
   Dividend
Income

AZL Enhanced Bond Index Fund

     $ 203,106,444        $ 23,645,726        $ (15,256,606 )      $ (188,741 )      $ 9,113,482        $ 220,420,305        $ 2,118,681  

AZL International Index Fund

       52,704,199          9,365,286          (4,106,722 )        771,804          (5,063,190 )        53,671,377          935,211  

AZL Mid Cap Index Fund

       31,706,819          3,112,230          (3,368,412 )        876,943          712,814          33,040,394          209,576  

AZL S&P 500 Index Fund, Class 2

       108,740,465          6,836,132          (15,120,240 )        4,483,332          8,134,246          113,073,935          1,295,359  

AZL Small Cap Stock Index Fund

       17,122,526          2,163,781          (1,268,933 )        336,814          (483,745 )        17,870,443          103,590  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ 413,380,453        $ 45,123,155        $ (39,120,913 )      $ 6,280,152        $ 12,413,607        $ 438,076,454        $ 4,662,417  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

Pursuant to separate agreements between the Funds and the Manager, the Manager provides a Chief Compliance Officer (“CCO”) and certain compliance oversight and regulatory filing services to the Trust. Under these agreements the Manager is entitled to an amount equal to a portion of the compensation and certain other expenses related to the individuals performing the CCO and compliance oversight services, as well as $100 per hour for time incurred in connection with the preparation and filing of certain documents with the Securities and Exchange Commission. The fees are paid to the Manager on a quarterly basis. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administrative and compliance services fees.”

Citi Fund Services Ohio, Inc. (“Citi” or the “Administrator”), a wholly owned subsidiary of Citigroup, Inc., with which an officer of the Trust is affiliated, serves as the Trust’s administrator, transfer agent, and fund accountant, and assists the Trust in all aspects of its administration and operation. The Administrator is entitled to a fee, accrued daily and paid monthly. In addition, the Administrator is entitled to annual account fees related to the transfer agency system, and a Trust-wide annual fee for providing infrastructure and support in implementing the written policies and procedures comprising the Fund’s compliance program. Fees payable to the Administrator are subject to certain reductions associated with services provided to new funds. Beginning January 1, 2015, these reductions are no longer applicable to new funds. The Administrator is also reimbursed for certain expenses incurred. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administration fees.”

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund and receives a Trust-wide annual fee of $7,500, paid by the Manager from its profits and not by the Trust, for recordkeeping and reporting services.

In addition, certain legal fees and expenses are paid to a law firm, Dorsey & Whitney LLP, of which the Secretary of the Fund is a partner. During the year ended December 31, 2014, $5,063 was paid from the Fund relating to these fees and expenses.

Certain Officers and Trustees of the Trust are affiliated with the Manager or the Administrator. Such Officers (except for the Trust’s CCO as noted above) and Trustees receive no compensation from the Trust for serving in their respective roles. For their service to the Trust and to the Allianz Variable Insurance Products Trust, each non-interested Trustee receives a $163,000 annual Board retainer and the Lead Director receives an additional $24,450 annually. In addition, the Trustees are reimbursed for certain expenses associated with attending Board meetings. Compensation to the Trustees is allocated between the Trust and the Allianz Variable Insurance Products Trust in proportion to the assets under management of each trust. During the year ended December 31, 2014, actual Trustee compensation was $1,155,670 in total for both trusts.

4. Investment Valuation Summary

The valuation techniques employed by the Fund, as described below, maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Fund’s investments are summarized in the three broad levels listed below:

 

  —  

Level 1 — quoted prices in active markets for identical assets

  —  

Level 2 — other significant observable inputs (including quoted prices for similar securities, interest rates, prepayments speeds, credit risk, etc.)

  —  

Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The Fund determines transfers between fair value hierarchy levels at the reporting period end. The inputs or methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments.

 

9


AZL Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2014

Investments in other investment companies are valued at their published net asset value (“NAV”). Security prices are generally provided by an independent third party pricing service approved by the Trust’s Board of Trustees (“Trustees”) as of the close of the New York Stock Exchange (“NYSE”) (generally 4:00 pm Eastern Time). The investments utilizing Level 1 valuations represent investments in open-end investment companies.

For the year ended December 31, 2014, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value.

The following is a summary of the valuation inputs used as of December 31, 2014 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total

Affiliated Investment Companies

       $ 438,076,454          $ —          $ 438,076,454  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

       $ 438,076,454          $ —          $ 438,076,454  
      

 

 

        

 

 

        

 

 

 

5. Security Purchases and Sales

For the year ended December 31, 2014, cost of purchases and proceeds from sales of securities (excluding securities maturing less than one year from acquisition) were as follows:

 

        Purchases      Sales

AZL Balanced Index Strategy Fund

       $ 45,123,155          $ 39,120,913  

6. Investment Risks

Derivatives Risk: The Fund may invest directly or through affiliated or unaffiliated mutual funds or unregistered investment pools in derivative instruments such as futures, options, and options on futures. A derivative is a financial contract whose value depends on, or is derived from, the value of an underlying asset, reference rate, or risk. Use of derivative instruments involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional investments. Derivatives are subject to a number of other risks, such as liquidity risk, interest rate risk, market risk, credit risk, and selection risk. Derivatives also involve the risk of mispricing or improper valuation and the risk that changes in the value may not correlate perfectly with the underlying asset, rate, or index. Using derivatives may result in losses, possibly in excess of the principal amount invested. Also, suitable derivative transactions may not be available in all circumstances. The other party to a derivatives contract could default. During the year ended December 31, 2014, the Fund did not directly invest in derivatives.

7. Federal Tax Information

It is the Fund’s policy to continue to comply with the requirements of the Internal Revenue Code under Subchapter M, applicable to regulated investment companies, and to distribute all of its taxable income, including any net realized gains on investments, to its shareholders. Therefore, no provision is made for federal income taxes.

Management of the Fund has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

Cost for federal income tax purposes at December 31, 2014 is $345,514,555. The gross unrealized appreciation/ (depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 93,328,220   

Unrealized depreciation

    (766,321 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 92,561,899   
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2014 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL Balanced Index Strategy Fund

       $ 6,008,353          $ 5,277,414          $ 11,285,767  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

The tax character of dividends paid to shareholders during the year ended December 31, 2013 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL Balanced Index Strategy Fund

       $ 6,512,409          $ 1,087,438          $ 7,599,847  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

 

10


AZL Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2014

As of December 31, 2014, the components of accumulated earnings on a tax basis were as follows:

 

        Undistributed
Ordinary
Income
     Undistributed
Long-Term
Capital Gains
     Accumulated
Capital and
Other Losses
     Unrealized
Appreciation/
(Depreciation)(a)
     Total
Accumulated
Earnings/(Deficit)

AZL Balanced Index Strategy Fund

       $ 4,617,147          $ 8,184,848          $ —          $ 92,561,899          $ 105,363,894  

 

(a) The difference between book-basis and tax-basis unrealized appreciation/(depreciation) is attributable primarily to tax deferral of losses on wash sales.

8. Subsequent Events

Management has evaluated events and transactions subsequent to period end through the date the financial statements were issued, for purposes of recognition or disclosure in these financial statements and there are no subsequent events to report.

 

11


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

We have audited the accompanying statement of assets and liabilities of AZL Balanced Index Strategy Fund (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the schedule of portfolio investments, as of December 31, 2014, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2014, by correspondence with the transfer agents of the underlying funds. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of December 31, 2014, the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Columbus, Ohio

February 25, 2015

 

12


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2014, 25.66% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deduction available to corporate shareholders.

During the year ended December 31, 2014, the Fund declared net long-term capital gain distributions of $5,277,414.

 

13


Other Information (Unaudited)

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request, by visiting the Securities and Exchange Commission’s (“Commission”) website at www.sec.gov, or by calling 800-624-0197.

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30th is available (i) without charge, upon request, by calling 800-624-0197; (ii) on the Allianz Variable Insurance Products Fund of Funds Trust’s website at https://www.allianzlife.com; and (iii) on the Commission’s website at http://www.sec.gov.

The Fund files complete Schedules of Portfolio Holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. Schedules of Portfolio Holdings for the Fund in this report are available without charge on the Commission’s website at http://www.sec.gov, or may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330.

 

14


Approval of Investment Advisory Agreement (Unaudited)

Subject to the general supervision of the Board of Trustees and in accordance with each Fund’s investment objectives and restrictions, investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). The Manager manages each Fund pursuant to an investment management agreement (the “Management Agreement”) with the Trust in respect of each such Fund. The Management Agreement provides that the Manager, subject to the supervision and approval of the Board of Trustees, is responsible for the management of each Fund. For management services, each Fund pays the Manager an investment advisory fee based upon each Fund’s average daily net assets. The Manager has contractually agreed to limit the expenses of each Fund by reimbursing each Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2016.

Wilshire Funds Management (“Wilshire”) serves as a consultant to the Manager in preparing statistical and other factual information for use in the creation and maintenance of the asset allocation models for the Fusion Funds (the AZL MVP Fusion Conservative, Balanced, Moderate and Growth Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Permitted Underlying Investments and the Fund’s asset allocations among the Permitted Underlying Investments. The Manager, not any Fund, pays a consultant fee to Wilshire. Wilshire began serving in its capacity as a consultant beginning January 1, 2010.

In reviewing the services provided by the Manager and the terms of the Management Agreement, the Board receives and reviews information related to the Manager’s experience and expertise in the variable insurance marketplace. Currently, the Funds are offered only through variable annuities and variable life insurance policies, and not in the retail fund market. In addition, the Board receives information regarding the Manager’s expertise with regard to portfolio diversification and asset allocation requirements within variable insurance products issued by Allianz Life Insurance Company of North America and its subsidiary, Allianz Life Insurance Company of New York. Currently, the Funds are offered only through Allianz Life and Allianz of New York variable products.

As required by the Investment Company Act of 1940 (the “1940 Act”), the Trust’s Board has reviewed and approved the Management Agreement with the Manager. The Board’s decision to approve this contract reflects the exercise of its business judgment on whether to approve new arrangements and continue the existing arrangements. During its review of the contract, the Board considered many factors, among the most material of which are: the Funds’ investment objectives, the Manager’s management philosophy, personnel, processes and investment performance, including its compliance history and the adequacy of its compliance processes; the preferences and expectations of Fund shareholders (and underlying contract owners) and their relative sophistication; the continuing state of competition in the mutual fund industry; and comparable fees in the mutual fund industry.

The Board also considered the compensation and benefits received by the Manager. This includes fees received for services provided to a Fund by employees of the Manager or of affiliates of the Manager and research services received by the Manager from brokers that execute Fund trades, as well as advisory fees. The Board considered the fact that: (1) the Manager and the Trust are parties to an Administrative Service Agreement and Compliance Services Agreement, under which the Manager is compensated by the Trust for performing certain administrative and compliance services including providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer; and (2) Allianz Life Financial Services LLC, an affiliated person of the Manager, is a registered securities broker-dealer and receives (along with its affiliated persons) payments made by the Underlying Funds pursuant to Rule 12b-1.

The Board is aware that various courts have interpreted provisions of the 1940 Act and have indicated in their decisions that the following factors may be relevant to the Manager’s compensation: the nature and quality of the services provided by the Manager, including the performance of the funds; the Manager’s cost of providing the services; the extent to which the Manager may realize “economies of scale” as the funds grow larger; any indirect benefits that may accrue to the Manager and its affiliates as a result of the Manager’s relationship with the funds; performance and expenses of comparable funds; the profitability to the Manager from acting as adviser to the funds; and the extent which the independent Board members are fully informed about all facts bearing on the Manager’s services and fees. The Trust’s Board is aware of these factors and took them into account in its review of the Management Agreement for the Funds.

The Board considered and weighed these circumstances in light of its experience in governing the Trust, and is assisted in its deliberations by the advice of legal counsel to the Independent Trustees. In this regard, the Board requests and receives a significant amount of information about the Funds and the Manager. Some of this information is provided at each regular meeting of the Board; additional information is provided in connection with the particular meeting or meetings at which the Board’s formal review of an advisory contract occurs. In between regularly scheduled meetings, the Board may receive information on particular matters as the need arises. Thus, the Board’s evaluation of the Management Agreement is informed by reports covering such matters as: the Manager’s investment philosophy, personnel and processes, and the Fund’s investment performance (in absolute terms as well as in relationship to its benchmark). In connection with comparing the performance of each Fund versus its benchmark, the Board receives reports on the extent to which the Fund’s performance may be attributed to various applicable factors, such as asset class allocation decisions and volatility management strategies, the performance of the Underlying Funds, rebalancing decisions, and the impact of cash positions and Fund fees and expenses. The Board also receives reports on the Funds’ expenses (including the advisory fee itself and the overall expense structure of the Funds, both in absolute terms and relative to similar and/or competing funds, with due regard for contractual or voluntary expense limitations); the nature and extent of the advisory and other services provided to the Fund by the Manager and its affiliates; compliance and audit reports concerning the Funds and the companies that service them; and relevant developments in the mutual fund industry and how the Funds and/or the Manager are responding to them.

The Board also receives financial information about the Manager, including reports on the compensation and benefits the Manager derives from its relationships with the Funds. These reports cover not only the fees under the Management Agreement, but also fees, if any, received for providing other services to the Funds. The reports also discuss any indirect or “fall out” benefits the Manager or its affiliates may derive from its relationship with the Funds.

The Management Agreement was most recently considered at Board of Trustees meetings held in the fall of 2014. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2014, and at an “in person” Board of Trustees meeting held October 21, 2014. The Agreement was approved at the Board meeting of October 21, 2014. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2016. In connection with such meetings, the Trustees requested and evaluated extensive materials from the Manager, including performance and expense information for other investment companies with similar investment objectives derived from data compiled by an independent third party provider and other sources believed to be reliable by the Manager. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with experienced counsel who are independent of the Manager and received a memorandum from such counsel discussing the legal standards for their consideration of the proposed approvals/ continuances. The independent (“disinterested”) Trustees also discussed the proposed approvals/continuances in a private session with such counsel at which no representatives of the Manager were present. In reaching their determinations relating to the approval and/or continuance of the Agreement, in respect of each Fund, the Trustees considered all factors they believed relevant. The Board based its decision to approve the Management Agreement on the totality of the circumstances and relevant factors, and with a view to past and future long-term considerations. Not all of the factors and considerations discussed above and below are necessarily relevant to each Fund, and the Board did not assign relative weights to factors discussed herein or deem any one or group of them to be controlling in and of themselves.

 

15


An SEC rule requires that shareholder reports include a discussion of certain factors relating to the selection of the investment adviser and the approval of the advisory fee. The “factors” enumerated by the SEC are set forth below in italics, as well as the Board’s conclusions regarding such factors:

(1) The nature, extent and quality of services provided by the Manager. The Trustees noted that the Manager, subject to the control of the Board of Trustees, administers each Fund’s business and other affairs. The Trustees noted that the Manager also provides the Trust and each Fund with such administrative and other services (exclusive of, and in addition to, any such services provided by any others retained by the Trust on behalf of the Funds) and executive and other personnel as are necessary for the operation of the Trust and the Funds. Except for the Trust’s Chief Compliance Officer, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

The Trustees considered the scope and quality of services provided by the Manager and noted that the scope of such services provided had expanded as a result of recent regulatory and other developments. The Trustees noted that, for example, the Manager is responsible for maintaining and monitoring its own compliance program, and this compliance program has been continuously refined and enhanced in light of new regulatory requirements. The Trustees considered the capabilities and resources which the Manager has dedicated to performing services on behalf of the Trust and its Funds. The quality of administrative and other services, including the Manager’s role in coordinating the activities of the Trust’s other service providers, also was considered. The Trustees concluded that, overall, they were satisfied with the nature, extent and quality of services provided (and expected to be provided) to the Trust and to each of the Funds under the Management Agreement.

(2) The investment performance of the Fund and the Manager. In connection with the fall 2014 contract review process, Trustees received extensive information on the performance results of the Funds. (Of the 12 Funds, one Fund, the AZL MVP T. Rowe Price Capital Appreciation Fund, did not have at least 12 months of performance history.) Historical performance information of at least three years was available for each of the AZL MVP Fusion Conservative, AZL MVP Fusion Balanced, AZL MVP Fusion Moderate and AZL MVP Fusion Growth Funds and the AZL Balanced and Growth Index Strategy Funds. Performance information includes information on absolute total return, performance versus the appropriate benchmark(s), the contribution to performance of the Manager’s asset class allocation decisions and volatility management strategies (the volatility management strategy was modified to incorporate a volatility cap in the second quarter of 2013), the performance of the Underlying Funds, and the impact on performance of rebalancing decisions, cash and Fund fees. For example, in connection with the Board of Trustees meeting held October 21, 2014, the Manager reported that for the three year period ended June 30, 2014, the AZL MVP Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 43rd, 73rd, 74th, and 86th percentiles respectively, in their [Lipper] peer groups, and for the one year period ended June 30, 2014 they ranked in the 49th, 74th, 32nd, and 82nd percentiles, respectively. For the three year period ended June 30, 2014, the AZL Balanced Index Strategy and AZL Growth Index Strategy Funds ranked in the 47th and 27th percentiles of their peer groups, respectively, and for the one year ended June 30, 2014 they ranked in the 69th and 27th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the two year period ended June 30, 2014, the AZL Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 20th, 50th, 12th, and 24th percentiles respectively; the AZL MVP Balanced Index Strategy and AZL MVP Growth Index Strategy Funds ranked in the 30th and 1st percentiles respectively; and the AZL MVP BlackRock Global Allocation, AZL MVP Invesco Equity & Income and the AZL MVP Franklin Templeton Founding Strategy Plus Funds ranked in the 47th, 1st, and 8th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014, the Trustees determined that the investment performance of the Funds was acceptable.

(3) The costs of services to be provided and profits to be realized by the Manager and its affiliates from the relationship with the Funds. The Board considered that the Manager receives an advisory fee from each of the Funds. The Manager reported that for the MVP Fusion Funds the advisory fee paid put these Funds in the 38th percentile of the customized peer group. The Manager reported that for the Index Strategy Funds the advisory fee paid put them in the 32nd percentile (or lower) of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Allocation, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity & Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 7th percentile of the customized peer group. Trustees were provided with information on the total expense ratios of the Funds and other funds in the customized peer groups, and the Manager reported upon the challenges in making peer group comparisons for the Funds.

The Manager provided information concerning the profitability of the Manager’s investment advisory activities for the period from 2011 through June 30, 2014. The Trustees recognized that it is difficult to make comparisons of profitability from investment company advisory agreements because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocation of expenses and the adviser’s capital structure and cost of capital. In considering profitability information, the Trustees considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Trustees focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Trustees recognized that the Manager should, in the abstract, be entitled to earn a reasonable level of profits for the services it provides to each Fund.

Based upon the information provided, the Board concluded that the Funds’ advisory fees and expense ratios are not unreasonable, and determined that there was no evidence that the Manager’s level of profitability from its relationship with the Funds was excessive.

(4) and (5) The extent to which economies of scale would be realized as the Funds grow, and whether fee levels reflect these economies of scale. The Trustees noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Trustees recognized that breakpoints may be an appropriate way for the Manager to share its economies of scale, if any, with Funds that have substantial assets. However, they also recognized that there may not be a direct relationship between any economies of scale realized by Funds and those realized by the Manager as assets increase. The Trustees do not believe there is a uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Trustees noted that in the fund industry as a whole, as well as among funds similar to the Funds, there is no uniformity or pattern in the fees and asset levels at which breakpoints (if any) apply. Depending on the age, size, and other characteristics of a particular fund and its manager’s cost structure, different conclusions can be drawn as to whether there are economies of scale to be realized at any particular level of assets, notwithstanding the intuitive conclusion that such economies exist, or will be realized at some level of total assets. Moreover, because different managers have different cost structures and service models, it is difficult to draw meaningful conclusions from the breakpoints that may have been adopted by other funds. The Trustees also noted that the advisory agreements for many funds do not have breakpoints at all, or if breakpoints exist, they may be at asset levels significantly greater than those of the individual Funds. The Trustees also noted that the total assets in all of the Funds as of June 30, 2014 were approximately $9.9 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.8 billion.

Having taken these factors into account, the Trustees concluded that the absence of breakpoints in the Funds’ advisory fee rate schedules was acceptable under each Fund’s circumstances.

The Trustees noted that the Manager has agreed to temporarily “cap” Fund expenses at certain levels, which has the effect of reducing expenses as would the implementation of advisory fee breakpoints. The Manager has committed to continue to consider the continuation of fee “caps” and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. It expects to consider whether or not to approve the Management Agreement at a meeting to be held prior to December 31, 2015, and will at that time, or prior thereto, consider: (a) the extent to which economies of scale can be realized, and (b) whether the advisory fee should be modified to reflect such economies of scale, if any.

 

16


Information about the Board of Trustees and Officers (Unaudited)

The Trust is managed by the Trustees in accordance with the laws of the state of Delaware governing business trusts. There are currently nine Trustees, two of whom are “interested persons” of the Trust within the meaning of that term under the 1940 Act. The Trustees and Officers of the Trust, their addresses, ages, their positions held with the Trust, their terms of office with the Trust and length of time served, their principal occupation(s) during the past five years, the number of portfolios in the Trust they oversee, and their other directorships held during the past five years are as follows:

Non-Interested Trustees(1)

 

Name, Address, and Age  

Positions

Held with

VIP Trust and

FOF Trust

 

Term of

Office(2)/Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust and

FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Peter R. Burnim, Age 67

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/07   Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to 2012; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Expert Witness, Massachusetts Department of Revenue, 2011 to 2012; Executive Vice President, Northstar Companies, 2002 to 2005; Senior Officer, Citibank and Citicorp for over 25 years   43   Argus Group Holdings; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; and Bank of Bermuda NY

Peggy L. Ettestad, Age 57

5701 Golden Hills Drive

Minneapolis, MN 55416

  Lead
Independent
Trustee
 

Since 10/14

(Trustee since 2/07)

  Managing Director, Red Canoe Management Consulting LLC, 2008 to present; Senior Managing Director, Residential Capital LLC, 2003 to 2008; Chief Operations Officer, Transamerica Reinsurance 2002 to 2003   43   Luther College

Roger Gelfenbien, Age 71

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   43   Virtus Funds (8 Funds)

Claire R. Leonardi, Age 59

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Chief Executive Officer, Connecticut Innovations, Inc., 2012 to present; General Partner, Fairview Capital, L.P., 1994 to 2012   43   Connecticut Technology Council and Connecticut Bioscience Innovation Fund

Dickson W. Lewis, Age 66

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Retired; Consultant to Lifetouch National School Studios; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2013; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   43   None

Peter W. McClean, Age 70

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Retired; President and CEO of Measurisk, LLC, 2001 to 2003; Chief Risk Management Officer at Bank Of Bermuda Ltd., 1996 to 2001   43   PNMAC Opportunity Fund; Northeast Bank; and FHI

Arthur C. Reeds III, Age 70

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 10/99   Retired; Senior Investment Officer, Hartford Foundation for Public Giving, 2000 to 2003; Chairman, Chief Executive and President of Conning Corp., 1999 to 2000; Investment Consultant 1997 to 1999   43   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and Age  

Positions

Held with

VIP Trust and

FOF Trust

 

Term of

Office(2)/Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust and

FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Robert DeChellis, Age 47

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   43   None

Brian Muench, Age 44

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 6/11   President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Advisory Management, Allianz Investment Management LLC from December 2005 to November 2010   43   None

 

17


Officers

 

Name, Address, and Age   

Positions

Held with

VIP and VIP

FOF Trust

  

Term of

Office(2)/Length

of Time Served

   Principal Occupation(s) During Past 5 Years

Brian Muench, Age 44

5701 Golden Hills Drive

Minneapolis, MN 55416

   President    Since 11/10    President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Allianz Investment Management LLC from December 2005 to November 2010.

Michael Radmer, Age 69

Dorsey & Whitney LLP,

Suite 1500 50 South Sixth Street Minneapolis, MN 55402-1498

   Secretary    Since 2/02    Partner, Dorsey and Whitney LLP since 1976.

Steve Rudden, Age 45

Citi Fund Services Ohio, Inc.

3435 Stelzer Road

Columbus, OH 43219

   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 6/14    Senior Vice President, Financial Administration, Citi Fund Services Ohio, Inc., April 2011 to present; Vice President, JPMorgan, April 2006 to April 2010.

Chris R. Pheiffer, Age 46

5701 Golden Hills Drive

Minneapolis, MN 55416

   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 2/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present; Deputy Chief Compliance Officer of the VIP Trust and the FOF Trust and Compliance Director, Allianz Life, February 2007 to February 2014

 

(1) Member of the Audit Committee.

 

(2) Indefinite.

 

(3) Is an “interested person”, as defined by the 1940 Act, due to employment by Allianz.

 

(4) The Manager and the Trust are parties to a Chief Compliance Officer Agreement under which the Manager is compensated by the Trust for providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer. The Chief Compliance Officer and Anti-Money Laundering Compliance Officer is not considered a corporate officer or executive employee of the Trust.

 

18


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.

These Funds are not FDIC Insured.

ANNRPT1214 2/15


AZL® Growth Index Strategy Fund

Annual Report

December 31, 2014

LOGO

 


Table of Contents

Management Discussion and Analysis

Page 1

Expense Examples and Portfolio Composition

Page 3

Schedule of Portfolio Investments

Page 4

Statement of Assets and Liabilities

Page 5

Statement of Operations

Page 5

Statements of Changes in Net Assets

Page 6

Financial Highlights

Page 7

Notes to the Financial Statements

Page 8

Report of Independent Registered Public Accounting Firm

Page 12

Other Federal Income Tax Information

Page 13

Other Information

Page 14

Approval of Investment Advisory Agreement

Page 15

Information about the Board of Trustees and Officers

Page 17

This report is submitted for the general information of the shareholder of the Fund. The report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus, which contains details concerning the sales charges and other pertinent information.


AZL® Growth Index Strategy Fund Review (unaudited)

Allianz Investment Management LLC serves as the Manager for the AZL® Growth Index Strategy Fund.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

What factors affected the Fund’s performance during the year ended December 31, 2014?

For the year ended December 31, 2014, the AZL® Growth Index Strategy Fund returned 6.53%1. That compared to a 11.73% total return for its benchmark, the Growth Composite Index, which is comprised of a 75% weighting in the S&P 500 Index1 and a 25% weighting in the Barclays U.S. Aggregate Bond Index2.

The AZL Growth Index Strategy Fund is a fund of funds that pursues broad diversification across four equity sub-portfolios and one fixed-income sub-portfolio. The four equity sub-portfolios pursue passive strategies that aim to achieve, before fees, returns similar to the S&P 500 Index, the S&P 400 Index3, the S&P 600 Index4, and the MSCI EAFE Index5, which represents shares of large companies in developed foreign markets. The fixed income sub-portfolio is an enhanced bond index strategy that seeks to achieve a return that exceeds the Barclays Capital U.S. Aggregate Bond Index. Generally, the Fund allocates 65% to 85% of its assets to the underlying equity index funds and between 15% and 35% to the underlying bond index fund.

The U.S. equity market produced positive returns during the period, with the S&P 500 Index gaining 13.69%. Economic activity recovered after facing a contraction at the start of the year as extreme weather conditions across much of the U.S. created a challenging economic environment. Several economic indicators showed positive direction for most of the year. The U.S. employment situation improved, consumer confidence rose higher, the manufacturing sector rebounded, inflation remained below its long-term trend and the housing sector steadily improved. Consumers also benefited from the significant drop in oil prices that occurred toward the end of the year. The Federal Reserve (the Fed) exited its quantitative easing program by slowly reducing its bond purchases throughout the year, and concluded the program by making the final $15 billion purchase in October. Despite the continued economic gains, the Fed remained committed to keeping short-term interest rates anchored near zero until the economy could show further improvement.

Developed international equity markets lagged, with the MSCI EAFE Index declining 4.90% during the period. Continued weakness in Europe and a contraction in Japan’s gross domestic product6 signaled further divergence between the U.S. and other major developed economies in 2014. Attempts to stimulate growth in Europe and Japan were met with varying degrees of success. One outcome from these stimulative efforts has been continued strength in the U.S. dollar. This currency impact has created an additional headwind for international returns.

Fixed income markets benefited from a decline in long-term interest rates during the last 12 months with the 10-year U.S. Treasury yield dropping 87 basis points (0.87%) during

this period. Bond prices increase when interest rates decrease. Against this backdrop, the Barclays Capital U.S. Aggregate Bond Index gained 5.97%.

The Fund underperformed its composite benchmark during the period due to its exposure to international equity and small- and mid-cap stocks, and due to the slight underperformance from the underlying fixed income fund compared to its benchmark.*

 

Past performance does not guarantee future results.

 

* The Fund’s portfolio composition is subject to change. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the Fund in the future. The information contained in this commentary is for informational purposes only and should not be construed as a recommendation to purchase or sell securities in the sector mentioned. The Fund’s holdings and weightings are as of December 31, 2014.
1 The Standard & Poor’s 500 Index (“S&P 500”) is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole.
2 The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year.
3 The Standard & Poor’s MidCap 400 Index (“S&P 400”) is the most widely used index for mid-sized companies. The S&P 400 covers 7% of the U.S. equities market, and is part of a series of S&P U.S. indices that can be used as building blocks for portfolio composition.
4 The Standard & Poor’s SmallCap 600 Index (“S&P 600”) covers approximately 3% of the domestic equities market. Measuring the small-cap segment of the market that is typically renowned for poor trading liquidity and financial instability, the index is designed to be an efficient portfolio of companies that meet specific inclusion criteria to ensure that they are investable and financially viable.
5 The Morgan Stanley Capital International, Europe, Australasia and Far East (“MSCI EAFE”) Index is a free float-adjusted market capitalization-weighted index that is designed to measure the equity market performance of developed markets, excluding the U.S. & Canada.
6 Gross Domestic Product (GDP) is the monetary value of all the finished goods and services produced within a country’s borders in a specific time period, though GDP is usually calculated on an annual basis. It includes all of private and public consumption, government outlays, investments and exports less imports that occur within a defined territory.

 

   Investors cannot invest directly in an index.
 
 

 

1


AZL® Growth Index Strategy Fund Review (unaudited)

 

Fund Objective

The Fund’s investment objective is to seek long-term capital appreciation. This objective may be changed by the Trustees of the Fund without shareholder approval. The Fund seeks to achieve its objective by investing in a combination of Permitted Underlying Funds that represent different classes in the Fund’s asset allocation.

Investment Concerns

The Fund invests in underlying funds, so its investment performance is directly related to the performance of those underlying funds. Before investing, investors should assess the risks associated with and types of investments made by each of the underlying funds in which the Fund invests.

Stocks are more volatile and carry more risk and return potential than other forms of investments.

Small- to mid-capitalization companies typically have a higher risk of failure and historically have experienced a greater degree of volatility.

International investing may involve risk of capital loss from unfavorable fluctuations in currency values, from differences in generally accepted accounting principles or from economic or political instability in other nations.

Bonds offer a relatively stable level of income, although bond prices will fluctuate, providing the potential for principal gain or loss.

The performance of the Fund is expected to be lower than that of the Indices because of Fund fees and expenses. Securities in which the Fund will invest may involve substantial risk and may be subject to sudden severe price declines.

For a complete description of these and other risks associated with investing in a mutual Fund, please refer to the Fund’s prospectus.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Growth of $10,000 Investment

 

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmark, as well as the two component indices of the Fund’s benchmark, and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2014

 

     1
Year
    3
Year
    5
Year
    Since
Inception
(7/10/09)
 

AZL® Growth Index Strategy Fund

     6.53 %      13.49 %      10.64 %      13.12 % 

Growth Composite Index

     11.73 %      15.87 %      12.89 %      15.73 % 

S&P 500 Index

     13.69 %      20.41 %      15.45 %      19.30 % 

Barclays U.S. Aggregate Bond Index

     5.97 %      2.66 %      4.45 %      4.57 % 

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please visit www.Allianzlife.com.

 

Expense Ratio1

   Gross  

AZL® Growth Index Strategy Fund

     0.67 % 

The above expense ratio is based on the current Fund prospectus dated April 28, 2014. The Manager and the Fund have entered into a written contract limiting operating expenses, excluding certain expenses (such as interest expense and Acquired Fund fees and expenses), to 0.20% through April 30, 2016. Additional information pertaining to the December 31, 2014 expense ratios can be found in the financial highlights.

 

1 Acquired Fund Fees and Expenses are incurred indirectly by the Fund through the valuation of the Fund’s investments in the Permitted Underlying Funds. Accordingly, Acquired Fees and Expenses affect the Fund’s total returns. Because these fees and expenses are not included in the Fund’s financial highlights, the Fund’s total annual fund operating expenses do not correlate to the ratios of expenses to average net assets shown in the financial highlights table. Without Acquired Fund Fees and expenses the Fund’s gross ratio would be 0.07%.

 

   The total return of the Fund does not reflect the effect of any insurance charges, the annual maintenance fee or the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Such charges, fees and tax payments would reduce the performance quoted.

 

   The Fund’s performance is measured against a composite index (the “Growth Composite Index”), which is comprised of 75% of the Standard & Poor’s 500 Index (“S&P 500”) and 25% of the Barclays U.S. Aggregate Bond Index. The S&P 500 is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole. The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year. These indices are unmanaged and do not reflect the deduction of fees associated with a mutual fund, such as investment management and fund accounting fees. The Fund’s performance reflects the deduction of fees for services provided to the Fund. Investors cannot invest directly in an index.
 

 

2


AZL Growth Index Strategy Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL Growth Index Strategy Fund (the “Fund”), you incur ongoing costs, including management fees, distribution fees, and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. Please note that the expenses shown in each table do not reflect expenses that apply to the subaccount or the insurance contract. If the expenses that apply to the subaccount of the insurance contract were included, your costs would have been higher.

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the periods presented below.

The Actual Expense table below provides information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL Growth Index Strategy Fund

       $ 1,000.00          $ 1,009.80          $ 0.35            0.07 %

The Hypothetical Expense table below 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, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL Growth Index Strategy Fund

       $ 1,000.00          $ 1,024.85          $ 0.36            0.07 %

 

* Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by 184/365 (to reflect the one half year period).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Domestic Equities

      56.6 %

Fixed Income

      25.0  

International Equities

      18.5  

Money Market

      — ^
   

 

 

 

Total Investment Securities

      100.1  

Net other assets (liabilities)

      (0.1 )
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

^ Represents less than 0.05%

 

3


AZL Growth Index Strategy Fund

Schedule of Portfolio Investments

December 31, 2014

 

Shares           Fair Value  

 

Affiliated Investment Companies (100.1%):

  

  32,282,739      AZL Enhanced Bond Index Fund   $ 359,306,887  
  17,450,976      AZL International Index Fund     266,650,920  
  6,891,358      AZL Mid Cap Index Fund     161,878,009  
  39,611,232      AZL S&P 500 Index Fund, Class 2     570,401,744  
  5,331,387      AZL Small Cap Stock Index Fund     82,263,307  
    

 

 

 

 

Total Affiliated Investment Companies (Cost $1,078,171,426)

    1,440,500,867  
    

 

 

 

 

Unaffiliated Investment Company (0.0%):

 
  471,087      Dreyfus Treasury Prime Cash Management Fund, Institutional Shares, 0.00%(a)     471,087  
    

 

 

 

 

Total Unaffiliated Investment Company (Cost $471,087)

    471,087  
    

 

 

 

 

Total Investment Securities (Cost $1,078,642,513)(b) —100.1%

    1,440,971,954  

 

Net other assets (liabilities) — (0.1)%

    (1,423,909 ) 
    

 

 

 

 

Net Assets — 100.0%

  $ 1,439,548,045  
    

 

 

 

Percentages indicated are based on net assets as of December 31, 2014.

 

(a) The rate represents the effective yield at December 31, 2014.

 

(b) See Federal Tax Information listed in the Notes to the Financial Statements.
 

 

See accompanying notes to the financial statements.

 

4


AZL Growth Index Strategy Fund

Statement of Assets and Liabilities

December 31, 2014

 

Assets:

    

Investments in non-affiliates, at cost

     $ 471,087  

Investments in affiliates, at cost

       1,078,171,426  
    

 

 

 

Total Investment securities, at cost

     $ 1,078,642,513  
    

 

 

 

Investments in non-affiliates, at value

     $ 471,087  

Investments in affiliates, at value

       1,440,500,867  
    

 

 

 

Total Investment securities, at value

       1,440,971,954  

Prepaid expenses

       12,061  
    

 

 

 

Total Assets

       1,440,984,015  
    

 

 

 

Liabilities:

    

Payable for affiliated investments purchased

       471,087  

Payable for capital shares redeemed

       858,119  

Manager fees payable

       61,258  

Administration fees payable

       3,488  

Custodian fees payable

       393  

Administrative and compliance services fees payable

       3,690  

Trustee fees payable

       74  

Other accrued liabilities

       37,861  
    

 

 

 

Total Liabilities

       1,435,970  
    

 

 

 

Net Assets

     $ 1,439,548,045  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 1,044,581,095  

Accumulated net investment income/(loss)

       16,616,452  

Accumulated net realized gains/(losses) from investment transactions

       16,021,057  

Net unrealized appreciation/(depreciation) on investments

       362,329,441  
    

 

 

 

Net Assets

     $ 1,439,548,045  
    

 

 

 

Shares of beneficial interest (unlimited number of shares authorized, no par value)

       76,923,504  

Net Asset Value (offering and redemption price per share)

     $ 18.71  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2014

 

Investment Income:

    

Dividends from affiliates

     $ 16,203,105  

Foreign tax reclaims received

       449  
    

 

 

 

Total Investment Income

       16,203,554  
    

 

 

 

Expenses:

    

Manager fees

       700,188  

Administration fees

       60,030  

Custodian fees

       1,807  

Administrative and compliance services fees

       19,036  

Trustee fees

       73,007  

Professional fees

       61,115  

Shareholder reports

       38,762  

Other expenses

       27,279  
    

 

 

 

Total expenses

       981,224  
    

 

 

 

Net Investment Income/(Loss)

       15,222,330  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

Net realized gains/(losses) on securities transactions from affiliates

       9,535,900  

Net realized gains distributions from affiliated underlying funds

       9,979,081  

Net realized gains distributions

       7,340  

Change in net unrealized appreciation/depreciation on investments

       53,635,818  
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       73,158,139  
    

 

 

 

Change in Net Assets Resulting From Operations

     $ 88,380,469  
    

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


Statements of Changes in Net Assets

     AZL Growth Index Strategy Fund
      For the
Year Ended
December 31,
2014
   For the
Year Ended
December 31,
2013

Change in Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 15,222,330        $ 13,754,079  

Net realized gains/(losses) on investment transactions

       19,522,321          9,088,898  

Change in unrealized appreciation/depreciation on investments

       53,635,818          194,361,517  
    

 

 

      

 

 

 

Change in net assets resulting from operations

       88,380,469          217,204,494  
    

 

 

      

 

 

 

Dividends to Shareholders:

         

From net investment income

       (16,767,136 )        (14,002,980 )

From net realized gains

       (6,699,515 )        (2,637,482 )
    

 

 

      

 

 

 

Change in net assets resulting from dividends to shareholders

       (23,466,651 )        (16,640,462 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       120,876,423          214,946,967  

Proceeds from dividends reinvested

       23,466,651          16,640,462  

Value of shares redeemed

       (117,544,432 )        (47,458,985 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       26,798,642          184,128,444  
    

 

 

      

 

 

 

Change in net assets

       91,712,460          384,692,476  

Net Assets:

         

Beginning of period

       1,347,835,585          963,143,109  
    

 

 

      

 

 

 

End of period

     $ 1,439,548,045        $ 1,347,835,585  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 16,616,452        $ 16,767,102  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       6,625,896          12,978,538  

Dividends reinvested

       1,270,528          1,001,834  

Shares redeemed

       (6,453,249 )        (2,894,753 )
    

 

 

      

 

 

 

Change in shares

       1,443,175          11,085,619  
    

 

 

      

 

 

 

 

See accompanying notes to the financial statements.

 

6


AZL Growth Index Strategy Fund

Financial Highlights

(Selected data for a share of beneficial interest outstanding throughout the periods indicated)

     Year Ended December 31,
      2014   2013   2012   2011   2010

Net Asset Value, Beginning of Period

     $ 17.86       $ 14.96       $ 13.37       $ 13.44       $ 11.85  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                    

Net Investment Income/(Loss)

       0.20         0.16         0.13         0.07         0.07  

Net Realized and Unrealized Gains/(Losses) on Investments

       0.96         2.97         1.64         (0.07 )       1.52  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       1.16         3.13         1.77         —         1.59  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                    

Net Investment Income

       (0.22 )       (0.20 )       (0.16 )       (0.07 )       — (a)

Net Realized Gains

       (0.09 )       (0.03 )       (0.02 )       — (a)       —  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.31 )       (0.23 )       (0.18 )       (0.07 )       — (a)
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 18.71       $ 17.86       $ 14.96       $ 13.37       $ 13.44  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(b)

       6.53 %       21.07 %       13.33 %       0.01 %       13.42 %

Ratios to Average Net Assets/Supplemental Data:

                    

Net Assets, End of Period (000’s)

     $ 1,439,548       $ 1,347,836       $ 963,143       $ 764,506       $ 384,050  

Net Investment Income/(Loss)

       1.09 %       1.20 %       1.10 %       1.16 %       0.82 %

Expenses Before Reductions*(c)

       0.07 %       0.07 %       0.08 %       0.08 %       0.08 %

Expenses Net of Reductions*

       0.07 %       0.07 %       0.08 %       0.08 %       0.08 %

Portfolio Turnover Rate

       7 %       3 %       6 %       3 %       9 %

 

* The expense ratios exclude the impact of fees/expenses paid by each underlying fund.

 

(a) Represents less than $0.005.

 

(b) The returns include reinvested dividends and fund level expenses, but exclude insurance contract charges. If these charges were included, the returns would have been lower.

 

(c) Excludes fee reductions, if any. If such fee reductions had not occurred, the ratios would have been as indicated.

 

See accompanying notes to the financial statements.

 

7


AZL Growth Index Strategy Fund

Notes to the Financial Statements

December 31, 2014

 

1. Organization

The Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”) was organized as a Delaware statutory trust on June 16, 2004. The Trust is a diversified open-end management investment company registered under the Investment Company Act of 1940, as amended, (the “1940 Act”) and thus is determined to be an investment company for accounting purposes. The Trust consists of 12 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL Growth Index Strategy Fund (the “Fund”), and 11 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests in other mutual funds. Underlying Funds invest in stock, bonds, and other securities and reflect varying amounts of potential investment risk and reward. The Underlying Funds record their investments at fair value. Periodically, the Fund will adjust its asset allocation as it seeks to achieve its investment objective.

The Trust is authorized to issue an unlimited number of shares of the Fund without par value. Shares of the Fund are available through the variable annuity contracts offered through the separate accounts of participating insurance companies.

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund may enter into contracts with its vendors and others that provide for general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects that risk of loss to be remote.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform with U.S. generally accepted accounting principles (“U.S. GAAP”). The preparation of financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and 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.

Security Valuation

The Fund records its investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between willing market participants at the measurement date. The valuation techniques used to determine fair value are further described in Note 4 below.

Investment Transactions and Investment Income

Investment transactions are recorded not later than on the business day following trade date. However, for financial reporting purposes, investment transactions are accounted for on trade date. Net realized gains and losses on investments sold are recorded on the basis of identified cost. Interest income is recorded on the accrual basis and includes, where applicable, the amortization of premiums or accretion of discounts. Dividend income is recorded on the ex-dividend date.

Dividends to Shareholders

Dividends to shareholders are recorded on the ex-dividend date. The Fund distributes its dividends from net investment income and net realized capital gains, if any, on an annual basis. The amount of dividends from net investment income and from net realized gains is determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These “book/tax” differences are either temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., return of capital, net operating loss, and reclassification of certain distributions), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and post October losses) do not require reclassification. Dividends to shareholders that exceed net investment income and net realized gains for tax purposes are reported as distributions of capital.

Expense Allocation

Expenses directly attributable to the Fund are charged directly to the Fund, while expenses attributable to more than one Fund are allocated among the respective Funds based upon relative net assets or some other reasonable method. Expenses which are attributable to more than one Trust are allocated across the Allianz Variable Insurance Products and Allianz Variable Insurance Products Fund of Funds Trusts based upon relative net assets or another reasonable basis. Allianz Investment Management LLC (the “Manager”), serves as the investment manager for the Trust and the Allianz Variable Insurance Products Trust.

3. Related Party Transactions

The Manager provides investment advisory and management services for the Fund. The Manager has contractually agreed to waive fees and reimburse the Fund to limit the annual expenses, excluding interest expense (e.g., cash overdraft fees), taxes, brokerage commissions, other expenditures that are capitalized in accordance with U.S. GAAP and other extraordinary expenses not incurred in the ordinary course of the Fund’s business, based on the daily net assets of the Fund, through April 30, 2016. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2014, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL Growth Index Strategy Fund

         0.05 %          0.20 %

 

8


AZL Growth Index Strategy Fund

Notes to the Financial Statements

December 31, 2014

 

Any amounts contractually waived or reimbursed by the Manager in a particular fiscal year will be subject to repayment by the Fund to the Manager to the extent that from time to time through the next three fiscal years the repayment will not cause the Fund’s expenses to exceed the lesser of the stated limit at the time of the waiver or the current stated limit. Any amounts recouped by the Manager during the year are reflected on the Statement of Operations as “Recoupment of prior expenses reimbursed by the Manager.” At December 31, 2014, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2014, there were no voluntary waivers.

The Manager or an affiliate of the Manager serves as the investment adviser of certain underlying funds in which the Fund invests. At December 31, 2014, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. The Manager or an affiliate of the Manager is paid a separate fee from the underlying funds for such services. A summary of the Fund’s investments in affiliated investment companies for the year ended December 31, 2014 is as follows:

 

      Fair Value
12/31/13
   Purchases
at Cost
   Proceeds from
Sales
   Net
Realized
Gain(Loss)
   Change in
Unrealized
Appreciation/
Depreciation
   Fair Value
12/31/14
   Dividend
Income

AZL Enhanced Bond Index Fund

     $ 331,199,907        $ 60,897,150        $ (47,561,097 )      $ (560,965 )      $ 15,331,892        $ 359,306,887        $ 3,470,794  

AZL International Index Fund

       258,583,865          36,920,629          (7,922,869 )        996,055          (21,926,760 )        266,650,920          4,658,706  

AZL Mid Cap Index Fund

       148,403,937          9,212,258          (3,015,194 )        514,104          6,762,904          161,878,009          1,036,999  

AZL S&P 500 Index Fund, Class 2

       533,471,868          19,386,280          (45,238,749 )        8,356,494          54,425,851          570,401,744          6,563,029  

AZL Small Cap Stock Index Fund

       74,370,084          9,804,147          (1,183,067 )        230,212          (958,069 )        82,263,307          473,577  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ 1,346,029,661        $ 136,220,464        $ (104,920,976 )      $ 9,535,900        $ 53,635,818        $ 1,440,500,867        $ 16,203,105  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

Pursuant to separate agreements between the Funds and the Manager, the Manager provides a Chief Compliance Officer (“CCO”) and certain compliance oversight and regulatory filing services to the Trust. Under these agreements the Manager is entitled to an amount equal to a portion of the compensation and certain other expenses related to the individuals performing the CCO and compliance oversight services, as well as $100 per hour for time incurred in connection with the preparation and filing of certain documents with the Securities and Exchange Commission. The fees are paid to the Manager on a quarterly basis. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administrative and compliance services fees.”

Citi Fund Services Ohio, Inc. (“Citi” or the “Administrator”), a wholly owned subsidiary of Citigroup, Inc., with which an officer of the Trust is affiliated, serves as the Trust’s administrator, transfer agent, and fund accountant, and assists the Trust in all aspects of its administration and operation. The Administrator is entitled to a fee, accrued daily and paid monthly. In addition, the Administrator is entitled to annual account fees related to the transfer agency system, and a Trust-wide annual fee for providing infrastructure and support in implementing the written policies and procedures comprising the Fund’s compliance program. Fees payable to the Administrator are subject to certain reductions associated with services provided to new funds. Beginning January 1, 2015, these reductions are no longer applicable to new funds. The Administrator is also reimbursed for certain expenses incurred. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administration fees.”

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund and receives a Trust-wide annual fee of $7,500, paid by the Manager from its profits and not by the Trust, for recordkeeping and reporting services.

In addition, certain legal fees and expenses are paid to a law firm, Dorsey & Whitney LLP, of which the Secretary of the Fund is a partner. During the year ended December 31, 2014, $16,586 was paid from the Fund relating to these fees and expenses.

Certain Officers and Trustees of the Trust are affiliated with the Manager or the Administrator. Such Officers (except for the Trust’s CCO as noted above) and Trustees receive no compensation from the Trust for serving in their respective roles. For their service to the Trust and to the Allianz Variable Insurance Products Trust, each non-interested Trustee receives a $163,000 annual Board retainer and the Lead Director receives an additional $24,450 annually. In addition, the Trustees are reimbursed for certain expenses associated with attending Board meetings. Compensation to the Trustees is allocated between the Trust and the Allianz Variable Insurance Products Trust in proportion to the assets under management of each trust. During the year ended December 31, 2014, actual Trustee compensation was $1,155,670 in total for both trusts.

4. Investment Valuation Summary

The valuation techniques employed by the Fund, as described below, maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Fund’s investments are summarized in the three broad levels listed below:

 

  —  

Level 1 — quoted prices in active markets for identical assets

  —  

Level 2 — other significant observable inputs (including quoted prices for similar securities, interest rates, prepayments speeds, credit risk, etc.)

  —  

Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The Fund determines transfers between fair value hierarchy levels at the reporting period end. The inputs or methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments.

 

9


AZL Growth Index Strategy Fund

Notes to the Financial Statements

December 31, 2014

Investments in other investment companies are valued at their published net asset value (“NAV”). Security prices are generally provided by an independent third party pricing service approved by the Trust’s Board of Trustees (“Trustees”) as of the close of the New York Stock Exchange (“NYSE”) (generally 4:00 pm Eastern Time). The investments utilizing Level 1 valuations represent investments in open-end investment companies.

For the year ended December 31, 2014, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value.

The following is a summary of the valuation inputs used as of December 31, 2014 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Companies

       $ 1,440,500,867          $ —          $ 1,440,500,867  

Unaffiliated Investment Company

         471,087            —            471,087  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

       $ 1,440,971,954          $ —          $ 1,440,971,954  
      

 

 

        

 

 

        

 

 

 

5. Security Purchases and Sales

For the year ended December 31, 2014, cost of purchases and proceeds from sales of securities (excluding securities maturing less than one year from acquisition) were as follows:

 

        Purchases      Sales

AZL Growth Index Strategy Fund

       $ 136,220,464          $ 104,920,976  

6. Investment Risks

Derivatives Risk: The Fund may invest directly or through affiliated or unaffiliated mutual funds or unregistered investment pools in derivative instruments such as futures, options, and options on futures. A derivative is a financial contract whose value depends on, or is derived from, the value of an underlying asset, reference rate, or risk. Use of derivative instruments involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional investments. Derivatives are subject to a number of other risks, such as liquidity risk, interest rate risk, market risk, credit risk, and selection risk. Derivatives also involve the risk of mispricing or improper valuation and the risk that changes in the value may not correlate perfectly with the underlying asset, rate, or index. Using derivatives may result in losses, possibly in excess of the principal amount invested. Also, suitable derivative transactions may not be available in all circumstances. The other party to a derivatives contract could default. During the year ended December 31, 2014, the Fund did not directly invest in derivatives.

7. Federal Tax Information

It is the Fund’s policy to continue to comply with the requirements of the Internal Revenue Code under Subchapter M, applicable to regulated investment companies, and to distribute all of its taxable income, including any net realized gains on investments, to its shareholders. Therefore, no provision is made for federal income taxes.

Management of the Fund has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

Cost for federal income tax purposes at December 31, 2014 is $1,081,313,941. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 362,329,441   

Unrealized depreciation

    (2,671,428 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 359,658,013   
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2014 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL Growth Index Strategy Fund

       $ 16,767,136          $ 6,699,515          $ 23,466,651  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

The tax character of dividends paid to shareholders during the year ended December 31, 2013 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL Growth Index Strategy Fund

       $ 14,002,980          $ 2,637,482          $ 16,640,462  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

 

10


AZL Growth Index Strategy Fund

Notes to the Financial Statements

December 31, 2014

As of December 31, 2014, the components of accumulated earnings on a tax basis were as follows:

 

        Undistributed
Ordinary
Income
     Undistributed
Long-Term
Capital Gains
     Accumulated
Capital and
Other Losses
     Unrealized
Appreciation/
(Depreciation)(a)
     Total
Accumulated
Earnings/
(Deficit)

AZL Growth Index Strategy Fund

       $ 16,616,452          $ 18,692,485          $ —          $ 359,658,013          $ 394,966,950  

 

(a) The difference between book-basis and tax-basis unrealized appreciation/(depreciation) is attributable primarily to tax deferral of losses on wash sales.

8. Subsequent Events

Management has evaluated events and transactions subsequent to period end through the date the financial statements were issued, for purposes of recognition or disclosure in these financial statements.

On December 9 and 10, 2014, the Trustees approved changes to the Fund, which included changing the name from AZL Growth Index Strategy Fund to AZL DFA Multi-Strategy Fund and changing the investment strategy of the Fund effective April 27, 2015. There are no other subsequent events to report.

 

11


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

We have audited the accompanying statement of assets and liabilities of AZL Growth Index Strategy Fund (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the schedule of portfolio investments, as of December 31, 2014, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2014, by correspondence with the custodian and transfer agents of the underlying funds. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of December 31, 2014, the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Columbus, Ohio

February 25, 2015

 

12


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2014, 41.95% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deduction available to corporate shareholders.

During the year ended December 31, 2014, the Fund declared net long-term capital gain distributions of $6,699,515.

 

13


Other Information (Unaudited)

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request, by visiting the Securities and Exchange Commission’s (“Commission”) website at www.sec.gov, or by calling 800-624-0197.

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30th is available (i) without charge, upon request, by calling 800-624-0197; (ii) on the Allianz Variable Insurance Products Fund of Funds Trust’s website at https://www.allianzlife.com; and (iii) on the Commission’s website at http://www.sec.gov.

The Fund files complete Schedules of Portfolio Holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. Schedules of Portfolio Holdings for the Fund in this report are available without charge on the Commission’s website at http://www.sec.gov, or may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330.

 

14


Approval of Investment Advisory Agreement (Unaudited)

Subject to the general supervision of the Board of Trustees and in accordance with each Fund’s investment objectives and restrictions, investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). The Manager manages each Fund pursuant to an investment management agreement (the “Management Agreement”) with the Trust in respect of each such Fund. The Management Agreement provides that the Manager, subject to the supervision and approval of the Board of Trustees, is responsible for the management of each Fund. For management services, each Fund pays the Manager an investment advisory fee based upon each Fund’s average daily net assets. The Manager has contractually agreed to limit the expenses of each Fund by reimbursing each Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2016.

Wilshire Funds Management (“Wilshire”) serves as a consultant to the Manager in preparing statistical and other factual information for use in the creation and maintenance of the asset allocation models for the Fusion Funds (the AZL MVP Fusion Conservative, Balanced, Moderate and Growth Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Permitted Underlying Investments and the Fund’s asset allocations among the Permitted Underlying Investments. The Manager, not any Fund, pays a consultant fee to Wilshire. Wilshire began serving in its capacity as a consultant beginning January 1, 2010.

In reviewing the services provided by the Manager and the terms of the Management Agreement, the Board receives and reviews information related to the Manager’s experience and expertise in the variable insurance marketplace. Currently, the Funds are offered only through variable annuities and variable life insurance policies, and not in the retail fund market. In addition, the Board receives information regarding the Manager’s expertise with regard to portfolio diversification and asset allocation requirements within variable insurance products issued by Allianz Life Insurance Company of North America and its subsidiary, Allianz Life Insurance Company of New York. Currently, the Funds are offered only through Allianz Life and Allianz of New York variable products.

As required by the Investment Company Act of 1940 (the “1940 Act”), the Trust’s Board has reviewed and approved the Management Agreement with the Manager. The Board’s decision to approve this contract reflects the exercise of its business judgment on whether to approve new arrangements and continue the existing arrangements. During its review of the contract, the Board considered many factors, among the most material of which are: the Funds’ investment objectives, the Manager’s management philosophy, personnel, processes and investment performance, including its compliance history and the adequacy of its compliance processes; the preferences and expectations of Fund shareholders (and underlying contract owners) and their relative sophistication; the continuing state of competition in the mutual fund industry; and comparable fees in the mutual fund industry.

The Board also considered the compensation and benefits received by the Manager. This includes fees received for services provided to a Fund by employees of the Manager or of affiliates of the Manager and research services received by the Manager from brokers that execute Fund trades, as well as advisory fees. The Board considered the fact that: (1) the Manager and the Trust are parties to an Administrative Service Agreement and Compliance Services Agreement, under which the Manager is compensated by the Trust for performing certain administrative and compliance services including providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer; and (2) Allianz Life Financial Services LLC, an affiliated person of the Manager, is a registered securities broker-dealer and receives (along with its affiliated persons) payments made by the Underlying Funds pursuant to Rule 12b-1.

The Board is aware that various courts have interpreted provisions of the 1940 Act and have indicated in their decisions that the following factors may be relevant to the Manager’s compensation: the nature and quality of the services provided by the Manager, including the performance of the funds; the Manager’s cost of providing the services; the extent to which the Manager may realize “economies of scale” as the funds grow larger; any indirect benefits that may accrue to the Manager and its affiliates as a result of the Manager’s relationship with the funds; performance and expenses of comparable funds; the profitability to the Manager from acting as adviser to the funds; and the extent which the independent Board members are fully informed about all facts bearing on the Manager’s services and fees. The Trust’s Board is aware of these factors and took them into account in its review of the Management Agreement for the Funds.

The Board considered and weighed these circumstances in light of its experience in governing the Trust, and is assisted in its deliberations by the advice of legal counsel to the Independent Trustees. In this regard, the Board requests and receives a significant amount of information about the Funds and the Manager. Some of this information is provided at each regular meeting of the Board; additional information is provided in connection with the particular meeting or meetings at which the Board’s formal review of an advisory contract occurs. In between regularly scheduled meetings, the Board may receive information on particular matters as the need arises. Thus, the Board’s evaluation of the Management Agreement is informed by reports covering such matters as: the Manager’s investment philosophy, personnel and processes, and the Fund’s investment performance (in absolute terms as well as in relationship to its benchmark). In connection with comparing the performance of each Fund versus its benchmark, the Board receives reports on the extent to which the Fund’s performance may be attributed to various applicable factors, such as asset class allocation decisions and volatility management strategies, the performance of the Underlying Funds, rebalancing decisions, and the impact of cash positions and Fund fees and expenses. The Board also receives reports on the Funds’ expenses (including the advisory fee itself and the overall expense structure of the Funds, both in absolute terms and relative to similar and/or competing funds, with due regard for contractual or voluntary expense limitations); the nature and extent of the advisory and other services provided to the Fund by the Manager and its affiliates; compliance and audit reports concerning the Funds and the companies that service them; and relevant developments in the mutual fund industry and how the Funds and/or the Manager are responding to them.

The Board also receives financial information about the Manager, including reports on the compensation and benefits the Manager derives from its relationships with the Funds. These reports cover not only the fees under the Management Agreement, but also fees, if any, received for providing other services to the Funds. The reports also discuss any indirect or “fall out” benefits the Manager or its affiliates may derive from its relationship with the Funds.

The Management Agreement was most recently considered at Board of Trustees meetings held in the fall of 2014. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2014, and at an “in person” Board of Trustees meeting held October 21, 2014. The Agreement was approved at the Board meeting of October 21, 2014. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2016. In connection with such meetings, the Trustees requested and evaluated extensive materials from the Manager, including performance and expense information for other investment companies with similar investment objectives derived from data compiled by an independent third party provider and other sources believed to be reliable by the Manager. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with experienced counsel who are independent of the Manager and received a memorandum from such counsel discussing the legal standards for their consideration of the proposed approvals/ continuances. The independent (“disinterested”) Trustees also discussed the proposed approvals/continuances in a private session with such counsel at which no representatives of the Manager were present. In reaching their determinations relating to the approval and/or continuance of the Agreement, in respect of each Fund, the Trustees considered all factors they believed relevant. The Board based its decision to approve the Management Agreement on the totality of the circumstances and relevant factors, and with a view to past and future long-term considerations. Not all of the factors and considerations discussed above and below are necessarily relevant to each Fund, and the Board did not assign relative weights to factors discussed herein or deem any one or group of them to be controlling in and of themselves.

 

15


An SEC rule requires that shareholder reports include a discussion of certain factors relating to the selection of the investment adviser and the approval of the advisory fee. The “factors” enumerated by the SEC are set forth below in italics, as well as the Board’s conclusions regarding such factors:

(1) The nature, extent and quality of services provided by the Manager. The Trustees noted that the Manager, subject to the control of the Board of Trustees, administers each Fund’s business and other affairs. The Trustees noted that the Manager also provides the Trust and each Fund with such administrative and other services (exclusive of, and in addition to, any such services provided by any others retained by the Trust on behalf of the Funds) and executive and other personnel as are necessary for the operation of the Trust and the Funds. Except for the Trust’s Chief Compliance Officer, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

The Trustees considered the scope and quality of services provided by the Manager and noted that the scope of such services provided had expanded as a result of recent regulatory and other developments. The Trustees noted that, for example, the Manager is responsible for maintaining and monitoring its own compliance program, and this compliance program has been continuously refined and enhanced in light of new regulatory requirements. The Trustees considered the capabilities and resources which the Manager has dedicated to performing services on behalf of the Trust and its Funds. The quality of administrative and other services, including the Manager’s role in coordinating the activities of the Trust’s other service providers, also was considered. The Trustees concluded that, overall, they were satisfied with the nature, extent and quality of services provided (and expected to be provided) to the Trust and to each of the Funds under the Management Agreement.

(2) The investment performance of the Fund and the Manager. In connection with the fall 2014 contract review process, Trustees received extensive information on the performance results of the Funds. (Of the 12 Funds, one Fund, the AZL MVP T. Rowe Price Capital Appreciation Fund, did not have at least 12 months of performance history.) Historical performance information of at least three years was available for each of the AZL MVP Fusion Conservative, AZL MVP Fusion Balanced, AZL MVP Fusion Moderate and AZL MVP Fusion Growth Funds and the AZL Balanced and Growth Index Strategy Funds. Performance information includes information on absolute total return, performance versus the appropriate benchmark(s), the contribution to performance of the Manager’s asset class allocation decisions and volatility management strategies (the volatility management strategy was modified to incorporate a volatility cap in the second quarter of 2013), the performance of the Underlying Funds, and the impact on performance of rebalancing decisions, cash and Fund fees. For example, in connection with the Board of Trustees meeting held October 21, 2014, the Manager reported that for the three year period ended June 30, 2014, the AZL MVP Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 43rd, 73rd, 74th, and 86th percentiles respectively, in their [Lipper] peer groups, and for the one year period ended June 30, 2014 they ranked in the 49th, 74th, 32nd, and 82nd percentiles, respectively. For the three year period ended June 30, 2014, the AZL Balanced Index Strategy and AZL Growth Index Strategy Funds ranked in the 47th and 27th percentiles of their peer groups, respectively, and for the one year ended June 30, 2014 they ranked in the 69th and 27th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the two year period ended June 30, 2014, the AZL Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 20th, 50th, 12th, and 24th percentiles respectively; the AZL MVP Balanced Index Strategy and AZL MVP Growth Index Strategy Funds ranked in the 30th and 1st percentiles respectively; and the AZL MVP BlackRock Global Allocation, AZL MVP Invesco Equity & Income and the AZL MVP Franklin Templeton Founding Strategy Plus Funds ranked in the 47th, 1st, and 8th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014, the Trustees determined that the investment performance of the Funds was acceptable.

(3) The costs of services to be provided and profits to be realized by the Manager and its affiliates from the relationship with the Funds. The Board considered that the Manager receives an advisory fee from each of the Funds. The Manager reported that for the MVP Fusion Funds the advisory fee paid put these Funds in the 38th percentile of the customized peer group. The Manager reported that for the Index Strategy Funds the advisory fee paid put them in the 32nd percentile (or lower) of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Allocation, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity & Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 7th percentile of the customized peer group. Trustees were provided with information on the total expense ratios of the Funds and other funds in the customized peer groups, and the Manager reported upon the challenges in making peer group comparisons for the Funds.

The Manager provided information concerning the profitability of the Manager’s investment advisory activities for the period from 2011 through June 30, 2014. The Trustees recognized that it is difficult to make comparisons of profitability from investment company advisory agreements because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocation of expenses and the adviser’s capital structure and cost of capital. In considering profitability information, the Trustees considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Trustees focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Trustees recognized that the Manager should, in the abstract, be entitled to earn a reasonable level of profits for the services it provides to each Fund.

Based upon the information provided, the Board concluded that the Funds’ advisory fees and expense ratios are not unreasonable, and determined that there was no evidence that the Manager’s level of profitability from its relationship with the Funds was excessive.

(4) and (5) The extent to which economies of scale would be realized as the Funds grow, and whether fee levels reflect these economies of scale. The Trustees noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Trustees recognized that breakpoints may be an appropriate way for the Manager to share its economies of scale, if any, with Funds that have substantial assets. However, they also recognized that there may not be a direct relationship between any economies of scale realized by Funds and those realized by the Manager as assets increase. The Trustees do not believe there is a uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Trustees noted that in the fund industry as a whole, as well as among funds similar to the Funds, there is no uniformity or pattern in the fees and asset levels at which breakpoints (if any) apply. Depending on the age, size, and other characteristics of a particular fund and its manager’s cost structure, different conclusions can be drawn as to whether there are economies of scale to be realized at any particular level of assets, notwithstanding the intuitive conclusion that such economies exist, or will be realized at some level of total assets. Moreover, because different managers have different cost structures and service models, it is difficult to draw meaningful conclusions from the breakpoints that may have been adopted by other funds. The Trustees also noted that the advisory agreements for many funds do not have breakpoints at all, or if breakpoints exist, they may be at asset levels significantly greater than those of the individual Funds. The Trustees also noted that the total assets in all of the Funds as of June 30, 2014 were approximately $9.9 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.8 billion.

Having taken these factors into account, the Trustees concluded that the absence of breakpoints in the Funds’ advisory fee rate schedules was acceptable under each Fund’s circumstances.

The Trustees noted that the Manager has agreed to temporarily “cap” Fund expenses at certain levels, which has the effect of reducing expenses as would the implementation of advisory fee breakpoints. The Manager has committed to continue to consider the continuation of fee “caps” and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. It expects to consider whether or not to approve the Management Agreement at a meeting to be held prior to December 31, 2015, and will at that time, or prior thereto, consider: (a) the extent to which economies of scale can be realized, and (b) whether the advisory fee should be modified to reflect such economies of scale, if any.

 

16


Information about the Board of Trustees and Officers (Unaudited)

The Trust is managed by the Trustees in accordance with the laws of the state of Delaware governing business trusts. There are currently nine Trustees, two of whom are “interested persons” of the Trust within the meaning of that term under the 1940 Act. The Trustees and Officers of the Trust, their addresses, ages, their positions held with the Trust, their terms of office with the Trust and length of time served, their principal occupation(s) during the past five years, the number of portfolios in the Trust they oversee, and their other directorships held during the past five years are as follows:

Non-Interested Trustees(1)

 

Name, Address, and Age   Positions
Held with
VIP Trust and
FOF Trust
  Term of
Office(2)/Length
of Time Served
  Principal Occupation(s)
During Past 5 Years
  Number of
Portfolios
Overseen for
VIP Trust and
FOF Trust
  Other
Directorships
Held Outside the
AZL Fund Complex

Peter R. Burnim, Age 67

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/07   Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to 2012; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Expert Witness, Massachusetts Department of Revenue, 2011 to 2012; Executive Vice President, Northstar Companies, 2002 to 2005; Senior Officer, Citibank and Citicorp for over 25 years   43   Argus Group Holdings; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; and Bank of Bermuda NY

Peggy L. Ettestad, Age 57

5701 Golden Hills Drive

Minneapolis, MN 55416

  Lead
Independent
Trustee
 

Since 10/14

(Trustee since 2/07)

  Managing Director, Red Canoe Management Consulting LLC, 2008 to present; Senior Managing Director, Residential Capital LLC, 2003 to 2008; Chief Operations Officer, Transamerica Reinsurance 2002 to 2003   43   Luther College

Roger Gelfenbien, Age 71

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   43   Virtus Funds (8 Funds)

Claire R. Leonardi, Age 59

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Chief Executive Officer, Connecticut Innovations, Inc., 2012 to present; General Partner, Fairview Capital, L.P., 1994 to 2012   43   Connecticut Technology Council and Connecticut Bioscience Innovation Fund

Dickson W. Lewis, Age 66

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Retired; Consultant to Lifetouch National School Studios; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2013; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   43   None

Peter W. McClean, Age 70

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Retired; President and CEO of Measurisk, LLC, 2001 to 2003; Chief Risk Management Officer at Bank Of Bermuda Ltd., 1996 to 2001   43   PNMAC Opportunity Fund; Northeast Bank; and FHI

Arthur C. Reeds III, Age 70

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 10/99   Retired; Senior Investment Officer, Hartford Foundation for Public Giving, 2000 to 2003; Chairman, Chief Executive and President of Conning Corp., 1999 to 2000; Investment Consultant 1997 to 1999   43   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and Age   Positions
Held with
VIP Trust and
FOF Trust
  Term of
Office(2)/Length
of Time Served
  Principal Occupation(s)
During Past 5 Years
  Number of
Portfolios
Overseen for
VIP Trust and
FOF Trust
  Other
Directorships
Held Outside the
AZL Fund Complex

Robert DeChellis, Age 47

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   43   None

Brian Muench, Age 44

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 6/11   President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Advisory Management, Allianz Investment Management LLC from December 2005 to November 2010   43   None

 

17


Officers

 

Name, Address, and Age    Positions
Held with
VIP and VIP
FOF Trust
   Term of
Office(2)/Length
of Time Served
   Principal Occupation(s) During Past 5 Years

Brian Muench, Age 44

5701 Golden Hills Drive

Minneapolis, MN 55416

   President    Since 11/10    President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Allianz Investment Management LLC from December 2005 to November 2010.

Michael Radmer, Age 69

Dorsey & Whitney LLP,

Suite 1500 50 South Sixth Street Minneapolis, MN 55402-1498

   Secretary    Since 2/02    Partner, Dorsey and Whitney LLP since 1976.

Steve Rudden, Age 45

Citi Fund Services Ohio, Inc.

3435 Stelzer Road

Columbus, OH 43219

   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 6/14    Senior Vice President, Financial Administration, Citi Fund Services Ohio, Inc., April 2011 to present; Vice President, JPMorgan, April 2006 to April 2010.

Chris R. Pheiffer, Age 46

5701 Golden Hills Drive

Minneapolis, MN 55416

   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 2/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present; Deputy Chief Compliance Officer of the VIP Trust and the FOF Trust and Compliance Director, Allianz Life, February 2007 to February 2014.

 

(1) Member of the Audit Committee.

 

(2) Indefinite.

 

(3) Is an “interested person”, as defined by the 1940 Act, due to employment by Allianz.

 

(4) The Manager and the Trust are parties to a Chief Compliance Officer Agreement under which the Manager is compensated by the Trust for providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer. The Chief Compliance Officer and Anti-Money Laundering Compliance Officer is not considered a corporate officer or executive employee of the Trust.

 

18


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.

These Funds are not FDIC Insured.

  ANNRPT1214 2/15   


AZL® MVP Balanced Index Strategy Fund

Annual Report

December 31, 2014

 

LOGO


Table of Contents

Management Discussion and Analysis

Page 1

Expense Examples and Portfolio Composition

Page 3

Schedule of Portfolio Investments

Page 4

Statement of Assets and Liabilities

Page 5

Statement of Operations

Page 5

Statements of Changes in Net Assets

Page 6

Financial Highlights

Page 7

Notes to the Financial Statements

Page 8

Report of Independent Registered Public Accounting Firm

Page 13

Other Federal Income Tax Information

Page 14

Other Information

Page 15

Approval of Investment Advisory Agreement

Page 16

Information about the Board of Trustees and Oficers

Page 18

This report is submitted for the general information of the shareholder of the Fund. The report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus, which contains details concerning the sales charges and other pertinent information.


AZL® MVP Balanced Index Strategy Fund Review (unaudited)

 

Allianz Investment Management LLC serves as the Manager for the AZL® MVP Balanced Index Strategy Fund.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

What factors affected the Fund’s performance for the year ended December 31, 2014?

For the year ended December 31, 2014, the AZL® MVP Balanced Index Strategy Fund returned 6.09%. That compared to a 9.79% total return for its benchmark, the Balanced Composite Index, which is comprised of an 50% weighting in the S&P 500 Index1 and a 50% weighting in the Barclays U.S. Aggregate Bond Index2.

The AZL® MVP Balanced Index Strategy Fund is a fund of funds that pursues broad diversification across four equity sub-portfolios and one fixed-income sub-portfolio. The four equity sub-portfolios pursue passive strategies that aim to achieve, before fees, returns similar to the S&P 500 Index, the S&P 400 Index3, the S&P 600 Index4, and the MSCI EAFE Index5, which represents shares of large companies in developed foreign markets. The fixed income sub-portfolio is an enhanced bond index strategy that seeks to achieve a return that exceeds the Barclays Capital U.S. Aggregate Bond Index. Generally, the Fund allocates 40% to 60% of its assets to the underlying equity index funds and between 40% and 60% to the underlying bond index fund. The Fund also employs the MVP (Managed Volatility Portfolio) risk management process that is intended to adjust the risk of the portfolio based on quantitative indicators of market risk, such as the current level of fund and market volatility.

The U.S. equity market produced positive returns during the period, with the S&P 500 Index gaining 13.69%. Economic activity recovered after facing a contraction at the start of the year as extreme weather conditions across much of the U.S. created a challenging economic environment. Several economic indicators showed positive direction for most of the year. The U.S. employment situation improved, consumer confidence rose higher, the manufacturing sector rebounded, inflation remained below its long-term trend and the housing sector steadily improved. Consumers also benefited from the significant drop in oil prices that occurred toward the end of the year. The U.S. Federal Reserve (the Fed) exited its quantitative easing program by slowly reducing its bond purchases throughout the year, and concluded the program by making the final $15 billion purchase in October. Despite the continued economic gains, the Fed remained committed to keeping short-term interest rates anchored near zero until the economy could show further improvement.

Developed international equity markets lagged, with the MSCI EAFE Index declining 4.90% during the period. A continued weakness in Europe in addition to the contraction in Japan’s gross domestic product6 signaled further divergence between the U.S. and other major developed economies in 2014. Attempts to stimulate growth in Europe and Japan were met with varying degrees of success. One outcome from these stimulative efforts has been continued strength in the U.S. dollar. This currency impact has created an additional headwind for international returns.

Fixed income markets benefited from a decline in long-term interest rates during the last 12 months with the 10-year U.S. Treasury yield dropping 87 basis points (0.87%) during this period. Bond prices increase when interest rates decrease. Against this backdrop, the Barclays Capital U.S. Aggregate Bond Index gained 5.97%.

The Fund underperformed its composite benchmark in 2014 due in large part to its exposure to international equity and small- and mid-cap stocks. The Fund’s relative results were also hurt by the underlying fixed income fund’s modest underperformance compared to its stated benchmark during the period.*

In the generally low volatility environment for most of 2014, the MVP risk management process worked as intended and largely maintained a neutral equity allocation relative to its target, resulting in a minimal impact on the Fund’s equity exposure and performance.*

 

Past performance does not guarantee future results.

 

* The Fund’s portfolio composition is subject to change. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the Fund in the future. The information contained in this commentary is for informational purposes only and should not be construed as a recommendation to purchase or sell securities in the sector mentioned. The Fund’s holdings and weightings are as of December 31, 2014.
1  The Standard & Poor’s 500 Index (“S&P 500”) is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole.
2  The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year.
3  The Standard & Poor’s MidCap 400 Index (“S&P 400”) is the most widely used index for mid-sized companies. The S&P 400 covers 7% of the U.S. equities market, and is part of a series of S&P U.S. indices that can be used as building blocks for portfolio composition.
4  The Standard & Poor’s SmallCap 600 Index (“S&P 600”) covers approximately 3% of the domestic equities market. Measuring the small-cap segment of the market that is typically renowned for poor trading liquidity and financial instability, the index is designed to be an efficient portfolio of companies that meet specific inclusion criteria to ensure that they are investable and financially viable.
5  The Morgan Stanley Capital International, Europe, Australasia and Far East (“MSCI EAFE”) Index is a free float-adjusted market capitalization-weighted index that is designed to measure the equity market performance of developed markets, excluding the U.S. & Canada.
6  Gross Domestic Product (GDP) is the monetary value of all the finished goods and services produced within a country’s borders in a specific time period, though GDP is usually calculated on an annual basis. It includes all of private and public consumption, government outlays, investments and exports less imports that occur within a defined territory.

Investors cannot invest directly in an index.

 
 

 

1


AZL® MVP Balanced Index Strategy Fund Review (unaudited)

Fund Objective

The Fund’s investment objective is to seek long-term capital appreciation with preservation of capital as an important consideration. This objective may be changed by the Trustees of the Fund without shareholder approval. The Fund seeks to achieve its objective by investing in a combination of Permitted Underlying Funds that represent different classes in the Fund’s asset allocation.

Investment Concerns

The Fund invests in underlying funds, so its investment performance is directly related to the performance of those underlying funds. Before investing, investors should assess the risks associated with and types of investments made by each of the underlying funds in which the Fund invests.

Stocks are more volatile and carry more risk and return potential than other forms of investments.

Small- to mid-capitalization companies typically have a higher risk of failure and historically have experienced a greater degree of volatility.

International investing may involve risk of capital loss from unfavorable fluctuations in currency values, from differences in generally accepted accounting principles or from economic or political instability in other nations.

Bonds offer a relatively stable level of income, although bond prices will fluctuate, providing the potential for principal gain or loss.

The performance of the Fund is expected to be lower than that of the Indices because of Fund fees and expenses. Securities in which the Fund will invest may involve substantial risk and may be subject to sudden severe price declines.

Investing in derivatives instruments involves risks that may be different from or greater than the risk associated with investing directly in securities or other traditional instruments.

For a complete description of these and other risks associated with investing in a mutual Fund, please refer to the Fund’s prospectus.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Growth of $10,000 Investment

 

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmark as well as the two component indices of the Fund’s benchmark, and represents the reinvestment of dividends and capital gains in the Fund.

 

Average Annual Total Returns as of December 31, 2014

 

  

     1
Year
    Since
Inception
(1/10/12)
 

AZL® MVP Balanced Index Strategy Fund

     6.09 %      9.09 % 

Balanced Composite Index

     9.79 %      10.99 % 

S&P 500 Index

     13.69 %      19.50 % 

Barclays U.S. Aggregate Bond Index

     5.97 %      2.71 % 

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please visit www.Allianzlife.com.

 

Expense Ratio1

   Gross  

AZL® MVP Balanced Index Strategy Fund

     0.76 % 

The above expense ratio is based on the current Fund prospectus dated April 28, 2014. The Manager and the Fund have entered into a written contract limiting operating expenses, excluding certain expenses (such as interest expense and Acquired Fund fees and expenses), to 0.20% through April 30, 2016. Additional information pertaining to the December 31, 2014 expense ratios can be found in the financial highlights.

 

1  Acquired Fund Fees and Expenses are incurred indirectly by the Fund through the valuation of the Fund’s investments in the Permitted Underlying Funds. Accordingly, Acquired Fund Fees and Expenses affect the Fund’s total returns. Because these fees and expenses are not included in the Fund’s financial highlights, the Fund’s total annual fund operating expenses do not correlate to the ratios of expenses to average net assets shown in the financial highlights table. Without Acquired Fund Fees and Expenses the Fund’s gross ratio would be 0.17%.

 

  The total return of the Fund does not reflect the effect of any insurance charges, the annual maintenance fee or the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Such charges, fees and tax payments would reduce the performance quoted.

 

  The Fund’s performance is measured against a composite index (the “Balanced Composite Index”), which is comprised of 50% of the Standard & Poor’s 500 Index (“S&P 500”) and 50% of the Barclays U.S. Aggregate Bond Index. The S&P 500 is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole. The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year. These indices are unmanaged and do not reflect the deduction of fees associated with a mutual fund, such as investment management and fund accounting fees. The Fund’s performance reflects the deduction of fees for services provided to the Fund. Investors cannot invest directly in an index.
 

 

2


AZL MVP Balanced Index Strategy Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL MVP Balanced Index Strategy Fund (the “Fund”), you incur ongoing costs, including management fees, distribution fees, and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. Please note that the expenses shown in each table do not reflect expenses that apply to the subaccount or the insurance contract. If the expenses that apply to the subaccount of the insurance contract were included, your costs would have been higher.

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the periods presented below.

The Actual Expense table below provides information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL MVP Balanced Index Strategy Fund

       $ 1,000.00          $ 1,012.10          $ 0.71            0.14 %

The Hypothetical Expense table below 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, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 -  12/31/14

AZL MVP Balanced Index Strategy Fund

       $ 1,000.00          $ 1,024.50          $ 0.71            0.14 %

 

* Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by 184/365 (to reflect the one half year period).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Fixed Income

      47.7 %

Domestic Equities

      34.9  

International Equities

      12.3  

Money Market

      2.6  
   

 

 

 

Total Investment Securities

      97.5  

Net other assets (liabilities)

      2.5  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Balanced Index Strategy Fund

Schedule of Portfolio Investments

December 31, 2014

Shares            Fair Value  
     

 

Affiliated Investment Companies (94.9%):

  

  8,930,462       AZL Enhanced Bond Index Fund    $ 99,396,044   
  1,676,230       AZL International Index Fund      25,612,787   
  666,932       AZL Mid Cap Index Fund      15,666,234   
  3,391,714       AZL S&P 500 Index Fund, Class 2      48,840,683   
  542,626       AZL Small Cap Stock Index Fund      8,372,725   
     

 

 

 

 

Total Affiliated Investment Companies (Cost $179,266,519)

     197,888,473   
     

 

 

 

 

Unaffiliated Investment Company (2.6%):

  
  5,500,144       Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.61%(a)      5,500,144   
     

 

 

 

 

Total Unaffiliated Investment Company (Cost $5,500,144)

     5,500,144   
     

 

 

 

 

Total Investment Securities (Cost $184,766,663)(b) — 97.5%

     203,388,617   

 

Net other assets (liabilities) — 2.5%

     5,229,826   
     

 

 

 

 

Net Assets — 100.0%

   $ 208,618,443   
     

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2014.

 

(a) The rate represents the effective yield at December 31, 2014.

 

(b) See Federal Tax Information listed in the Notes to the Financial Statements.

 

Futures Contracts

Cash of $4,967,966 has been segregated to cover margin requirements for the following open contracts as of December 31, 2014:

 

Description    Type      Expiration
Date
     Number of
Contracts
     Notional
Value
     Unrealized
Appreciation/
(Depreciation)
 

U.S. Treasury 10-Year Note March Futures

     Long         3/20/15         41       $ 5,198,672       $ 28,161   

S&P 500 Index E-Mini March Futures

     Long         3/20/15         50         5,131,000         81,180   
              

 

 

 

Total

               $ 109,341   
              

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Balanced Index Strategy Fund

Statement of Assets and Liabilities

December 31, 2014

 

Assets:

    

Investments in non-affiliates, at cost

     $ 5,500,144  

Investments in affiliates, at cost

       179,266,519  
    

 

 

 

Total Investment securities, at cost

     $ 184,766,663  
    

 

 

 

Investments in non-affiliates, at value

     $ 5,500,144  

Investments in affiliates, at value

       197,888,473  
    

 

 

 

Total Investment securities, at value

       203,388,617  

Segregated cash for collateral

       4,967,966  

Interest and dividends receivable

       18  

Receivable for capital shares issued

       346,679  

Receivable for variation margin on futures contracts

       8,969  

Prepaid expenses

       1,707  
    

 

 

 

Total Assets

       208,713,956  
    

 

 

 

Liabilities:

    

Cash overdraft

       7,296  

Payable for variation margin on futures contracts

       60,750  

Manager fees payable

       17,418  

Administration fees payable

       3,351  

Custodian fees payable

       642  

Administrative and compliance services fees payable

       522  

Trustee fees payable

       10  

Other accrued liabilities

       5,524  
    

 

 

 

Total Liabilities

       95,513  
    

 

 

 

Net Assets

     $ 208,618,443  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 185,766,359  

Accumulated net investment income/(loss)

       1,897,488  

Accumulated net realized gains/(losses) from investment transactions

       2,223,301  

Net unrealized appreciation/(depreciation) on investments

       18,731,295  
    

 

 

 

Net Assets

     $ 208,618,443  
    

 

 

 

Shares of beneficial interest (unlimited number of shares authorized, no par value)

       16,607,265  

Net Asset Value (offering and redemption price per share)

     $ 12.56  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2014

 

Investment Income:

    

Dividends from affiliates

     $ 2,030,823  

Dividends

       163  
    

 

 

 

Total Investment Income

       2,030,986  
    

 

 

 

Expenses:

    

Manager fees

       182,260  

Administration fees

       51,646  

Custodian fees

       2,190  

Administrative and compliance services fees

       2,433  

Trustee fees

       9,364  

Professional fees

       8,138  

Shareholder reports

       6,242  

Other expenses

       3,165  
    

 

 

 

Total expenses

       265,438  
    

 

 

 

Net Investment Income/(Loss)

       1,765,548  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

Net realized gains/(losses) on securities transactions from affiliates

       785,505  

Net realized gains distributions from affiliated underlying funds

       953,805  

Net realized gains/(losses) on futures contracts

       801,560  

Change in net unrealized appreciation/depreciation on investments

       6,369,014  
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       8,909,884  
    

 

 

 

Change in Net Assets Resulting From Operations

     $ 10,675,432  
    

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


Statements of Changes in Net Assets

    

AZL MVP Balanced Index Strategy Fund

      For the
Year Ended
December 31,
2014
   For the
Year Ended
December 31,
2013

Change in Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 1,765,548        $ 1,260,086  

Net realized gains/(losses) on investment transactions

       2,540,870          1,673,628  

Change in unrealized appreciation/depreciation on investments

       6,369,014          10,528,247  
    

 

 

      

 

 

 

Change in net assets resulting from operations

       10,675,432          13,461,961  
    

 

 

      

 

 

 

Dividends to Shareholders:

         

From net investment income

       (1,840,865 )        —  

From net realized gains

       (1,270,967 )        (28,076 )
    

 

 

      

 

 

 

Change in net assets resulting from dividends to shareholders

       (3,111,832 )        (28,076 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       55,390,586          73,823,727  

Proceeds from dividends reinvested

       3,111,832          28,076  

Value of shares redeemed

       (12,994,224 )        (5,569,194 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       45,508,194          68,282,609  
    

 

 

      

 

 

 

Change in net assets

       53,071,794          81,716,494  

Net Assets:

         

Beginning of period

       155,546,649          73,830,155  
    

 

 

      

 

 

 

End of period

     $ 208,618,443        $ 155,546,649  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 1,897,488        $ 1,840,863  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       4,472,211          6,510,623  

Dividends reinvested

       251,563          2,458  

Shares redeemed

       (1,046,419 )        (491,436 )
    

 

 

      

 

 

 

Change in shares

       3,677,355          6,021,645  
    

 

 

      

 

 

 

 

See accompanying notes to the financial statements.

 

6


AZL MVP Balanced Index Strategy Fund

Financial Highlights

(Selected data for a share of beneficial interest outstanding throughout the periods indicated)

 

     

Year Ended
December 31,

2014

 

Year Ended
December 31,

2013

 

January 10, 2012
to

December 31,
2012 (a)

Net Asset Value, Beginning of Period

     $ 12.03       $ 10.69       $ 10.00  
    

 

 

     

 

 

     

 

 

 

Investment Activities:

            

Net Investment Income/(Loss)

       0.08         0.10         0.08  

Net Realized and Unrealized Gains/(Losses) on Investments

       0.65         1.24         0.77  
    

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       0.73         1.34         0.85  
    

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

            

Net Investment Income

       (0.12 )       —         (0.14 )

Net Realized Gains

       (0.08 )       — (b)       (0.02 )
    

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.20 )       — (b)       (0.16 )
    

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 12.56       $ 12.03       $ 10.69  
    

 

 

     

 

 

     

 

 

 

Total Return(c)

       6.09 %       12.56 %       8.50 %(d)

Ratios to Average Net Assets/Supplemental Data:

            

Net Assets, End of Period (000’s)

     $ 208,618       $ 155,547       $ 73,830  

Net Investment Income/(Loss)(e)

       0.97 %       1.09 %       1.41 %

Expenses Before Reductions*(e)(f)

       0.15 %       0.17 %       0.39 %

Expenses Net of Reductions*(e)

       0.15 %       0.17 %       0.21 %

Portfolio Turnover Rate

       6 %       4 %       11 %(d)

 

* The expense ratios exclude the impact of fees/expenses paid by each underlying fund.

 

(a) Period from commencement of operations. During the period from January 10, 2012 to December 10, 2012, the Fund’s primary vehicle for gaining exposure to derivatives was through investments in its wholly-owned and controlled subsidiary , the AZL MVP BIS Investments Trust (the “Subsidiary”). The Subsidiary was liquidated on December 10, 2012 at its net asset value on such date. The Subsidiary’s operations have been consolidated with the operations of the Fund through its liquidation on December 10, 2012.

 

(b) Represents less than $0.005.

 

(c) The returns include reinvested dividends and fund level expenses, but exclude insurance contract charges. If these charges were included, the returns would have been lower.

 

(d) Not annualized.

 

(e) Annualized for periods less than one year.

 

(f) Excludes fee reductions, if any. If such fee reductions had not occurred, the ratios would have been as indicated.

 

See accompanying notes to the financial statements.

 

7


AZL MVP Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2014

 

1. Organization

The Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”) was organized as a Delaware statutory trust on June 16, 2004. The Trust is a diversified open-end management investment company registered under the Investment Company Act of 1940, as amended, (the “1940 Act”) and thus is determined to be an investment company for accounting purposes. The Trust consists of 12 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP Balanced Index Strategy Fund (the “Fund”), and 11 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests in other mutual funds. Underlying Funds invest in stock, bonds, and other securities and reflect varying amounts of potential investment risk and reward. The Underlying Funds record their investments at fair value. Periodically, the Fund will adjust its asset allocation as it seeks to achieve its investment objective.

The Trust is authorized to issue an unlimited number of shares of the Fund without par value. Shares of the Fund are available through the variable annuity contracts offered through the separate accounts of participating insurance companies.

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund may enter into contracts with its vendors and others that provide for general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects that risk of loss to be remote.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform with U.S. generally accepted accounting principles (“U.S. GAAP”). The preparation of financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and 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.

Security Valuation

The Fund records its investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between willing market participants at the measurement date. The valuation techniques used to determine fair value are further described in Note 4 below.

Investment Transactions and Investment Income

Investment transactions are recorded not later than on the business day following trade date. However, for financial reporting purposes, investment transactions are accounted for on trade date. Net realized gains and losses on investments sold and on foreign currency transactions are recorded on the basis of identified cost of the security lot sold with the net sales proceeds. Interest income is recorded on the accrual basis and includes, where applicable, the amortization of premiums or accretion of discounts. Dividend income is recorded on the ex-dividend date.

Dividends to Shareholders

Dividends to shareholders are recorded on the ex-dividend date. The Fund distributes its dividends from net investment income and net realized capital gains, if any, on an annual basis. The amount of dividends from net investment income and from net realized gains is determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These “book/tax” differences are either temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., return of capital, net operating loss, reclassification of certain market discounts, gain/loss, paydowns, and distributions), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and post October losses) do not require reclassification. Dividends to shareholders that exceed net investment income and net realized gains for tax purposes are reported as distributions of capital.

Expense Allocation

Expenses directly attributable to the Fund are charged directly to the Fund, while expenses attributable to more than one Fund are allocated among the respective Funds based upon relative net assets or some other reasonable method. Expenses which are attributable to more than one Trust are allocated across the Allianz Variable Insurance Products and Allianz Variable Insurance Products Fund of Funds Trusts based upon relative net assets or another reasonable basis. Allianz Investment Management LLC (the “Manager”), serves as the investment manager for the Trust and the Allianz Variable Insurance Products Trust.

Derivative Instruments

All open derivative positions at period end are reflected on the Fund’s Schedule of Portfolio Investments. The following is a description of the derivative instruments utilized by the Fund, including the primary underlying risk exposures related to each instrument type. The Fund’s allocation to the MVP (Managed Volatility Portfolio) risk management process may include (a) derivatives such as index futures, other futures contracts, options, and other similar securities and (b) cash, money market equivalents, short-term debt instruments, money market funds, and short-term debt funds to satisfy all applicable margin requirements and to provide additional portfolio liquidity to satisfy large redemptions and any margin calls. Due to the leverage provided by derivatives, the notional value of the Fund’s derivative positions could exceed 20% of the Fund’s value. The Fund may also use futures to gain equity exposure and may hold cash as a buffer in the event of market shocks.

Futures Contracts

During the year ended December 31, 2014, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in

 

8


AZL MVP Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2014

accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and a payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the underlying securities and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. The notional amount of futures contracts outstanding was $10.3 million as of December 31, 2014. The monthly average notional amount for these contracts was $9.1 million for the year ended December 31, 2014. Realized gains and losses are reported as “Net realized gains/(losses) on futures contracts” on the Statement of Operations.

Summary of Derivative Instruments

The following is a summary of the fair values of derivative instruments on the Fund’s Statement of Assets and Liabilities, categorized by risk exposure, as of December 31, 2014:

 

   

Asset Derivative

   

Liability Derivative

 
Primary Risk Exposure   Statement of Assets and Liabilities Location   Total Fair
Value*
    Statement of Assets and Liabilities Location   Total Fair
Value*
 

Equity Risk Exposure

       
Equity Contracts   Receivable for variation margin on futures contracts   $ 81,180      Payable for variation margin on futures contracts   $ —   

Interest Rate Risk Exposure

       
Interest Rate       28,161          —   

 

* For futures contracts, the amounts represent the cumulative appreciation/(depreciation) of these futures contracts as reported in the Schedule of Portfolio Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities as Variation Margin on Futures Contracts.

The following is a summary of the effect of derivative instruments on the Statement of Operations, categorized by risk exposure, for the year ended December 31, 2014:

 

Primary Risk Exposure   

Location of Gains/(Losses)

on Derivatives

Recognized in Income

     Realized Gains/(Losses)
on Derivatives
Recognized in Income
       Change in Net Unrealized
Appreciation/
Depreciation on
Derivatives Recognized
in Income
 

Equity Risk Exposure

            
Equity Contracts    Net Realized gains/(losses) on futures contracts/Change in unrealized appreciation/depreciation on investments      $ 637,042         $ (55,429 ) 

Interest Rate Risk Exposure

            
Interest Rate           164,518           96,470   

3. Related Party Transactions

The Manager provides investment advisory and management services for the Fund. The Manager has contractually agreed to waive fees and reimburse the Fund to limit the annual expenses, excluding interest expense (e.g., cash overdraft fees), taxes, brokerage commissions, other expenditures that are capitalized in accordance with U.S. GAAP and other extraordinary expenses not incurred in the ordinary course of the Fund’s business, based on the daily net assets of the Fund, through April 30, 2016. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2014, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP Balanced Index Strategy Fund

         0.10 %          0.20 %

Any amounts contractually waived or reimbursed by the Manager in a particular fiscal year will be subject to repayment by the Fund to the Manager to the extent that from time to time through the next three fiscal years the repayment will not cause the Fund’s expenses to exceed the lesser of the stated limit at the time of the waiver or the current stated limit. Any amounts recouped by the Manager during the year are reflected on the Statement of Operations as “Recoupment of prior expenses reimbursed by the Manager.” At December 31, 2014, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2014, there were no voluntary waivers.

 

9


AZL MVP Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2014

 

The Manager or an affiliate of the Manager serves as the investment adviser of certain underlying funds in which the Fund invests. At December 31, 2014, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. The Manager or an affiliate of the Manager is paid a separate fee from the underlying funds for such services. A summary of the Fund’s investments in affiliated investment companies for the year ended December 31, 2014 is as follows:

 

      Fair Value
12/31/13
   Purchases
at Cost
   Proceeds from
Sales
   Net
Realized
Gain(Loss)
   Change in
Unrealized
Appreciation/
Depreciation
   Fair Value
12/31/14
   Dividend
Income

AZL Enhanced Bond Index Fund

     $ 73,471,092        $ 26,358,981        $ (3,902,528 )      $ (133,410 )      $ 3,601,909        $ 99,396,044        $ 921,186  

AZL International Index Fund

       19,715,869          8,810,998          (874,223 )        24,605          (2,064,462 )        25,612,787          431,131  

AZL Mid Cap Index Fund

       11,679,444          4,321,919          (1,015,029 )        93,743          586,157          15,666,234          95,686  

AZL S&P 500 Index Fund, Class 2

       36,694,050          11,828,956          (4,701,127 )        749,631          4,269,173          48,840,683          535,640  

AZL Small Cap Stock Index Fund

       6,236,854          2,902,997          (753,258 )        50,936          (64,804 )        8,372,725          47,180  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ 147,797,309        $ 54,223,851        $ (11,246,165 )      $ 785,505        $ 6,327,973        $ 197,888,473        $ 2,030,823  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

Pursuant to separate agreements between the Funds and the Manager, the Manager provides a Chief Compliance Officer (“CCO”) and certain compliance oversight and regulatory filing services to the Trust. Under these agreements the Manager is entitled to an amount equal to a portion of the compensation and certain other expenses related to the individuals performing the CCO and compliance oversight services, as well as $100 per hour for time incurred in connection with the preparation and filing of certain documents with the Securities and Exchange Commission. The fees are paid to the Manager on a quarterly basis. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administrative and compliance services fees.”

Citi Fund Services Ohio, Inc. (“Citi” or the “Administrator”), a wholly owned subsidiary of Citigroup, Inc., with which an officer of the Trust is affiliated, serves as the Trust’s administrator, transfer agent, and fund accountant, and assists the Trust in all aspects of its administration and operation. The Administrator is entitled to a fee, accrued daily and paid monthly. In addition, the Administrator is entitled to annual account fees related to the transfer agency system, and a Trust-wide annual fee for providing infrastructure and support in implementing the written policies and procedures comprising the Fund’s compliance program. Fees payable to the Administrator are subject to certain reductions associated with services provided to new funds. Beginning January 1, 2015, these reductions are no longer applicable to new funds. The Administrator is also reimbursed for certain expenses incurred. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administration fees.”

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund and receives a Trust-wide annual fee of $7,500, paid by the Manager from its profits and not by the Trust, for recordkeeping and reporting services.

In addition, certain legal fees and expenses are paid to a law firm, Dorsey & Whitney LLP, of which the Secretary of the Fund is a partner. During the year ended December 31, 2014, $2,117 was paid from the Fund relating to these fees and expenses.

Certain Officers and Trustees of the Trust are affiliated with the Manager or the Administrator. Such Officers (except for the Trust’s CCO as noted above) and Trustees receive no compensation from the Trust for serving in their respective roles. For their service to the Trust and to the Allianz Variable Insurance Products Fund of Funds Trust, each non-interested Trustee receives a $163,000 annual Board retainer and the Lead Director receives an additional $24,450 annually. In addition, the Trustees are reimbursed for certain expenses associated with attending Board meetings. Compensation to the Trustees is allocated between the Trust and the Allianz Variable Insurance Products Trust in proportion to the assets under management of each trust. During the year ended December 31, 2014, actual Trustee compensation was $1,155,670 in total for both trusts.

4. Investment Valuation Summary

The valuation techniques employed by the Fund, as described below, maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Fund’s investments are summarized in the three broad levels listed below:

 

  —  

Level 1 — quoted prices in active markets for identical assets

  —  

Level 2 — other significant observable inputs (including quoted prices for similar securities, interest rates, prepayments speeds, credit risk, etc.)

  —  

Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The Fund determines transfers between fair value hierarchy levels at the reporting period end. The inputs or methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments.

Investments in other investment companies are valued at their published net asset value (“NAV”). Security prices are generally provided by an independent third party pricing service approved by the Trust’s Board of Trustees (“Trustees”) as of the close of the New York Stock Exchange (“NYSE”) (generally 4:00 pm Eastern Time). The investments utilizing Level 1 valuations represent investments in open-end investment companies. Futures contracts are valued at the last sales price as of the close of the primary exchange and are typically categorized as Level 1 in the fair value hierarchy.

For the year ended December 31, 2014, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value.

 

10


AZL MVP Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2014

The following is a summary of the valuation inputs used as of December 31, 2014 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Companies

       $ 197,888,473          $ —          $ 197,888,473  

Unaffiliated Investment Company

         5,500,144            —            5,500,144  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

         203,388,617            —            203,388,617  
      

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                    

Futures Contracts

         109,341            —            109,341  
      

 

 

        

 

 

        

 

 

 

Total Investments

       $ 203,497,958          $ —          $ 203,497,958  
      

 

 

        

 

 

        

 

 

 

 

* Other Financial Instruments would include any derivative instruments, such as futures contracts. These investments are generally recorded in the financial statements at the unrealized gain or loss on the investment.

5. Security Purchases and Sales

For the year ended December 31, 2014, cost of purchases and proceeds from sales of securities (excluding securities maturing less than one year from acquisition) were as follows:

 

        Purchases      Sales

AZL MVP Balanced Index Strategy Fund

       $ 54,223,851          $ 11,246,165  

6. Investment Risks

Derivatives Risk: The Fund may invest directly or through affiliated or unaffiliated mutual funds or unregistered investment pools in derivative instruments such as futures, options, and options on futures. A derivative is a financial contract whose value depends on, or is derived from, the value of an underlying asset, reference rate, or risk. Use of derivative instruments involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional investments. Derivatives are subject to a number of other risks, such as liquidity risk, interest rate risk, market risk, credit risk, and selection risk. Derivatives also involve the risk of mispricing or improper valuation and the risk that changes in the value may not correlate perfectly with the underlying asset, rate, or index. Using derivatives may result in losses, possibly in excess of the principal amount invested. Also, suitable derivative transactions may not be available in all circumstances. The other party to a derivatives contract could default.

7. Federal Tax Information

It is the Fund’s policy to continue to comply with the requirements of the Internal Revenue Code under Subchapter M, applicable to regulated investment companies, and to distribute all of its taxable income, including any net realized gains on investments, to its shareholders. Therefore, no provision is made for federal income taxes.

Management of the Fund has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

Cost for federal income tax purposes at December 31, 2014 is $185,031,183. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 18,621,954   

Unrealized depreciation

    (264,520 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 18,357,434   
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2014 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL MVP Balanced Index Strategy Fund

       $ 2,099,871          $ 1,011,961          $ 3,111,832  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

The tax character of dividends paid to shareholders during the year ended December 31, 2013 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL MVP Balanced Index Strategy Fund

       $ 11,244          $ 16,832          $ 28,076  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

 

11


AZL MVP Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2014

As of December 31, 2014, the components of accumulated earnings on a tax basis were as follows:

 

        Undistributed
Ordinary
Income
     Undistributed
Long-Term
Capital Gains
     Accumulated
Capital and
Other Losses
     Unrealized
Appreciation/
(Depreciation)(a)
     Total
Accumulated
Earnings/
(Deficit)

AZL MVP Balanced Index Strategy Fund

       $ 2,234,513          $ 2,260,137          $ —          $ 18,357,434          $ 22,852,084  

 

(a) The difference between book-basis and tax-basis unrealized appreciation/(depreciation) is attributable primarily to tax deferral of losses on wash sales.

8. Subsequent Events

Management has evaluated events and transactions subsequent to period end through the date the financial statements were issued, for purposes of recognition or disclosure in these financial statements and there are no subsequent events to report.

 

12


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

We have audited the accompanying statement of assets and liabilities of AZL MVP Balanced Index Strategy Fund (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the schedule of portfolio investments, as of December 31, 2014, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the periods in the three-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2014, by correspondence with the brokers and transfer agents of the underlying funds. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of December 31, 2014, the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the periods in the three-year period then ended, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Columbus, Ohio

February 25, 2015

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2014, 22.68% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deduction available to corporate shareholders.

During the year ended December 31, 2014, the Fund declared net long-term capital gain distributions of $1,011,960.

During the year ended December 31, 2014, the Fund declared net short-term capital gain distributions of $259,006.

 

14


Other Information (Unaudited)

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request, by visiting the Securities and Exchange Commission’s (“Commission”) website at www.sec.gov, or by calling 800-624-0197.

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30th is available (i) without charge, upon request, by calling 800-624-0197; (ii) on the Allianz Variable Insurance Products Trust’s website at https://www.allianzlife.com; and (iii) on the Commission’s website at http://www.sec.gov.

The Fund files complete Schedules of Portfolio Holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. Schedules of Portfolio Holdings for the Fund in this report are available without charge on the Commission’s website at http://www.sec.gov, or may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330.

 

15


Approval of Investment Advisory Agreement (Unaudited)

Subject to the general supervision of the Board of Trustees and in accordance with each Fund’s investment objectives and restrictions, investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). The Manager manages each Fund pursuant to an investment management agreement (the “Management Agreement”) with the Trust in respect of each such Fund. The Management Agreement provides that the Manager, subject to the supervision and approval of the Board of Trustees, is responsible for the management of each Fund. For management services, each Fund pays the Manager an investment advisory fee based upon each Fund’s average daily net assets. The Manager has contractually agreed to limit the expenses of each Fund by reimbursing each Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2016.

Wilshire Funds Management (“Wilshire”) serves as a consultant to the Manager in preparing statistical and other factual information for use in the creation and maintenance of the asset allocation models for the Fusion Funds (the AZL MVP Fusion Conservative, Balanced, Moderate and Growth Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Permitted Underlying Investments and the Fund’s asset allocations among the Permitted Underlying Investments. The Manager, not any Fund, pays a consultant fee to Wilshire. Wilshire began serving in its capacity as a consultant beginning January 1, 2010.

In reviewing the services provided by the Manager and the terms of the Management Agreement, the Board receives and reviews information related to the Manager’s experience and expertise in the variable insurance marketplace. Currently, the Funds are offered only through variable annuities and variable life insurance policies, and not in the retail fund market. In addition, the Board receives information regarding the Manager’s expertise with regard to portfolio diversification and asset allocation requirements within variable insurance products issued by Allianz Life Insurance Company of North America and its subsidiary, Allianz Life Insurance Company of New York. Currently, the Funds are offered only through Allianz Life and Allianz of New York variable products.

As required by the Investment Company Act of 1940 (the “1940 Act”), the Trust’s Board has reviewed and approved the Management Agreement with the Manager. The Board’s decision to approve this contract reflects the exercise of its business judgment on whether to approve new arrangements and continue the existing arrangements. During its review of the contract, the Board considered many factors, among the most material of which are: the Funds’ investment objectives, the Manager’s management philosophy, personnel, processes and investment performance, including its compliance history and the adequacy of its compliance processes; the preferences and expectations of Fund shareholders (and underlying contract owners) and their relative sophistication; the continuing state of competition in the mutual fund industry; and comparable fees in the mutual fund industry.

The Board also considered the compensation and benefits received by the Manager. This includes fees received for services provided to a Fund by employees of the Manager or of affiliates of the Manager and research services received by the Manager from brokers that execute Fund trades, as well as advisory fees. The Board considered the fact that: (1) the Manager and the Trust are parties to an Administrative Service Agreement and Compliance Services Agreement, under which the Manager is compensated by the Trust for performing certain administrative and compliance services including providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer; and (2) Allianz Life Financial Services LLC, an affiliated person of the Manager, is a registered securities broker-dealer and receives (along with its affiliated persons) payments made by the Underlying Funds pursuant to Rule 12b-1.

The Board is aware that various courts have interpreted provisions of the 1940 Act and have indicated in their decisions that the following factors may be relevant to the Manager’s compensation: the nature and quality of the services provided by the Manager, including the performance of the funds; the Manager’s cost of providing the services; the extent to which the Manager may realize “economies of scale” as the funds grow larger; any indirect benefits that may accrue to the Manager and its affiliates as a result of the Manager’s relationship with the funds; performance and expenses of comparable funds; the profitability to the Manager from acting as adviser to the funds; and the extent which the independent Board members are fully informed about all facts bearing on the Manager’s services and fees. The Trust’s Board is aware of these factors and took them into account in its review of the Management Agreement for the Funds.

The Board considered and weighed these circumstances in light of its experience in governing the Trust, and is assisted in its deliberations by the advice of legal counsel to the Independent Trustees. In this regard, the Board requests and receives a significant amount of information about the Funds and the Manager. Some of this information is provided at each regular meeting of the Board; additional information is provided in connection with the particular meeting or meetings at which the Board’s formal review of an advisory contract occurs. In between regularly scheduled meetings, the Board may receive information on particular matters as the need arises. Thus, the Board’s evaluation of the Management Agreement is informed by reports covering such matters as: the Manager’s investment philosophy, personnel and processes, and the Fund’s investment performance (in absolute terms as well as in relationship to its benchmark). In connection with comparing the performance of each Fund versus its benchmark, the Board receives reports on the extent to which the Fund’s performance may be attributed to various applicable factors, such as asset class allocation decisions and volatility management strategies, the performance of the Underlying Funds, rebalancing decisions, and the impact of cash positions and Fund fees and expenses. The Board also receives reports on the Funds’ expenses (including the advisory fee itself and the overall expense structure of the Funds, both in absolute terms and relative to similar and/or competing funds, with due regard for contractual or voluntary expense limitations); the nature and extent of the advisory and other services provided to the Fund by the Manager and its affiliates; compliance and audit reports concerning the Funds and the companies that service them; and relevant developments in the mutual fund industry and how the Funds and/or the Manager are responding to them.

The Board also receives financial information about the Manager, including reports on the compensation and benefits the Manager derives from its relationships with the Funds. These reports cover not only the fees under the Management Agreement, but also fees, if any, received for providing other services to the Funds. The reports also discuss any indirect or “fall out” benefits the Manager or its affiliates may derive from its relationship with the Funds.

The Management Agreement was most recently considered at Board of Trustees meetings held in the fall of 2014. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2014, and at an “in person” Board of Trustees meeting held October 21, 2014. The Agreement was approved at the Board meeting of October 21, 2014. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2016. In connection with such meetings, the Trustees requested and evaluated extensive materials from the Manager, including performance and expense information for other investment companies with similar investment objectives derived from data compiled by an independent third party provider and other sources believed to be reliable by the Manager. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with experienced counsel who are independent of the Manager and received a memorandum from such counsel discussing the legal standards for their consideration of the proposed approvals/ continuances. The independent (“disinterested”) Trustees also discussed the proposed approvals/continuances in a private session with such counsel at which no representatives of the Manager were present. In reaching their determinations relating to the approval and/or continuance of the Agreement, in respect of each Fund, the Trustees considered all factors they believed relevant. The Board based its decision to approve the Management Agreement on the totality of the circumstances and relevant factors, and with a view to past and future long-term considerations. Not all of the factors and considerations discussed above and below are necessarily relevant to each Fund, and the Board did not assign relative weights to factors discussed herein or deem any one or group of them to be controlling in and of themselves.

 

16


An SEC rule requires that shareholder reports include a discussion of certain factors relating to the selection of the investment adviser and the approval of the advisory fee. The “factors” enumerated by the SEC are set forth below in italics, as well as the Board’s conclusions regarding such factors:

(1) The nature, extent and quality of services provided by the Manager. The Trustees noted that the Manager, subject to the control of the Board of Trustees, administers each Fund’s business and other affairs. The Trustees noted that the Manager also provides the Trust and each Fund with such administrative and other services (exclusive of, and in addition to, any such services provided by any others retained by the Trust on behalf of the Funds) and executive and other personnel as are necessary for the operation of the Trust and the Funds. Except for the Trust’s Chief Compliance Officer, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

The Trustees considered the scope and quality of services provided by the Manager and noted that the scope of such services provided had expanded as a result of recent regulatory and other developments. The Trustees noted that, for example, the Manager is responsible for maintaining and monitoring its own compliance program, and this compliance program has been continuously refined and enhanced in light of new regulatory requirements. The Trustees considered the capabilities and resources which the Manager has dedicated to performing services on behalf of the Trust and its Funds. The quality of administrative and other services, including the Manager’s role in coordinating the activities of the Trust’s other service providers, also was considered. The Trustees concluded that, overall, they were satisfied with the nature, extent and quality of services provided (and expected to be provided) to the Trust and to each of the Funds under the Management Agreement.

(2) The investment performance of the Fund and the Manager. In connection with the fall 2014 contract review process, Trustees received extensive information on the performance results of the Funds. (Of the 12 Funds, one Fund, the AZL MVP T. Rowe Price Capital Appreciation Fund, did not have at least 12 months of performance history.) Historical performance information of at least three years was available for each of the AZL MVP Fusion Conservative, AZL MVP Fusion Balanced, AZL MVP Fusion Moderate and AZL MVP Fusion Growth Funds and the AZL Balanced and Growth Index Strategy Funds. Performance information includes information on absolute total return, performance versus the appropriate benchmark(s), the contribution to performance of the Manager’s asset class allocation decisions and volatility management strategies (the volatility management strategy was modified to incorporate a volatility cap in the second quarter of 2013), the performance of the Underlying Funds, and the impact on performance of rebalancing decisions, cash and Fund fees. For example, in connection with the Board of Trustees meeting held October 21, 2014, the Manager reported that for the three year period ended June 30, 2014, the AZL MVP Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 43rd, 73rd, 74th, and 86th percentiles respectively, in their [Lipper] peer groups, and for the one year period ended June 30, 2014 they ranked in the 49th, 74th, 32nd, and 82nd percentiles, respectively. For the three year period ended June 30, 2014, the AZL Balanced Index Strategy and AZL Growth Index Strategy Funds ranked in the 47th and 27th percentiles of their peer groups, respectively, and for the one year ended June 30, 2014 they ranked in the 69th and 27th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the two year period ended June 30, 2014, the AZL Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 20th, 50th, 12th, and 24th percentiles respectively; the AZL MVP Balanced Index Strategy and AZL MVP Growth Index Strategy Funds ranked in the 30th and 1st percentiles respectively; and the AZL MVP BlackRock Global Allocation, AZL MVP Invesco Equity & Income and the AZL MVP Franklin Templeton Founding Strategy Plus Funds ranked in the 47th, 1st, and 8th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014, the Trustees determined that the investment performance of the Funds was acceptable.

(3) The costs of services to be provided and profits to be realized by the Manager and its affiliates from the relationship with the Funds. The Board considered that the Manager receives an advisory fee from each of the Funds. The Manager reported that for the MVP Fusion Funds the advisory fee paid put these Funds in the 38th percentile of the customized peer group. The Manager reported that for the Index Strategy Funds the advisory fee paid put them in the 32nd percentile (or lower) of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Allocation, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity & Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 7th percentile of the customized peer group. Trustees were provided with information on the total expense ratios of the Funds and other funds in the customized peer groups, and the Manager reported upon the challenges in making peer group comparisons for the Funds.

The Manager provided information concerning the profitability of the Manager’s investment advisory activities for the period from 2011 through June 30, 2014. The Trustees recognized that it is difficult to make comparisons of profitability from investment company advisory agreements because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocation of expenses and the adviser’s capital structure and cost of capital. In considering profitability information, the Trustees considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Trustees focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Trustees recognized that the Manager should, in the abstract, be entitled to earn a reasonable level of profits for the services it provides to each Fund.

Based upon the information provided, the Board concluded that the Funds’ advisory fees and expense ratios are not unreasonable, and determined that there was no evidence that the Manager’s level of profitability from its relationship with the Funds was excessive.

(4) and (5) The extent to which economies of scale would be realized as the Funds grow, and whether fee levels reflect these economies of scale. The Trustees noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Trustees recognized that breakpoints may be an appropriate way for the Manager to share its economies of scale, if any, with Funds that have substantial assets. However, they also recognized that there may not be a direct relationship between any economies of scale realized by Funds and those realized by the Manager as assets increase. The Trustees do not believe there is a uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Trustees noted that in the fund industry as a whole, as well as among funds similar to the Funds, there is no uniformity or pattern in the fees and asset levels at which breakpoints (if any) apply. Depending on the age, size, and other characteristics of a particular fund and its manager’s cost structure, different conclusions can be drawn as to whether there are economies of scale to be realized at any particular level of assets, notwithstanding the intuitive conclusion that such economies exist, or will be realized at some level of total assets. Moreover, because different managers have different cost structures and service models, it is difficult to draw meaningful conclusions from the breakpoints that may have been adopted by other funds. The Trustees also noted that the advisory agreements for many funds do not have breakpoints at all, or if breakpoints exist, they may be at asset levels significantly greater than those of the individual Funds. The Trustees also noted that the total assets in all of the Funds as of June 30, 2014 were approximately $9.9 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.8 billion.

Having taken these factors into account, the Trustees concluded that the absence of breakpoints in the Funds’ advisory fee rate schedules was acceptable under each Fund’s circumstances.

The Trustees noted that the Manager has agreed to temporarily “cap” Fund expenses at certain levels, which has the effect of reducing expenses as would the implementation of advisory fee breakpoints. The Manager has committed to continue to consider the continuation of fee “caps” and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. It expects to consider whether or not to approve the Management Agreement at a meeting to be held prior to December 31, 2015, and will at that time, or prior thereto, consider: (a) the extent to which economies of scale can be realized, and (b) whether the advisory fee should be modified to reflect such economies of scale, if any.

 

17


Information about the Board of Trustees and Officers (Unaudited)

The Trust is managed by the Trustees in accordance with the laws of the state of Delaware governing business trusts. There are currently nine Trustees, two of whom are “interested persons” of the Trust within the meaning of that term under the 1940 Act. The Trustees and Officers of the Trust, their addresses, ages, their positions held with the Trust, their terms of office with the Trust and length of time served, their principal occupation(s) during the past five years, the number of portfolios in the Trust they oversee, and their other directorships held during the past five years are as follows:

Non-Interested Trustees(1)

 

Name, Address, and Age  

Positions

Held with

VIP Trust and

FOF Trust

 

Term of

Office(2)/Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust and

FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Peter R. Burnim, Age 67

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/07  

Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture

Advisors, LLC. 2005 to 2012; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Expert Witness, Massachusetts Department of Revenue, 2011 to 2012; Executive Vice President, Northstar Companies, 2002 to 2005; Senior Officer, Citibank and Citicorp for over 25 years

  43   Argus Group Holdings; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; and Bank of Bermuda NY

Peggy L. Ettestad, Age 57

5701 Golden Hills Drive

Minneapolis, MN 55416

  Lead
Independent
Trustee
 

Since 10/14

(Trustee since 2/07)

  Managing Director, Red Canoe Management Consulting LLC, 2008 to present; Senior Managing Director, Residential Capital LLC, 2003 to 2008; Chief Operations Officer, Transamerica Reinsurance 2002 to 2003   43   Luther College

Roger Gelfenbien, Age 71

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   43   Virtus Funds (8 Funds)

Claire R. Leonardi, Age 59

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Chief Executive Officer, Connecticut Innovations, Inc., 2012 to present; General Partner, Fairview Capital, L.P., 1994 to 2012   43   Connecticut Technology Council and Connecticut Bioscience Innovation Fund

Dickson W. Lewis, Age 66

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Retired; Consultant to Lifetouch National School Studios; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2013; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   43   None

Peter W. McClean, Age 70

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Retired; President and CEO of Measurisk, LLC, 2001 to 2003; Chief Risk Management Officer at Bank Of Bermuda Ltd., 1996 to 2001   43   PNMAC Opportunity Fund; Northeast Bank; and FHI

Arthur C. Reeds III, Age 70

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 10/99   Retired; Senior Investment Officer, Hartford Foundation for Public Giving, 2000 to 2003; Chairman, Chief Executive and President of Conning Corp., 1999 to 2000; Investment Consultant 1997 to 1999   43   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and Age  

Positions

Held with

VIP Trust and

FOF Trust

 

Term of

Office(2)/Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust and

FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Robert DeChellis, Age 47

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   43   None

Brian Muench, Age 44

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 6/11   President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Advisory Management, Allianz Investment Management LLC from December 2005 to November 2010   43   None

 

18


Officers

 

Name, Address, and Age   

Positions

Held with

VIP and VIP

FOF Trust

  

Term of

Office(2)/Length

of Time Served

   Principal Occupation(s) During Past 5 Years

Brian Muench, Age 44

5701 Golden Hills Drive

Minneapolis, MN 55416

   President    Since 11/10    President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Allianz Investment Management LLC from December 2005 to November 2010.

Michael Radmer, Age 69

Dorsey & Whitney LLP,

Suite 1500 50 South Sixth Street Minneapolis, MN 55402-1498

   Secretary    Since 2/02    Partner, Dorsey and Whitney LLP since 1976.

Steve Rudden, Age 45

Citi Fund Services Ohio, Inc.

3435 Stelzer Road

Columbus, OH 43219

   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 6/14    Senior Vice President, Financial Administration, Citi Fund Services Ohio, Inc., April 2011 to present; Vice President, JPMorgan, April 2006 to April 2010.

Chris R. Pheiffer, Age 46

5701 Golden Hills Drive

Minneapolis, MN 55416

   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 2/14   

Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present; Deputy Chief Compliance Officer of the VIP Trust and the FOF Trust and Compliance Director, Allianz Life, February 2007 to February 2014

 

(1) Member of the Audit Committee.

 

(2) Indefinite.

 

(3) Is an “interested person”, as defined by the 1940 Act, due to employment by Allianz.

 

(4) The Manager and the Trust are parties to a Chief Compliance Officer Agreement under which the Manager is compensated by the Trust for providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer. The Chief Compliance Officer and Anti-Money Laundering Compliance Officer is not considered a corporate officer or executive employee of the Trust.

 

19


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.

These Funds are not FDIC Insured.

  ANNRPT1214 2/15   


AZL® MVP BlackRock Global Allocation Fund

Annual Report

December 31, 2014

 

LOGO


Table of Contents

Management Discussion and Analysis

Page 1

Consolidated Expense Examples and Portfolio Composition

Page 3

Consolidated Schedule of Portfolio Investments

Page 4

Consolidated Statement of Assets and Liabilities

Page 25

Consolidated Statement of Operations

Page 25

Consolidated Statements of Changes in Net Assets

Page 26

Consolidated Financial Highlights

Page 27

Notes to the Consolidated Financial Statements

Page 28

Report of Independent Registered Public Accounting Firm

Page 39

Other Federal Income Tax Information

Page 40

Other Information

Page 41

Approval of Investment Advisory Agreement

Page 42

Information about the Board of Trustees and Officers

Page 44

This report is submitted for the general information of the shareholder of the Fund. The report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus, which contains details concerning the sales charges and other pertinent information.


AZL® MVP BlackRock Global Allocation Fund Review (unaudited)

 

Allianz Investment Management LLC serves as the Manager for the AZL® MVP BlackRock Global Allocation Fund.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

What factors affected the Fund’s performance for the year ended December 31, 2014?

For the year ended December 31, 2014, the AZL® MVP BlackRock Global Allocation Fund returned 2.18%. That compared to a 4.18% total return for its benchmark, the Balanced Composite Index which is comprised of a 36% weighting in the S&P 500 Index1, a 24% weighting in the FTSE World ex U.S. Index2, 24% weighting in the BofA Merrill Lynch 5-Year U.S. Treasury Bond Index3 and a 16% weighting in the Citigroup (Non-USD) World Government Bond Index4.

The AZL® MVP BlackRock Global Allocation Fund is a fund of funds that invests primarily in the shares of the AZL® BlackRock Global Allocation Fund—managed by the Manager. This underlying holding invests in a global portfolio of equity, debt, and money market securities. The Fund also employs the MVP (Managed Volatility Portfolio) risk-management process that primarily uses derivatives and is intended to adjust the risk of the portfolio based on quantitative indicators of market risk, such as the current level of fund and market volatility.*

U.S. equity markets outperformed most international equity markets for the 12-month period, while fixed income markets offered modest gains. Global equity markets started out on a negative note: Slowing growth in China, softer economic data in the U.S. and expectations that the Federal Reserve would soon end its stimulus efforts all weighed on investors. Stocks recovered quickly, however, with new data showing that growth in the U.S. remained strong and the European Central Bank exhibiting a willingness to act to combat low inflation in the eurozone.

Market volatility increased through the year due in part to geopolitical crises, particularly the Russia-Ukraine conflict and the ground war in Gaza. Signs of a stronger U.S. economic recovery and flagging global growth helped support strength in the U.S. dollar. The appreciating dollar put pressure on commodity prices, particularly oil, later in the period. It also led many foreign equity markets to underperform in U.S. dollar terms, despite posting gains in local currency terms. Concerns around weak global growth, along with the strong U.S. currency, drove investors to seek safety in U.S. Treasuries later in the period, bidding up prices on those securities and driving down interest rates.

The Fund underperformed its composite benchmark for the period under review primarily due to a combination of stock selection, country and sector allocations, and exposure to cash securities. From a country perspective, a smaller-than-benchmark exposure to U.S. equities as well as stock selection in that country weighed on results. Stock selection in Canada and Europe, most notably in France and Germany, also dragged on relative performance. At the sector level, stock selection and overweight positions in the materials and industrials sectors hurt the Fund’s performance, as did selection in information technology and financials. A larger-than-benchmark holding of gold-related securities detracted from relative performance as commodities prices fell during the period. The Fund’s cash-equivalent holdings—which were used to help mitigate portfolio volatility and as a source of funds for new investments—dragged on results given the low-interest rate environment and the fully invested nature of the benchmark.*

The Fund’s relative performance benefited from stock selection in Japan and an overweight allocation to that country. Strong corporate earnings and stimulus

efforts by the Japanese central bank helped buoy the nation’s equity markets. From a sector perspective, an overweight allocation to health care holdings, along with stock selection within that sector, helped boost relative performance. An underweight allocation to fixed income securities in general helped improve the Fund’s relative returns, as did a smaller-than-benchmark position in Japanese government bonds. The Fund’s overweight allocation to emerging market sovereign bonds also contributed positively to relative performance. From a currency perspective, the Fund benefited from a larger-than-benchmark exposure to U.S. currency-denominated securities as the U.S. dollar strengthened relative to other foreign currencies.*

The Fund uses derivatives, which may include options, futures, swaps and forward contracts both to enhance returns of the Fund and to hedge (or protect) against adverse movements in currency exchange rates, interest rates and movements in the securities markets. During the period, the Fund’s use of derivatives had a positive impact on the absolute performance of the Fund.*

In the generally low volatility environment for most of 2014, the MVP risk management process worked as intended and largely maintained a neutral equity allocation relative to its target, resulting in a minimal impact on the Fund’s equity exposure and performance.*

 

Past performance does not guarantee future results.

 

* The Fund’s portfolio composition is subject to change. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the Fund in the future. The information contained in this commentary is for informational purposes only and should not be construed as a recommendation to purchase or sell securities in the sector mentioned. The Fund’s holdings and weightings are as of December 31, 2014.
1  The Standard & Poor’s 500 Index (“S&P 500”) is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole.
2  The Financial Times Stock Exchange World ex U.S. Index (“FTSE World Index”) is part of a range of indexes designed to help United States investors benchmark their international investments. The index comprises large- (84%) and mid- (16%) cap stocks providing coverage of Developed and Emerging Markets (46 countries) excluding the United States. The index is derived from the FTSE Global Equity Index Series (GEIS), which covers 98% of the world’s investable market capitalization.
3  The BofA Merrill Lynch 5-Year U.S. Treasury Bond Index is designed to track the total return of the current coupon 5-Year U.S. Treasury bond.
4  The Citigroup Non-U.S. Dollar World Government Bond Index is a market capitalization-weighted index that tracks 10 government bond indices, excluding the United States.

Investors cannot invest directly in an index.

 
 

 

1


AZL® MVP BlackRock Global Allocation Fund Review (unaudited)

 

Fund Objective

The Fund’s investment objective is to seek high total investment return. This objective may be changed by the Trustees of the Fund without shareholder approval. The Fund seeks to achieve its objective by investing primarily in shares of another mutual fund managed by the manager; the AZL® BlackRock Global Allocation Fund, combined with the MVP risk management process.

Investment Concerns

The Fund invests in an underlying fund, so its investment performance is directly related to the performance of that underlying fund. Before investing, investors should assess the risks associated with and types of investments made by the underlying fund in which the Fund invests.

Stocks are more volatile and carry more risk and return potential than other forms of investments.

International investing may involve risk of capital loss from unfavorable fluctuations in currency values, from differences in generally accepted accounting principles or from economic or political instability in other nations.

Bonds offer a relatively stable level of income, although bond prices will fluctuate, providing the potential for principal gain or loss.

Investing in derivatives instruments involves risks that may be different from or greater than the risk associated with investing directly in securities or other traditional instruments.

For a complete description of these and other risks associated with investing in a mutual Fund, please refer to the Fund’s prospectus.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Growth of $10,000 Investment

 

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmark as well as the two component indices of the Fund’s benchmark, and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2014

 

     1
Year
    Since
Inception
(1/10/12)
 

AZL® MVP BlackRock Global Allocation Fund

     2.18 %      7.61 % 

Balanced Composite Index

     4.18 %      9.18 % 

S&P 500 Index

     13.69 %      19.50 % 

FTSE World ex U.S. Index

     -3.74 %      9.43 % 

BofA Merrill Lynch 5-Year U.S. Treasury Bond Index

     2.93 %      0.92 % 

Citigroup Non-U.S. Dollar World Government Bond Index

     -2.68 %      -1.67 % 

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please visit www.Allianzlife.com.

 

Expense Ratio1

   Gross  

AZL® MVP BlackRock Global Allocation Fund

     1.21 % 

The above expense ratio is based on the current Fund prospectus dated April 28, 2014. The Manager and the Fund have entered into a written contract limiting operating expenses, excluding certain expenses (such as interest expense and Acquired Fund fees and expenses), to 0.15% through April 30, 2016. Additional information pertaining to the December 31, 2014 expense ratios can be found in the financial highlights.

 

1  Acquired Fund Fees and Expenses are incurred indirectly by the Fund through the valuation of the Fund’s investments in the other investment companies. Accordingly, Acquired Fund Fees and Expenses affect the Fund’s total returns. Because these fees and expenses are not included in the Fund’s financial highlights, the Fund’s total annual fund operating expenses do not correlate to the ratios of expenses to average net assets shown in the financial highlights table. Without Acquired Fund Fees and Expenses the Fund’s gross ratio would be 0.13%.

 

   The total return of the Fund does not reflect the effect of any insurance charges, the annual maintenance fee or the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Such charges, fees and tax payments would reduce the performance quoted.

 

   The Fund’s performance is measured against a composite index (the “Balanced Composite Index”), which is comprised of 36% Standard & Poor’s 500 Index (“S&P 500”); 24% FTSE World ex U.S. Index; 24% BofA Merrill Lynch 5-Year U.S. Treasury Bond Index; and 16% Citigroup Non-U.S. Dollar World Government Bond. The S&P 500 is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole. The FTSE World ex U.S. Index is part of a range of indexes designed to help U.S. investors benchmark their international investments. The index comprises large- (84%) and mid- (16%) cap stocks providing coverage of Developed and Emerging Markets (46 countries) excluding the U.S. The index is derived from the FTSE Global Equity Index Series (GEIS), which covers 98% of the world’s investable market capitalization. The BofA Merrill Lynch 5-Year U.S. Treasury Bond Index is designed to track the total return of the current coupon 5-Year U.S. Treasury bond. The Citigroup Non-U.S. Dollar World Government Bond Index is a market capitalization-weighted index that tracks 10 government bond indices, excluding the United States. These indices are unmanaged and do not reflect the deduction of fees associated with a mutual fund, such as investment management and fund accounting fees. The Fund’s performance reflects the deduction of fees for services provided to the Fund. Investors cannot invest directly in an index.
 

 

2


AZL MVP BlackRock Global Allocation Fund

Expense Examples

(Unaudited)

As a shareholder of the AZL MVP BlackRock Global Allocation Fund (the “Fund”), you incur ongoing costs, including management fees, distribution fees, and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. Please note that the expenses shown in each table do not reflect expenses that apply to the subaccount or the insurance contract. If the expenses that apply to the subaccount of the insurance contract were included, your costs would have been higher.

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the periods presented below.

The Actual Expense table below provides information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL MVP BlackRock Global Allocation Fund

       $ 1,000.00          $ 984.90          $ 5.75            1.15 %

The Hypothetical Expense table below 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, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL MVP BlackRock Global Allocation Fund

       $ 1,000.00          $ 1,019.41          $ 5.85            1.15 %

 

* Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by 184/365 (to reflect the one half year period).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Common Stocks

      51.7 %

U.S. Treasury Obligations

      23.1  

Foreign Bonds

      8.7  

Securities Held as Collateral on Loan

      5.6  

Money Market

      3.4  

Yankee Dollars

      2.6  

Corporate Bonds

      2.3  

Convertible Bonds

      2.0  

Preferred Stocks

      1.8  

Purchased Options

      1.3  

Floating Rate Loans

      1.0  

Exchange Traded Funds

      0.7  

Convertible Preferred Stocks

      0.3  

U.S. Government Mortgage

      0.1  

Warrants

      — ^

Right

      — ^
   

 

 

 

Total Investment Securities

      104.6  

Net other assets (liabilities)

      (4.6 )
   

 

 

 

Net Assets

      100.0 %
   

 

 

 
Investments   Percent of Net Assets

United States

      64.4 %

Japan

      8.8  

United Kingdom

      5.1  

Mexico

      3.3  

France

      2.6  

Australia

      2.1  

Switzerland

      2.0  

Netherlands

      1.9  

Germany

      1.4  

Canada

      1.4  

All other countries

      11.6  
   

 

 

 

Total Investment Securities

      104.6  

Net other assets (liabilities)

      (4.6 )
   

 

 

 

Net Assets

      100.0 %
   

 

 

 
 

 

^ Represents less than 0.05%.

 

3


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks (51.7%):

  

 

Aerospace & Defense (1.0%):

  

  989       Boeing Co.(a)    $ 128,550  
                38,316       European Aeronautic Defence & Space Co. NV(a)      1,902,823  
  1,417       General Dynamics Corp.(a)      195,008  
  1,326       L-3 Communications Holdings, Inc.(a)      167,354  
  1,490       Northrop Grumman Corp.(a)      219,611  
  7,481       Precision Castparts Corp.(a)      1,802,023  
  1,856       Raytheon Co.^(a)      200,764  
  39,335       Safran SA(a)      2,420,742  
  14,421       United Technologies Corp.(a)      1,658,415  
     

 

 

 
        8,695,290  
     

 

 

 

 

Air Freight & Logistics (0.4%):

  

  12,245       Deutsche Post AG(a)      400,592  
  5,823       FedEx Corp.(a)      1,011,222  
  21,832       United Parcel Service, Inc., Class B(a)      2,427,064  
     

 

 

 
        3,838,878  
     

 

 

 

 

Airlines (0.4%):

  

  54,500       Japan Airlines Co., Ltd.(a)      1,592,243  
  28,986       United Continental Holdings, Inc.*(a)      1,938,874  
     

 

 

 
        3,531,117  
     

 

 

 

 

Auto Components (1.1%):

  

  20,600       Aisin Sieki Co., Ltd.(a)      740,544  
  15,601       BorgWarner, Inc.^(a)      857,275  
  48,200       Bridgestone Corp.(a)      1,675,272  
  134,683       Cheng Shin Rubber Industry Co., Ltd.(a)      315,944  
  14,952       Delphi Automotive plc(a)      1,087,309  
  46,900       DENSO Corp.(a)      2,186,167  
  23,600       Futaba Industrial Co., Ltd.^(a)      110,441  
  2,082       Hyundai Wia Corp.(a)      331,521  
  5,000       Koito Manufacturing Co., Ltd.(a)      152,524  
  2,059       Lear Corp.(a)      201,947  
  3,100       Stanley Electric Co., Ltd.(a)      67,018  
  38,900       Toyota Industries Corp.(a)      1,988,016  
     

 

 

 
        9,713,978  
     

 

 

 

 

Automobiles (1.8%):

  

  7,073       Bayerische Motoren Werke AG (BMW)(a)      768,063  
  1,900       Daihatsu Motor Co., Ltd.^(a)      24,927  
  108,000       Dongfeng Motor Corp., H Shares(a)      150,993  
  130,023       Ford Motor Co.(a)      2,015,357  
  120,100       Fuji Heavy Industries, Ltd.(a)      4,230,034  
  42,300       Honda Motor Co., Ltd.(a)      1,230,277  
  5,313       Hyundai Motor Co.(a)      806,721  
  45,400       Isuzu Motors, Ltd.(a)      554,001  
  9,127       Maruti Suzuki India, Ltd.(a)      479,883  
  63,300       Suzuki Motor Corp.(a)      1,903,179  
  27,300       Toyota Motor Corp.(a)      1,702,728  
  270       Volkswagen AG(a)      58,825  
  165,770       Yulon Motor Co., Ltd.(a)      242,482  
     

 

 

 
        14,167,470  
     

 

 

 
    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Banks (4.4%):

  

  23,504       Axis Bank, Ltd.(a)    $ 185,708  
  82,439       Banco Bilbao Vizcaya Argentaria SA(a)      775,784  
  214,213       Bank of America Corp.(a)      3,832,271  
  22,000       Bank of Yokohama, Ltd. (The)(a)      119,425  
  29,503       BNP Paribas SA(a)      1,733,517  
  19,000       Chiba Bank, Ltd. (The)(a)      124,723  
  75,000       Chuo Mitsui Trust Holdings, Inc.(a)      286,277  
  51,579       Citigroup, Inc.(a)      2,790,940  
  10,992       Commonwealth Bank of Australia(a)      763,211  
  26,241       Fifth Third Bancorp(a)      534,660  
  77,000       Fukuoka Financial Group, Inc.(a)      397,615  
  16,682       HDFC Bank, Ltd.(a)      250,205  
  259,946       HSBC Holdings plc(a)      2,456,313  
  31,485       ICICI Bank, Ltd.(a)      174,895  
  370,849       Intesa Sanpaolo SpA(a)      1,072,680  
  63,564       JPMorgan Chase & Co.(a)      3,977,835  
  9,846       Kotak Mahindra Bank, Ltd.(a)      196,066  
  623,354       Lloyds Banking Group plc*(a)      736,008  
  330,600       Mitsubishi UFJ Financial Group, Inc.(a)      1,812,368  
  94,004       Regions Financial Corp.(a)      992,682  
  13,000       Shizuoka Bank, Ltd. (The)(a)      118,932  
  8,086       Societe Generale(a)      339,744  
  46,800       Sumitomo Mitsui Financial Group, Inc.(a)      1,691,283  
  7,951       Svenska Handelsbanken AB, A Shares(a)      371,499  
  13,504       Toronto-Dominion Bank (The)(a)      645,378  
  29,962       U.S. Bancorp(a)      1,346,792  
  59,657       UniCredit SpA(a)      380,179  
  82,892       Wells Fargo & Co.(a)      4,544,138  
  17,557       Westpac Banking Corp.(a)      471,882  
  17,236       Yes Bank, Ltd.(a)      209,115  
     

 

 

 
        33,332,125  
     

 

 

 

 

Beverages (0.7%):

  

  2,692       Anheuser-Busch InBev NV(a)      302,905  
  51,823       Coca-Cola Co. (The)(a)      2,187,967  
  1,846       Constellation Brands, Inc., Class A*(a)      181,222  
  8,367       Diageo plc, Sponsored ADR(a)      954,590  
  6,528       Diageo plc(a)      187,208  
  21,800       Kirin Holdings Co., Ltd.(a)      270,085  
  9,502       Remy Cointreau SA(a)      634,610  
  13,805       SABMiller plc(a)      714,353  
  10,300       Suntory Beverage & Food, Ltd.(a)      355,696  
     

 

 

 
        5,788,636  
     

 

 

 

 

Biotechnology (0.9%):

  

  4,336       Alexion Pharmaceuticals, Inc.*(a)      802,290  
  13,796       Amgen, Inc.(a)      2,197,565  
  3,082       Biogen Idec, Inc.*(a)      1,046,185  
  12,697       Celgene Corp.*(a)      1,420,286  
  8,576       Gilead Sciences, Inc.*(a)      808,374  
  62,008       Mesoblast, Ltd.*^(a)      220,168  
 

 

Continued

 

4


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

 

    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Biotechnology, continued

  

  767       Regeneron Pharmaceuticals, Inc.*^(a)    $ 314,662  
  8,926       Vertex Pharmaceuticals, Inc.*(a)      1,060,409  
     

 

 

 
        7,869,939  
     

 

 

 

 

Building Products (0.2%):

  

  16,904       Compagnie de Saint-Gobain SA(a)      711,562  
  13,500       Daikin Industries, Ltd.(a)      870,859  
     

 

 

 
        1,582,421  
     

 

 

 

 

Capital Markets (0.7%):

  

  1,250       Ameriprise Financial, Inc.(a)      165,313  
  19,715       Bank of New York Mellon Corp.(a)      799,838  
  25,666       Charles Schwab Corp. (The)(a)      774,857  
  34,739       Deutsche Bank AG, Registered Shares(a)      1,049,888  
  4,909       Goldman Sachs Group, Inc. (The)(a)      951,510  
  97,829       UBS Group AG*(a)      1,682,159  
     

 

 

 
        5,423,565  
     

 

 

 

 

Chemicals (1.9%):

  

  15,338       Akzo Nobel NV(a)      1,063,482  
  8,897       Arkema, Inc.(a)      589,932  
  90,000       Asahi Kasei Corp.(a)      824,931  
  3,482       BASF SE(a)      294,311  
  526       CF Industries Holdings, Inc.(a)      143,356  
  4,461       Dow Chemical Co. (The)(a)      203,466  
  17,683       FMC Corp.^(a)      1,008,462  
  31,400       Hitachi Chemical Co., Ltd.(a)      556,321  
  37,200       JSR Corp.^(a)      638,898  
  14,014       Koninklijke DSM NV(a)      852,041  
  45,000       Kuraray Co., Ltd.(a)      513,136  
  3,245       Linde AG(a)      605,185  
  7,201       LyondellBasell Industries NV, Class A(a)      571,687  
  22,700       Nitto Denko Corp.(a)      1,269,676  
  9,207       Potash Corp. of Saskatchewan, Inc.(a)      325,554  
  1,021       PPG Industries, Inc.(a)      236,004  
  30,800       Shin-Etsu Chemical Co., Ltd.(a)      2,004,098  
  7,584       Syngenta AG, Registered Shares(a)      2,435,961  
  247,000       Ube Industries, Ltd.^(a)      369,113  
     

 

 

 
        14,505,614  
     

 

 

 

 

Commercial Services & Supplies (0.0%):

  

  2,017       Cintas Corp.^(a)      158,213  
  3,100       Sohgo Security Services Co., Ltd.^(a)      74,541  
     

 

 

 
        232,754  
     

 

 

 

 

Communications Equipment (0.6%):

  

  102,128       Cisco Systems, Inc.(a)      2,840,690  
  18,395       El Towers SpA*(a)      920,676  
  1,869       Harris Corp.(a)      134,232  
  1,960       Motorola Solutions, Inc.^(a)      131,477  
  14,107       QUALCOMM, Inc.(a)      1,048,573  
     

 

 

 
        5,075,648  
     

 

 

 
    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Construction & Engineering (0.2%):

  

  4,791       Bouygues SA(a)    $ 172,864  
  25,000       JGC Corp.(a)      515,313  
  4,000       Kinden Corp.(a)      40,511  
  2,000       Maeda Road Construction Co., Ltd.^(a)      29,737  
  84,000       Okumura Corp.^(a)      377,720  
  92,000       Toda Corp.^(a)      363,380  
     

 

 

 
        1,499,525  
     

 

 

 

 

Consumer Finance (0.6%):

  

  26,951       American Express Co.(a)      2,507,521  
  15,015       Capital One Financial Corp.(a)      1,239,488  
  21,298       Discover Financial Services(a)      1,394,806  
     

 

 

 
        5,141,815  
     

 

 

 

 

Containers & Packaging (0.2%):

  

  16,318       Crown Holdings, Inc.*^(a)      830,586  
  20,018       Sealed Air Corp.(a)      849,364  
     

 

 

 
        1,679,950  
     

 

 

 

 

Distributors (0.0%):

  

  2,200       Canon Marketing Japan, Inc.(a)      36,960  
     

 

 

 

 

Diversified Financial Services (0.1%):

  

  5,630       Deutsche Boerse AG(a)      403,421  
  83,371       ING Groep NV*(a)      1,079,327  
     

 

 

 
        1,482,748  
     

 

 

 

 

Diversified Telecommunication Services (0.9%):

  

  39,563       AT&T, Inc.^(a)      1,328,921  
  114,563       BT Group plc(a)      711,070  
  42,017       Deutsche Telekom AG, Registered Shares(a)      673,380  
  20,604       France Telecom SA(a)      350,356  
  11,200       Nippon Telegraph & Telephone Corp.(a)      576,426  
  24,588       Oi SA, ADR*(a)      78,437  
  332,000       Singapore Telecommunications, Ltd.(a)      974,800  
  327       Swisscom AG, Registered Shares^(a)      171,760  
  23,018       TDC A/S(a)      175,445  
  251,712       Telecom Italia SpA(a)      266,914  
  32,883       Telecom Italia SpA(a)      27,482  
  152,500       Telekom Malaysia Berhad(a)      299,261  
  8,280       Verizon Communications, Inc.(a)      385,753  
  56,872       Verizon Communications, Inc.(a)      2,660,472  
     

 

 

 
        8,680,477  
     

 

 

 

 

Electric Utilities (0.4%):

  

  19,181       American Electric Power Co., Inc.(a)      1,164,669  
  22,500       Chubu Electric Power Co., Inc.*(a)      264,744  
  1,898       Duke Energy Corp.(a)      158,559  
  156,961       Enel SpA(a)      701,728  
  8,232       Exelon Corp.^(a)      305,243  
  4,303       FirstEnergy Corp.(a)      167,774  
  5,142       NRG Yield, Inc.^(a)      242,394  
  11,138       PPL Corp.(a)      404,644  
  42,011       Terna—Rete Elettrica Nationale SpA(a)      190,291  
     

 

 

 
        3,600,046  
     

 

 

 
 

 

Continued

 

5


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

 

    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Electrical Equipment (0.7%):

  

  21,750       Eaton Corp. plc(a)    $ 1,478,130  
  43,000       GS Yuasa Corp.^(a)      182,937  
  2,000       Mabuchi Motor Co., Ltd.(a)      78,831  
  93,000       Mitsubishi Electric Corp.(a)      1,107,446  
  16,186       Rockwell Automation, Inc.(a)      1,799,883  
  13,003       Schneider Electric SA(a)      944,711  
  2,009       Schneider Electric SE^(a)      145,311  
  40,500       Sumitomo Electric Industries, Ltd.(a)      505,396  
     

 

 

 
        6,242,645  
     

 

 

 

 

Electronic Equipment, Instruments & Components (0.5%):

  

  3,065       Avnet, Inc.(a)      131,856  
  3,300       Hitachi High-Technologies Corp.(a)      95,231  
  232,000       Hitachi, Ltd.(a)      1,697,888  
  22,400       HOYA Corp.(a)      750,099  
  400       Keyence Corp.(a)      177,205  
  4,427       Keysight Technologies, Inc.*(a)      149,500  
  14,500       Kyocera Corp.(a)      664,701  
  5,700       Murata Manufacturing Co., Ltd.(a)      622,735  
  6,200       Omron Corp.(a)      277,933  
  2,753       TE Connectivity, Ltd.(a)      174,127  
     

 

 

 
        4,741,275  
     

 

 

 

 

Energy Equipment & Services (0.7%):

  

  95,700       Dropbox, Inc.*(a)(b)(c)      1,827,985  
  1,698       Helmerich & Payne, Inc.(a)      114,479  
  17,702       Ocean Rig UDW, Inc.(a)      164,275  
  30,284       Oceaneering International, Inc.(a)      1,781,002  
  149,099       SBM Offshore NV*(a)      1,767,900  
     

 

 

 
        5,655,641  
     

 

 

 

 

Food & Staples Retailing (0.1%):

  

  2,061       CVS Health Corp.(a)      198,495  
  3,600       FamilyMart Co., Ltd.(a)      134,416  
  11,194       Fresh Market, Inc. (The)*^(a)      461,193  
  3,225       Kroger Co. (The)(a)      207,077  
     

 

 

 
        1,001,181  
     

 

 

 

 

Food Products (0.9%):

  

  20,000       Ajinomoto Co., Inc.(a)      370,657  
  3,207       Archer Daniels Midland Co.(a)      166,764  
  57,961       Cosan, Ltd., A Shares(a)      449,198  
  6,008       Danone SA(a)      395,198  
  46,949       Nestle SA, Registered Shares(a)      3,442,473  
  27,712       SLC Agricola SA(a)      147,049  
  60,391       Unilever NV(a)      2,372,044  
  17,190       Unilever plc(a)      698,185  
     

 

 

 
        8,041,568  
     

 

 

 

 

Gas Utilities (0.2%):

  

  14,273       Gas Natural SDG SA(a)      359,021  
  79,899       Snam Rete Gas SpA(a)      394,105  
  259,000       Tokyo Gas Co., Ltd.(a)      1,397,840  
     

 

 

 
        2,150,966  
     

 

 

 
    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Health Care Equipment & Supplies (0.5%):

  

  1,032       Becton Dickinson & Co.(a)    $ 143,613  
  885       C.R. Bard, Inc.(a)      147,459  
  2,904       CareFusion Corp.*(a)      172,323  
  25,562       Getinge AB, B Shares(a)      580,995  
  17,050       Medtronic, Inc.^(a)      1,231,010  
  18,122       Mindray Medical International, Ltd., Sponsored ADR^(a)      478,421  
  5,116       Zimmer Holdings, Inc.(a)      580,257  
     

 

 

 
        3,334,078  
     

 

 

 

 

Health Care Providers & Services (2.1%):

  

  17,679       Aetna, Inc.(a)      1,570,426  
  35,516       Al Noor Hospitals Group plc(a)      545,346  
  1,846       AmerisourceBergen Corp.(a)      166,435  
  1,413       Anthem, Inc.(a)      177,572  
  1,222,800       Bangkok Dusit Medical Services Public Co., Ltd., Class F(a)      636,562  
  87,500       Bumrungrad Hospital Public Co., Ltd.(a)      374,655  
  2,262       Cardinal Health, Inc.(a)      182,611  
  13,130       Catamaran Corp.*(a)      679,478  
  23,895       Envision Healthcare Holdings, Inc.*(a)      828,918  
  5,802       Fresenius SE & Co. KGaA(a)      302,946  
  23,930       HCA Holdings, Inc.*(a)      1,756,223  
  436,104       Healthscope, Ltd.*(a)      965,350  
  9,772       HealthSouth Corp.^(a)      375,831  
  7,337       Humana, Inc.(a)      1,053,813  
  633,400       IHH Healthcare Berhad(a)      871,996  
  105,242       Life Healthcare Group Holdings Pte, Ltd.(a)      388,110  
  11,050       McKesson, Inc.(a)      2,293,758  
  60,203       NMC Health plc(a)      429,300  
  382,799       PT Siloam International Hospital Tbk*(a)      423,743  
  102,000       Raffles Medical Group, Ltd.(a)      299,349  
  9,900       Ship Healthcare Holdings, Inc.^(a)      224,985  
  97,197       Sinopharm Group Co., H Shares(a)      342,147  
  137,245       Spire Healthcare Group plc*(a)      807,289  
  12,100       Tenet Healthcare Corp.*^(a)      613,107  
  15,574       UnitedHealth Group, Inc.(a)      1,574,376  
     

 

 

 
        17,884,326  
     

 

 

 

 

Hotels, Restaurants & Leisure (0.3%):

  

  18,709       McDonald’s Corp.(a)      1,753,033  
  12,153       SeaWorld Entertainment, Inc.(a)      217,539  
  1,889       Wyndham Worldwide Corp.(a)      162,001  
     

 

 

 
        2,132,573  
     

 

 

 

 

Household Durables (0.1%):

  

  3,000       Alpine Electronics, Inc.^(a)      49,342  
  31,698       Cyrela Brazil Realty SA Empreendimentos e Participacoes(a)      131,936  
  104,000       Haier Electronics Group Co., Ltd.(a)      245,813  
  41,778       MRV Engenharia e Participacoes SA(a)      117,919  
  7,300       Rinnai Corp.(a)      491,643  
  18,900       Sony Corp.(a)      384,846  
     

 

 

 
        1,421,499  
     

 

 

 
 

 

Continued

 

6


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Household Products (0.8%):

  

  14,895       Colgate-Palmolive Co.(a)    $ 1,030,585  
  1,043       Energizer Holdings, Inc.(a)      134,088  
  5,451       Kimberly-Clark Corp.(a)      629,809  
  50,384       Procter & Gamble Co. (The)(a)      4,589,478  
     

 

 

 
        6,383,960  
     

 

 

 

 

Independent Power and Renewable Electricity Producers (0.5%):

  

  51,570       AES Corp. (The)(a)      710,119  
  46,687       Calpine Corp.*(a)      1,033,183  
  5,123       NextEra Energy Partners LP^(a)      172,901  
  11,954       NextEra Energy, Inc.(a)      1,270,591  
  32,297       NRG Energy, Inc.^(a)      870,404  
  9,032       TerraForm Power, Inc.*(a)(b)(c)      264,963  
  3,476       TerraForm Power, Inc., Class A(a)      107,339  
     

 

 

 
        4,429,500  
     

 

 

 

 

Industrial Conglomerates (1.3%):

  

  858       3M Co.(a)      140,987  
  170,219       Beijing Enterprises Holdings, Ltd.(a)      1,330,826  
  7,944       Danaher Corp.(a)      680,880  
  142,156       General Electric Co.(a)      3,592,282  
  197,000       Keppel Corp., Ltd.(a)      1,314,863  
  12,446       Koninklijke Philips Electronics NV(a)      361,329  
  25,119       Siemens AG, Registered Shares(a)      2,848,413  
     

 

 

 
        10,269,580  
     

 

 

 

 

Insurance (1.8%):

  

  1,398       ACE, Ltd.(a)      160,602  
  124,400       AIA Group, Ltd.(a)      685,079  
  8,082       Allstate Corp.(a)      567,761  
  27,295       American International Group, Inc.(a)      1,528,793  
  44,805       AXA SA(a)      1,034,718  
  2,505       Axis Capital Holdings, Ltd.(a)      127,980  
  4       Berkshire Hathaway, Inc.*(a)      904,000  
  12,164       Berkshire Hathaway, Inc.*(a)      1,826,424  
  1,093       Chubb Corp. (The)(a)      113,093  
  3,178       CNA Financial Corp.^(a)      123,020  
  102,653       Legal & General Group plc(a)      394,223  
  4,130       Lincoln National Corp.(a)      238,177  
  16,385       Marsh & McLennan Cos., Inc.(a)      937,877  
  14,847       MetLife, Inc.(a)      803,074  
  22,300       MS&AD Insurance Group Holdings, Inc.(a)      529,755  
  19,500       NKSJ Holdings, Inc.(a)      490,117  
  6,067       Prudential Financial, Inc.(a)      548,821  
  49,043       Prudential plc(a)      1,128,447  
  1,725       Reinsurance Group of America, Inc.(a)      151,145  
  35,500       Sony Financial Holdings, Inc.(a)      523,570  
  46,600       Tokio Marine Holdings, Inc.(a)      1,513,577  
  15,776       XL Group plc, Class B(a)      542,221  
     

 

 

 
        14,872,474  
     

 

 

 

 

Internet & Catalog Retail (0.2%):

  

  5,842       Amazon.com, Inc.*(a)      1,813,065  
     

 

 

 
    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Internet Software & Services (2.2%):

  

  30,100       DeNA Co., Ltd.^(a)    $ 359,673  
  44,191       eBay, Inc.*(a)      2,479,999  
  15,437       Facebook, Inc., Class A*(a)      1,204,395  
  4,936       Google, Inc., Class A*(a)      2,619,338  
  7,064       Google, Inc., Class C*(a)      3,718,489  
  63,300       Gree, Inc.^(a)      381,582  
  28,140       SINA Corp.*(a)      1,052,717  
  83,283       Twitter, Inc.*^(a)      2,987,361  
  17,133       Uber Technologies, Inc.*(a)(b)(c)      2,283,315  
     

 

 

 
        17,086,869  
     

 

 

 

 

IT Services (1.2%):

  

  1,652       Accenture plc, Class A(a)      147,540  
  523       Alliance Data Systems Corp.*(a)      149,604  
  3,055       Amdocs, Ltd.(a)      142,531  
  14,472       Atos Origin SA(a)      1,145,077  
  2,856       Computer Sciences Corp.(a)      180,071  
  2,987       Fidelity National Information Services, Inc.(a)      185,791  
  6,293       International Business Machines Corp.(a)      1,009,649  
  35,888       MasterCard, Inc., Class A(a)      3,092,111  
  10,391       Visa, Inc., Class A(a)      2,724,520  
  52,314       Worldline SA*(a)      1,011,917  
     

 

 

 
        9,788,811  
     

 

 

 

 

Leisure Products (0.1%):

  

  5,600       Namco Bandai Holdings, Inc.(a)      118,882  
  24,500       Nikon Corp.^(a)      325,366  
  22,500       Sega Sammy Holdings, Inc.(a)      288,710  
  7,700       Yamaha Corp.(a)      114,389  
     

 

 

 
        847,347  
     

 

 

 

 

Life Sciences Tools & Services (0.5%):

  

  24,519       Agilent Technologies, Inc.(a)      1,003,808  
  855       Mettler-Toledo International, Inc.*^(a)      258,603  
  13,897       PerkinElmer, Inc.^(a)      607,716  
  15,190       Thermo Fisher Scientific, Inc.(a)      1,903,155  
  4,825       Waters Corp.*(a)      543,874  
     

 

 

 
        4,317,156  
     

 

 

 

 

Machinery (1.1%):

  

  4,016       CNH Industrial NV(a)      32,366  
  29,402       Colfax Corp.*^(a)      1,516,262  
  75,747       Cummins India, Ltd.(a)      1,044,108  
  1,915       Dover Corp.^(a)      137,344  
  2,900       Fanuc, Ltd.(a)      478,692  
  164,090       Haitian International Holdings, Ltd.(a)      344,105  
  122,000       IHI Corp.(a)      619,538  
  17,100       Komatsu, Ltd.(a)      379,162  
  29,000       Kubota Corp.(a)      421,187  
  129,000       Mitsubishi Heavy Industries, Ltd.(a)      713,381  
  5,700       Nabtesco Corp.^(a)      136,864  
  11,448       PACCAR, Inc.(a)      778,578  
  1,065       Parker Hannifin Corp.^(a)      137,332  
  13,332       Samsung Heavy Industries Co., Ltd.(a)      239,762  
 

 

Continued

 

7


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

 

    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Machinery, continued

  

  1,000       SMC Corp.(a)    $ 260,451  
  14,343       Stanley Black & Decker, Inc.(a)      1,378,075  
  3,200       THK Co., Ltd.(a)      77,272  
     

 

 

 
        8,694,479  
     

 

 

 

 

Media (0.8%):

  

  38,908       Comcast Corp., Class A(a)      2,257,053  
  10,852       DISH Network Corp., Class A*(a)      791,002  
  33,104       Grupo Televisa SAB*(a)      225,750  
  14,308       Liberty Broadband Corp., Class C*^(a)      712,825  
  7,085       Liberty Broadband Corp., Class A*(a)      354,888  
  45,381       Liberty Media Corp., Class C*(a)      1,589,696  
  20,948       Liberty Media Corp.*(a)      738,836  
  17,990       Manchester United plc, Class A*(a)      286,041  
  101,700       RAI Way SpA*(a)      392,522  
  2,382       RTL Group(a)      226,333  
  1,128       Time Warner Cable, Inc.(a)      171,524  
  2,200       TV Asahi Holdings Corp.(a)      34,736  
  1,429       Viacom, Inc., Class B(a)      107,532  
  56,459       Zon Multimedia Servicos de Telecommunicacoes e Multimedia SGPS SA(a)      357,371  
     

 

 

 
        8,246,109  
     

 

 

 

 

Metals & Mining (2.1%):

  

  177,923       Antofagasta plc(a)      2,065,482  
  63,228       Barrick Gold Corp.(a)      679,701  
  40,304       BHP Billiton plc(a)      861,989  
  53,384       Constellium NV*(a)      877,099  
  60,918       Eldorado Gold Corp.(a)      371,330  
  136,556       First Quantum Minerals, Ltd.(a)      1,941,059  
  145,209       Freeport-McMoRan Copper & Gold, Inc.(a)      3,392,084  
  76,765       Goldcorp, Inc.(a)      1,421,688  
  303,956       Platinum Group Metals, Ltd.*(a)      143,931  
  73,949       Rio Tinto plc(a)      3,406,600  
  57,449       Southern Copper Corp.^(a)      1,620,062  
     

 

 

 
        16,781,025  
     

 

 

 

 

Multiline Retail (0.0%):

  

  2,175       Kohl’s Corp.^(a)      132,762  
  2,073       Macy’s, Inc.^(a)      136,300  
  2,800       Ryohin Keikaku Co., Ltd.(a)      346,036  
     

 

 

 
        615,098  
     

 

 

 

 

Multi-Utilities (0.5%):

  

  23,266       CenterPoint Energy, Inc.(a)      545,122  
  14,815       Dominion Resources, Inc.(a)      1,139,274  
  41,698       GDF Suez(a)      973,754  
  67,090       National Grid plc(a)      956,306  
  7,813       RWE AG(a)      244,580  
  9,816       Sempra Energy(a)      1,093,110  
     

 

 

 
        4,952,146  
     

 

 

 

 

Oil, Gas & Consumable Fuels (4.7%):

  

  28,501       Anadarko Petroleum Corp.(a)      2,351,332  
  19,173       Antero Midstream Partners LP*(a)      527,258  
    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Oil, Gas & Consumable Fuels, continued

  

  112,886       Athabasca Oil Corp.*(a)    $ 251,722  
  42,054       BG Group plc(a)      559,701  
  59,649       Cameco Corp.(a)      978,840  
  2,987       Chevron Corp.(a)      335,082  
  3,655       Cimarex Energy Co.(a)      387,430  
  31,317       CONSOL Energy, Inc.^(a)      1,058,828  
  23,787       Diamondback Energy, Inc.*^(a)      1,421,987  
  30,140       Eclipse Resources Corp.*^(a)      211,884  
  3,818       EOG Resources, Inc.(a)      351,523  
  4,771       EQT Corp.(a)      361,165  
  19,714       Gulfport Energy Corp.*(a)      822,862  
  136,400       INPEX Corp.(a)      1,513,657  
  27,615       KazMunaiGas Exploration Production JSC, Registered Shares, GDR(a)      400,372  
  63,925       Lookout, Inc.*(a)(b)(c)      730,222  
  135,128       Lundin Petroleum AB*^(a)      1,933,490  
  3,387       Marathon Oil Corp.(a)      95,818  
  1,960       Marathon Petroleum Corp.(a)      176,910  
  15,127       Oasis Petroleum, Inc.*^(a)      250,201  
  154,200       Oil & Natural Gas Corp., Ltd.(a)      830,962  
  277,414       Ophir Energy plc*(a)      602,282  
  116,157       Palantir Technologies, Inc.*(a)(b)(c)      931,579  
  7,669       Parsley Energy, Inc., Class A*^(a)      122,397  
  71,761       Petroleo Brasileiro SA, Sponsored ADR(a)      523,856  
  49,178       Phillips 66(a)      3,526,062  
  4,315       Pioneer Natural Resources Co.(a)      642,288  
  52,935       Royal Dutch Shell plc, Sponsored ADR(a)      3,543,997  
  203,628       Statoil ASA(a)      3,570,909  
  22,665       Stone Energy Corp.*^(a)      382,585  
  4,475       Suncor Energy, Inc.(a)      142,216  
  32,673       Talisman Energy, Inc.(a)      255,830  
  10,686       Tesoro Corp.^(a)      794,504  
  20,473       Total SA(a)      1,055,447  
  41,344       Total SA, Sponsored ADR^(a)      2,116,812  
  47,155       TransCanada Corp.^(a)      2,318,166  
  3,490       Valero Energy Corp.(a)      172,755  
     

 

 

 
        36,252,931  
     

 

 

 

 

Paper & Forest Products (0.0%):

  

  3,070       International Paper Co.(a)      164,491  
     

 

 

 

 

Personal Products (0.2%):

  

  10,433       Beiersdorf AG^(a)      850,841  
  79,423       Hypermarcas SA*(a)      497,664  
  2,428       L’Oreal SA(a)      407,582  
     

 

 

 
        1,756,087  
     

 

 

 

 

Pharmaceuticals (4.2%):

  

  51,662       Abbvie, Inc.(a)      3,380,761  
  10,955       Actavis, Inc. plc*(a)      2,819,927  
  4,859       Allergan, Inc.(a)      1,032,975  
  31,100       Astellas Pharma, Inc.(a)      432,910  
  22,957       AstraZeneca plc(a)      1,614,727  
 

 

Continued

 

8


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

 

    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Pharmaceuticals, continued

  

  5,926       AstraZeneca plc, Sponsored ADR^(a)    $ 417,072  
  18,819       Bristol-Myers Squibb Co.(a)      1,110,886  
  23,382       Catalent, Inc.*^(a)      651,890  
  3,501       Eli Lilly & Co.(a)      241,534  
  59,309       Merck & Co., Inc.(a)      3,368,158  
  6,239       Mylan, Inc.*(a)      351,692  
  18,513       Novartis AG, Registered Shares(a)      1,703,108  
  15,800       Otsuka Holdings Co., Ltd.(a)      473,951  
  4,641       Perrigo Co. plc(a)      775,790  
  115,919       Pfizer, Inc.(a)      3,610,876  
  16,221       Roche Holding AG(a)      4,397,874  
  6,890       Sanofi-Aventis SA, Sponsored ADR(a)      314,253  
  26,019       Sanofi-Aventis SA(a)      2,370,983  
  2,100       Sawai Pharmaceutical Co., Ltd.^(a)      121,003  
  20,453       Shire plc(a)      1,446,938  
  460,000       Sino Biopharmaceutical, Ltd.(a)      416,134  
  25,005       Teva Pharmaceutical Industries, Ltd., Sponsored ADR(a)      1,438,037  
     

 

 

 
        32,491,479  
     

 

 

 

 

Professional Services (0.1%):

  

  42,526       Qualicorp SA*(a)      444,913  
     

 

 

 

 

Real Estate Investment Trusts (REITs) (0.4%):

  

  9,828       American Capital Agency Corp.(a)      214,545  
  7,794       American Tower Corp.(a)      770,437  
  10,532       Crown Castle International Corp.(a)      828,869  
  323,539       Fibra UNO Amdinistracion SA(a)      953,695  
  293,363       TF Administradora Industrial S de RL de C.V.(a)      613,953  
     

 

 

 
        3,381,499  
     

 

 

 

 

Real Estate Management & Development (1.3%):

  

  74,935       BR Malls Participacoes SA(a)      463,338  
  649,000       CapitaLand, Ltd.(a)      1,612,926  
  338,000       China Overseas Land & Investment, Ltd.(a)      997,616  
  38,000       Daikyo, Inc.*(a)      58,855  
  4,400       Daito Trust Construction Co., Ltd.(a)      498,276  
  646,000       Global Logistic Properties, Ltd.(a)      1,208,475  
  21,000       Nomura Real Estate Holdings, Inc.(a)      360,923  
  67,467       St. Joe Co. (The)*^(a)      1,240,718  
  144,000       Sun Hung Kai Properties, Ltd.(a)      2,177,721  
  180,000       Wharf Holdings, Ltd. (The)(a)      1,292,765  
     

 

 

 
        9,911,613  
     

 

 

 

 

Road & Rail (0.9%):

  

  16,462       Canadian National Railway Co.^(a)      1,134,396  
  24,792       CSX Corp.(a)      898,214  
  28,600       East Japan Railway Co.(a)      2,143,088  
  14,285       J.B. Hunt Transport Services, Inc.^(a)      1,203,511  
  25,000       Nippon Express Co., Ltd.(a)      127,167  
  7,000       Seino Holdings Co., Ltd.(a)      70,426  
  16,898       Union Pacific Corp.(a)      2,013,059  
     

 

 

 
        7,589,861  
     

 

 

 
    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Semiconductors & Semiconductor Equipment (0.3%):

  

  12,006       Infineon Technologies AG(a)    $ 128,702  
  4,467       KLA-Tencor Corp.^(a)      314,119  
  19,400       ROHM Co., Ltd.(a)      1,177,169  
  596       Samsung Electronics Co., Ltd.(a)      716,521  
  142,000       Taiwan Semiconductor Manufacturing Co., Ltd.(a)      626,646  
     

 

 

 
        2,963,157  
     

 

 

 

 

Software (1.7%):

  

  86,301       Activision Blizzard, Inc.(a)      1,738,965  
  2,269       Adobe Systems, Inc.*(a)      164,956  
  2,045       Check Point Software Technologies, Ltd.*(a)      160,676  
  11,900       Electronic Arts, Inc.*(a)      559,479  
  53,300       Gungho Online Enetertainment, Inc.^(a)      194,328  
  1,734       Intuit, Inc.(a)      159,857  
  44,916       Microsoft Corp.(a)      2,086,348  
  16,800       Nexon Co., Ltd.(a)      156,673  
  10,200       Nintendo Co., Ltd.(a)      1,063,234  
  80,656       Oracle Corp.(a)      3,627,101  
  9,978       SAP AG(a)      705,416  
  3,800       Trend Micro, Inc.^(a)      103,985  
  23,266       UbiSoft Entertainment SA*(a)      425,895  
  45,940       Veeva Systems, Inc., Class A*^(a)      1,213,275  
  4,253       VMware, Inc., Class A*^(a)      350,958  
     

 

 

 
        12,711,146  
     

 

 

 

 

Specialty Retail (0.2%):

  

  2,400       Autobacs Seven Co., Ltd.(a)      34,177  
  2,044       Lowe’s Cos., Inc.(a)      140,627  
  15,800       Sanrio Co., Ltd.^(a)      393,046  
  800       Shimamura Co., Ltd.^(a)      68,938  
  296,000       Yamada Denki Co., Ltd.^(a)      988,125  
  222,760       Zhongsheng Group Holdings, Ltd.^(a)      200,913  
     

 

 

 
        1,825,826  
     

 

 

 

 

Technology Hardware, Storage & Peripherals (0.2%):

  

  2,278       Apple, Inc.(a)      251,446  
  211,000       NEC Corp.(a)      615,231  
  1,630       Samsung SDI Co., Ltd.(a)      169,489  
  2,448       Seagate Technology plc(a)      162,792  
  2,403       Western Digital Corp.(a)      266,012  
     

 

 

 
        1,464,970  
     

 

 

 

 

Textiles, Apparel & Luxury Goods (0.4%):

  

  52,300       Coach, Inc.(a)      1,964,388  
  255       Hermes International SA(a)      91,046  
  8,056       Lululemon Athletica, Inc.*^(a)      449,444  
  4,361       LVMH Moet Hennessy Louis Vuitton SA(a)      689,541  
     

 

 

 
        3,194,419  
     

 

 

 

 

Tobacco (0.1%):

  

  5,733       Philip Morris International, Inc.(a)      466,953  
     

 

 

 

 

Trading Companies & Distributors (0.7%):

  

  16,891       Fastenal Co.^(a)      803,336  
  68,000       Mitsubishi Corp.(a)      1,247,320  
 

 

Continued

 

9


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Trading Companies & Distributors, continued

  

  197,900       Mitsui & Co., Ltd.(a)    $ 2,646,002  
  67,600       Sumitomo Corp.(a)      694,435  
     

 

 

 
        5,391,093  
     

 

 

 

 

Transportation Infrastructure (0.0%):

  

  615,711       Delta Topco, Ltd.*(a)(b)(c)      365,178  
  4,000       Kamigumi Co., Ltd.(a)      35,580  
  16,337       Novorossiysk Commercial Sea Trade Port JSC, Registered Shares, GDR(a)      32,395  
     

 

 

 
        433,153  
     

 

 

 

 

Water Utilities (0.1%):

  

  14,148       American Water Works Co., Inc.(a)      754,088  
     

 

 

 

 

Wireless Telecommunication Services (0.5%):

  

  27,132       America Movil SAB de C.V., Series L, Sponsored ADR^(a)      601,788  
  341,400       Axiata Group Berhad(a)      687,886  
  105,029       Far EasTone Telecommunications Co., Ltd.(a)      241,816  
  14,300       KDDI Corp.(a)      894,904  
  9,900       NTT DoCoMo, Inc.(a)      144,942  
  73,000       Taiwan Mobile Co., Ltd.(a)      241,094  
  156,902       Vodafone Group plc(a)      537,552  
  15,162       Vodafone Group plc, Sponsored ADR(a)      518,086  
     

 

 

 
        3,868,068  
     

 

 

 

 

Total Common Stocks (Cost $396,539,998)

     422,648,074  
     

 

 

 

 

Preferred Stocks (1.8%):

  

 

Auto Components (0.3%):

  

  61,095       Mobileye N.V., Series F, Preferred Shares*(a)(b)(c)      2,354,112  
     

 

 

 

 

Automobiles (0.2%):

  

  8,234       Volkswagen AG, Preferred Shares(a)      1,839,026  
     

 

 

 

 

Banks (0.9%):

  

  26,482       Citigroup Capital XIII, Preferred Shares^(a)      703,891  
  176,000       Deutsche Bank Capital Funding Trust VII, Preferred Shares(a)(d)      179,186  
  32,500       GMAC Capital Trust I, Preferred Shares(a)      857,349  
  15,683       HSBC Holdings plc, Series 2, Preferred Shares(a)      416,697  
  38,941       Itau Unibanco Holding SA, Preferred Shares(a)      507,060  
  21,833       RBS Capital Fund Trust V, Series E, Preferred Shares(a)      530,542  
  27,501       RBS Capital Funding Trust VII, Series G, Preferred Shares(a)      670,749  
  12,375       Royal Bank of Scotland Group plc, Series M, Preferred Shares, Sponsored ADR^(a)      305,168  
  9,710       Royal Bank of Scotland Group plc, Series Q, Preferred Shares, Sponsored ADR(a)      246,149  
  14,719       Royal Bank of Scotland Group plc, Series T, Preferred Shares, Sponsored ADR(a)      375,187  
  14,159       U.S. Bancorp, Series F, Preferred Shares^(a)      416,983  
    
    
    
    
     
Shares
           Fair Value  

 

Preferred Stocks, continued

  

 

Banks, continued

  

  7,409       U.S. Bancorp, Series G, Preferred Shares(a)    $ 200,932  
  541,000       USB Capital IX, Preferred Shares(a)      435,505  
     

 

 

 
        5,845,398  
     

 

 

 

 

Diversified Financial Services (0.0%):

  

  41,670       Fannie Mae, Series S, Preferred Shares(a)      161,263  
     

 

 

 

 

Food & Staples Retailing (0.0%):

  

  10,967       Companhia Brasileira de Destribuicao Grupo Pao de Acucar, Series A, Preferred Shares(a)      407,073  
     

 

 

 

 

Health Care Providers & Services (0.0%):

  

  186,439       Invitae Corp., Series F(a)(b)(c)      372,878  
     

 

 

 

 

Machinery (0.0%):

  

  2,123       Stanley Black & Decker, Inc., Preferred Shares^(a)      249,962  
     

 

 

 

 

Multi-Utilities (0.0%):

  

  7,500       Dominion Resources, Inc., Preferred Shares(a)      390,075  
     

 

 

 

 

Real Estate Investment Trusts (REITs) (0.2%):

  

  2,976       American Tower Corp., Series A, Preferred Shares(a)      342,121  
  13,044       Health Care REIT, Inc., Series I, Preferred Shares(a)      861,311  
     

 

 

 
        1,203,432  
     

 

 

 

 

Real Estate Management & Development (0.0%):

  

  15,600       Forestar Group, Inc., Preferred Shares(a)      331,188  
     

 

 

 

 

Semiconductors & Semiconductor Equipment (0.2%):

  

  1,918       Samsung Electronics Co., Ltd., Preferred Shares(a)      1,794,913  
     

 

 

 

 

Total Preferred Stocks (Cost $12,663,433)

     14,949,320  
     

 

 

 

 

Warrants (0.0%):

  

 

Paper & Forest Products (0.0%):

  

  157,250       TFS Corp., Ltd.*(a)(d)      96,646  
     

 

 

 

 

Real Estate Management & Development (0.0%):

  

  11,666       Sun Hung Kai Properties, Ltd.*(a)      29,489  
     

 

 

 

 

Total Warrants (Cost $—)

     126,135  
     

 

 

 

 

Convertible Preferred Stocks (0.3%):

  

 

Aerospace & Defense (0.0%):

  

  5,063       United Technologies Corp., 0.49%(a)      310,514  
     

 

 

 

 

Banks (0.0%):

  

  272       Wells Fargo & Co., Series L, Class A, 0.02%(a)      330,480  
     

 

 

 

 

Electric Utilities (0.1%):

  

  10,884       NextEra Energy, Inc., 0.33%(a)      746,098  
     

 

 

 

 

Metals & Mining (0.0%):

  

  11,422       Cliffs Natural Resources, Inc., Series A, 4.18%(a)      76,527  
     

 

 

 

 

Real Estate Investment Trusts (REITs) (0.2%):

  

  8,784       Crown Castle International Corp., Series A(a)      904,665  
     

 

 

 

 

Total Convertible Preferred Stocks (Cost $2,318,154)

     2,368,284  
     

 

 

 
 

 

Continued

 

10


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

 

Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

Right (0.0%):

  

 

Media (0.0%):

  

  4,279       Liberty Broadband Corp.*(a)    $ 40,651  
     

 

 

 

 

Total Right (Cost $—)

     40,651  
     

 

 

 

 

Convertible Bonds (2.0%):

  

 

Automobiles (0.1%):

  

$ 800,000       Volkswagen International Finance NV, 5.50%, 11/9/15+(a)(d)      1,070,525  
     

 

 

 

 

Banks (0.1%):

  

  753,000       JPMorgan Chase & Co., Series Q, 5.15%, 12/31/49, Callable 5/1/23 @ 100, Perpetual Bond^(a)(e)      709,326  
     

 

 

 

 

Biotechnology (0.4%):

  

  143,000       BioMarin Pharmaceutical, Inc., 0.75%, 10/15/18(a)      168,114  
  155,000       BioMarin Pharmaceutical, Inc., 1.50%, 10/15/20^(a)      189,972  
  244,000       Cubist Pharmaceuticals, Inc., 2.50%, 11/1/17(a)      845,308  
  331,000       Gilead Sciences, Inc., Series D, 1.63%, 5/1/16(a)      1,369,925  
     

 

 

 
        2,573,319  
     

 

 

 

 

Energy Equipment and Services (0.0%):

  

  191,000       Suzlon Energy, Ltd., Series SUEL, 3.25%, 7/16/19, Callable 1/16/15 @ 100.85(a)(d)(e)      173,170  
     

 

 

 

 

Food & Staples Retailing (0.1%):

  

  500,000       Olam International, Ltd., 6.00%, 10/15/16(a)(d)      527,500  
     

 

 

 

 

Food Products (0.0%):

  

  400,000       REI Agro, Ltd., Registered Shares, 5.50%, 11/13/14(a)(b)(f)      39,000  
     

 

 

 

 

Health Care Providers & Services (0.1%):

  

  80,000       Brookdale Senior Living, Inc., 2.75%, 6/15/18(a)      108,950  
  463,000       WellPoint, Inc., 2.75%, 10/15/42(a)      796,939  
     

 

 

 
        905,889  
     

 

 

 

 

Internet Software & Services (0.0%):

  

  380,000       SINA Corp., 1.00%, 12/1/18, Callable 12/1/16 @ 100(a)      350,313  
  375,000       Twitter, Inc., 1.00%, 9/15/21(a)(d)      326,719  
     

 

 

 
        677,032  
     

 

 

 

 

Oil, Gas & Consumable Fuels (0.2%):

  

  886,000       Cobalt International Energy, Inc., 2.63%, 12/1/19(a)      534,923  
  1,111,000       Cobalt International Energy, Inc., 3.13%, 5/15/24^(a)      746,453  
  70,000       Dana Gas Sukuk, Ltd., 7.00%, 10/31/17(a)      61,600  
     

 

 

 
        1,342,976  
     

 

 

 

 

Pharmaceuticals (0.2%):

  

  402,000       Mylan, Inc., 3.75%, 9/15/15(a)      1,698,952  
     

 

 

 
Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

Convertible Bonds, continued

  

 

Real Estate Management & Development (0.3%):

  

$ 750,000       CapitaLand, Ltd., 2.10%, 11/15/16+(a)(d)    $ 566,337  
  1,500,000       CapitaLand, Ltd., Series CAPL, 2.95%, 6/20/22, Callable 6/20/17 @ 100+(a)(d)      1,137,998  
  500,000       CapitaLand, Ltd., 1.95%, 10/17/23, Callable 10/17/18 @ 100+(a)(d)      381,994  
  250,000       CapitaLand, Ltd., 1.95%, 10/17/23, Callable 10/17/18 @ 100+(a)(d)      190,997  
  406,000       Forest City Enterprises, Inc., 4.25%, 8/15/18(a)      463,348  
     

 

 

 
        2,740,674  
     

 

 

 

 

Semiconductors & Semiconductor Equipment (0.1%):

  

  246,000       Intel Corp., 3.25%, 8/1/39(a)      427,733  
     

 

 

 

 

Software (0.1%):

  

  420,000       Salesforce.com, Inc., 0.25%, 4/1/18(a)      478,538  
  428,000       Take-Two Interactive Software, Inc., 1.75%, 12/1/16(a)      647,350  
     

 

 

 
        1,125,888  
     

 

 

 

 

Wireless Telecommunication Services (0.3%):

  

  500,000       Telecom Italia Finance SA, Registered Shares, 6.13%, 11/15/16+(a)(d)      709,005  
  300,000       Telefonica SA, Series TIT, 6.00%, 7/24/17+(a)      372,772  
  900,000       Telefonica SA, Series TEF, 4.90%, 9/25/17+(a)(d)      1,094,905  
     

 

 

 
        2,176,682  
     

 

 

 

 

Total Convertible Bonds (Cost $15,152,025)

     16,188,666  
     

 

 

 

 

Floating Rate Loans (1.0%):

  

 

Biotechnology (0.2%):

  

  1,609,718       Grifols Worldwide Operations USA, 3.17%, 3/3/21(a)(e)      1,585,572  
     

 

 

 

 

Construction & Engineering (0.1%):

  

  304,147       Autobahn Tank & Rast Holding GmbH, 3.33%, 12/10/18(a)(e)      366,919  
  122,640       Autobahn Tank & Rast Holding GmbH, 3.58%, 12/10/19(a)(e)      147,479  
     

 

 

 
        514,398  
     

 

 

 

 

Energy Equipment & Services (0.2%):

  

  377,055       Drillships Financing Holdings, Inc., 6.00%, 3/31/21(a)(e)      293,869  
  478,006       Drillships Ocean Ventures, Inc., 5.50%, 7/9/21(a)(e)      382,405  
  405,533       Fieldwood Energy LLC, 9.38%, 9/20/20(a)(e)      294,518  
  1,299,698       Seadrill, Ltd., 4.00%, 2/21/21(a)(e)      1,005,317  
     

 

 

 
        1,976,109  
     

 

 

 

 

Hotels, Restaurants & Leisure (0.2%):

  

  1,728,577       Hilton Worldwide Finance LLC, 3.50%, 10/25/20(a)(e)      1,706,244  
     

 

 

 
 

 

Continued

 

11


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

 

Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

Floating Rate Loans, continued

  

 

Media (0.2%):

  

$ 292,000       AP One Channel Center Owner LP, Series 4814, 5.00%, 7/15/19(a)(e)    $ 292,000  
  472,000       Charter Communications Operating LLC, 4.25%, 8/12/21(a)(e)      474,657  
  722,088       Univision Communications, Inc., 4.00%, 3/1/20(a)(e)      705,120  
  389,246       Univision Communications, Inc., 4.00%, 3/1/20(a)(e)      380,098  
     

 

 

 
        1,851,875  
     

 

 

 

 

Oil, Gas & Consumable Fuels (0.1%):

  

  104,864       Sheridan Production Partners, 4.25%, 12/2/20(a)(e)      82,843  
  753,671       Sheridan Production Partners, 4.25%, 12/2/20(a)(e)      595,399  
  39,120       Sheridan Production Partners, 4.25%, 12/2/20(a)(e)      30,905  
     

 

 

 
        709,147  
     

 

 

 

 

Pharmaceuticals (0.0%):

  

  188,674       Mallinckrodt International Finance SA, 3.25%, 2/24/21(a)(e)      184,806  
     

 

 

 

 

Total Floating Rate Loans (Cost $9,380,783)

     8,528,151  
     

 

 

 

 

Corporate Bonds (2.3%):

  

 

Automobiles (0.1%):

  

  620,000       General Motors Financial Co., Inc., 3.50%, 7/10/19^(a)      633,096  
     

 

 

 

 

Banks (0.4%):

  

  307,000       Bank of America Corp., 1.32%, 3/22/18, MTN(a)(e)      309,243  
  385,000       Bank of America Corp., 2.60%, 1/15/19(a)      387,994  
  430,000       CIT Group, Inc., 4.75%, 2/15/15(a)(d)      430,323  
  410,000       HSBC USA, Inc., 1.63%, 1/16/18(a)      408,421  
  290,000       JPMorgan Chase & Co., 6.13%, 6/27/17(a)      319,997  
  1,565,000       JPMorgan Chase & Co., Series X, 6.10%, 10/29/49, Callable 10/1/24 @ 100(a)(e)      1,561,087  
     

 

 

 
        3,417,065  
     

 

 

 

 

Beverages (0.0%):

  

  258,000       Anheuser-Busch InBev NV Worldwide, Inc., 1.38%, 7/15/17(a)      257,771  
     

 

 

 

 

Capital Markets (0.5%):

  

  1,258,000       Ford Motor Credit Co. LLC, 1.72%, 12/6/17(a)      1,244,999  
  408,000       Ford Motor Credit Co. LLC, 2.38%, 1/16/18^(a)      410,364  
  395,000       Ford Motor Credit Co. LLC, 5.00%, 5/15/18(a)      429,186  
  662,000       Goldman Sachs Group, Inc. (The), Series L, 5.70%, 12/29/49, Callable 5/10/19 @ 100^(a)(e)      669,613  
  361,000       Merrill Lynch & Co., 6.88%, 4/25/18, MTN(a)      414,637  
Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

Corporate Bonds, continued

  

 

Capital Markets, continued

  

$ 268,000       Morgan Stanley, Series G, 7.30%, 5/13/19(a)    $ 317,887  
  489,000       Morgan Stanley, Series H, 5.45%, 12/29/49, Callable 7/15/19 @ 100^(a)(e)      489,880  
     

 

 

 
        3,976,566  
     

 

 

 

 

Communications Equipment (0.0%):

  

  110,000       Hughes Satellite Systems Corp., 7.63%, 6/15/21(a)      121,000  
     

 

 

 

 

Consumer Finance (0.2%):

  

  578,000       Ally Financial, Inc., 2.75%, 1/30/17^(a)      576,197  
  431,000       Ally Financial, Inc., 3.50%, 1/27/19^(a)      425,828  
  370,000       Synchrony Financial, 3.75%, 8/15/21, Callable 6/15/21 @ 100(a)      377,951  
     

 

 

 
        1,379,976  
     

 

 

 

 

Diversified Financial Services (0.3%):

  

  558,000       Bank of America Corp., 2.00%, 1/11/18, MTN(a)      557,576  
  298,000       Citigroup, Inc., Series A, 5.95%, 12/29/49, Callable 1/30/23 @ 100^(a)(e)      293,530  
  272,000       General Electric Capital Corp., Series A, 5.55%, 5/4/20, MTN(a)      312,603  
  600,000       General Electric Capital Corp., Series B, 6.25%, 12/15/49, Callable 12/15/22 @ 100^(a)(e)      653,251  
  420,000       General Electric Capital Corp., 6.38%, 11/15/67, Callable 11/15/17 @ 100(a)(e)      450,450  
  222,000       Hyundai Capital America, Inc., 2.13%, 10/2/17(a)(d)      223,082  
     

 

 

 
        2,490,492  
     

 

 

 

 

Health Care Equipment & Supplies (0.1%):

  

  820,000       Medtronic, Inc., 3.15%, 3/15/22(a)(d)      830,394  
     

 

 

 

 

IT Services (0.0%):

  
  130,000       SunGard Data Systems, Inc., 7.38%, 11/15/18, Callable 2/9/15 @ 105.53(a)      135,200  
     

 

 

 

 

Media (0.1%):

  
  245,000       Cablevision Systems Corp., 5.88%, 9/15/22^(a)      248,063  
  200,000       NBCUniversal Enterprise, Inc., 5.25%, 12/31/99, Callable 3/19/21 @ 100(a)(d)      207,500  
     

 

 

 
        455,563  
     

 

 

 

 

Oil, Gas & Consumable Fuels (0.2%):

  

  399,000       Chesapeake Energy Corp., 3.48%, 4/15/19, Callable 4/15/15 @ 101(a)(e)      391,020  
  325,000       Reliance Holdings USA, Inc., 4.50%, 10/19/20(a)(d)      339,608  
  250,000       Reliance Holdings USA, Inc., 5.40%, 2/14/22(a)(d)      270,827  
  270,000       Sabine Pass Liquefaction LLC, 5.63%, 4/15/23^(a)      264,600  
     

 

 

 
        1,266,055  
     

 

 

 
 

 

Continued

 

12


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

Corporate Bonds, continued

  

 

Pharmaceuticals (0.2%):

  

$ 475,000       Forest Laboratories, Inc., 4.38%, 2/1/19(a)(d)    $ 501,776  
  331,000       Forest Laboratories, Inc., 5.00%, 12/15/21, Callable 9/16/21 @ 100(a)(d)      358,415  
  513,000       Mylan, Inc., 2.55%, 3/28/19^(a)      511,030  
     

 

 

 
        1,371,221  
     

 

 

 

 

Real Estate Investment Trusts (REITs) (0.0%):

  

  162,000       American Tower Corp., 3.40%, 2/15/19^(a)      164,887  
     

 

 

 

 

Specialty Retail (0.0%):

  

  393,000       Best Buy Co., Inc., 5.00%, 8/1/18(a)      406,509  
     

 

 

 

 

Technology Hardware, Storage & Peripherals (0.0%):

  

  238,000       Xerox Corp., 6.35%, 5/15/18^(a)      269,111  
     

 

 

 

 

Thrifts & Mortgage Finance (0.0%):

  

  365,000       Capital One Bank USA NA, Series BNKT, 2.15%, 11/21/18, Callable 10/21/18 @ 100(a)      363,095  
     

 

 

 

 

Transportation Infrastructure (0.1%):

  

  516,343       Delta Topco, Ltd., 10.00%, 11/24/60(a)(b)(c)      518,360  
     

 

 

 

 

Wireless Telecommunication Services (0.1%):

  

  1,070,000       AT&T, Inc., 2.38%, 11/27/18^(a)      1,078,288  
     

 

 

 

 

Total Corporate Bonds (Cost $19,006,304)

     19,134,649  
     

 

 

 

 

Foreign Bonds (8.7%):

  

 

Banks (0.2%):

  

  610,000       Lloyds TSB Bank plc , Series E, 13.00%, 1/29/49, Callable 1/21/29 @ 100+(a)(e)      1,619,378  
     

 

 

 

 

Metals & Mining (0.0%):

  

  270,000       Constellium NV , 7.00%, 1/15/23, Callable 1/15/18 @ 105.25+(a)(d)      312,791  
     

 

 

 

 

Sovereign Bonds (8.5%):

  

  5,769,000       Australian Government , Series 122, 5.25%, 3/15/19+(a)      5,284,244  
  10,510,000       Australian Government , Series 143, 2.75%, 10/21/19+(a)      8,765,953  
  3,022,000       Brazil Nota do Tesouro Nacional , Series NTNF, 0.32%, 1/1/17+(a)(g)(h)      1,083,288  
  2,547,000       Brazil Nota do Tesouro Nacional , Series NTNF, 1.86%, 1/1/21+(a)(g)(h)      865,774  
  8,588,000       Government of Poland , 5.75%, 10/25/21+(a)      2,948,779  
  24,694,000,000       Indonesia Government , Series FR69, 7.88%, 4/15/19+(a)      2,007,135  
  6,272,000,000       Indonesia Government , Series FR70, 8.38%, 3/15/24+(a)      525,622  
  150,000,000       Japan Treasury Discount Bill , Series 482, 0.00%, 1/8/15+(a)(g)      1,252,505  
  160,000,000       Japan Treasury Discount Bill , Series 499, 0.00%, 2/4/15+(a)(g)      1,336,005  
  80,000,000       Japan Treasury Discount Bill , Series 478, 0.00%, 3/10/15+(a)(g)      667,969  
  160,000,000       Japan Treasury Discount Bill , Series 500, 0.00%, 3/23/15+(a)(g)      1,336,005  
Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

Foreign Bonds, continued

  

 

Sovereign Bonds, continued

  

$ 49,273,000       Mexican Bonos Desarr , 8.00%, 12/7/23+(a)(e)(i)    $ 3,839,063  
  96,411,800       Mexican Bonos Desarr , Series M 20, 10.00%, 12/5/24+(a)(e)(i)      8,561,039  
  220,707,000       Mexican Cetes , Series BI, 0.00%, 1/22/15+(a)(i)      1,494,024  
  74,245,400       Mexican Cetes , Series BI, 0.00%, 2/5/15+(a)(i)      501,988  
  117,581,800       Mexican Cetes , Series BI, 0.00%, 2/19/15+(a)(i)      794,156  
  198,377,600       Mexican Cetes , Series BI, 0.00%, 3/5/15+(a)(i)      1,338,028  
  225,021,200       Mexican Cetes , Series BI, 0.00%, 3/19/15+(a)(i)      1,515,798  
  150,698,400       Mexican Cetes , Series BI, 0.00%, 4/1/15+(a)(i)      1,014,059  
  115,860,000       Mexican Cetes , Series BI, 0.00%, 4/16/15+(a)(i)      778,647  
  152,284,900       Mexican Cetes , Series BI, 0.00%, 4/30/15+(a)(i)      1,022,225  
  235,914,000       Mexican Cetes , Series BI, 0.00%, 5/28/15+(a)(i)      1,580,010  
  231,730,000       Mexican Cetes , Series BI, 0.00%, 6/11/15+(a)(i)      1,549,318  
  2,278,000       New Zealand Government , Series 319, 5.00%, 3/15/19+(a)      1,875,365  
  4,019,000       Nota do Tesouro Nacional , Series NTNB, 0.00%, 5/15/23+(a)(h)      3,801,374  
  4,555,000       Nota do Tesouro Nacional , Series NTNF, 0.97%, 1/1/25+(a)(g)(h)      1,501,011  
  7,328,000       Poland Government Bond , Series 1020, 5.25%, 10/25/20+(a)      2,408,414  
  6,124,618       United Kingdom Treasury , 2.25%, 9/7/23+(a)(d)      10,000,895  
     

 

 

 
        69,648,693  
     

 

 

 

 

Total Foreign Bonds (Cost $76,543,041)

     71,580,862  
     

 

 

 

 

Yankee Dollars (2.6%):

  

 

Banks (0.7%):

  

  275,000       Banco Estado Chile, 2.03%, 4/2/15(a)      276,035  
  450,000       Banco Santander Chile SA, 2.11%, 6/7/18(a)(d)(e)      455,625  
  1,172,000       BNP Paribas SA, 2.40%, 12/12/18^(a)      1,183,159  
  253,000       Export-Import Bank of Korea, 2.88%, 9/17/18(a)      259,640  
  1,275,000       HSBC Holdings plc, 6.38%, 12/29/49, Callable 9/17/24 @ 100^(a)(e)      1,287,750  
  221,000       Intesa Sanpaolo SpA, 3.88%, 1/16/18^(a)      230,095  
  1,065,000       Intesa Sanpaolo SpA, 3.88%, 1/15/19(a)      1,102,694  
  200,000       Lloyds Bank plc, 2.30%, 11/27/18(a)      201,889  
  250,000       Rabobank Nederland, 3.95%, 11/9/22(a)      254,657  
  553,000       State Bank of India, 3.62%, 4/17/19(a)(d)      560,783  
 

 

Continued

 

13


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

 

Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

Yankee Dollars, continued

  

 

Banks, continued

  

$ 460,000       Sumitomo Mitsui Banking Corp., 2.45%, 1/10/19(a)    $ 462,082  
  366,000       UBS AG Stamford CT, 2.38%, 8/14/19(a)      365,978  
     

 

 

 
        6,640,387  
     

 

 

 

 

Capital Markets (0.2%):

  

  501,340       Dana Gas Sukuk, Ltd., 9.00%, 10/31/17, Callable 10/13/17 @ 103(a)(d)      451,206  
  1,098,330       Dana Gas Sukuk, Ltd., 7.00%, 10/31/17(a)(d)      966,530  
     

 

 

 
        1,417,736  
     

 

 

 

 

Diversified Financial Services (0.1%):

  

  400,000       CSG Guernsey I, Ltd., Registered Shares, 7.88%, 2/24/41, Callable 8/24/16 @ 100(a)(d)(e)      424,000  
  400,000       Odebrecht Finance, Ltd., 4.38%, 4/25/25(a)(d)      343,000  
     

 

 

 
        767,000  
     

 

 

 

 

Diversified Telecommunication Services (0.1%):

  

  489,000       Intelsat Jackson Holdings SA, 7.50%, 4/1/21, Callable 4/1/15 @ 103.75(a)      523,230  
     

 

 

 

 

Electric Utilities (0.0%):

  

  85,000       Empresa Distribuidora Y Comercializadora Norte SA, 9.75%, 10/25/22, Callable 10/25/18 @ 104.88(a)(d)      59,415  
     

 

 

 

 

Government (0.0%):

  

  178,000       Provincia de Buenos Aires, 10.88%, 1/26/21(a)(d)      161,980  
     

 

 

 

 

Industrial Conglomerates (0.1%):

  

  400,000       Hutchison Whampoa International 11, Ltd., 3.50%, 1/13/17(a)(d)      414,424  
     

 

 

 

 

Internet & Catalog Retail (0.2%):

  

  470,000       Alibaba Group Holding, Ltd., 3.13%, 11/28/21, Callable 9/28/21 @ 100(a)(d)      464,349  
  725,000       Alibaba Group Holding, Ltd., 3.60%, 11/28/24, Callable 8/28/24 @ 100(a)(d)      719,086  
     

 

 

 
        1,183,435  
     

 

 

 

 

Media (0.0%):

  

  200,000       Unitymedia Hessen, 5.50%, 1/15/23, Callable 1/15/18 @ 103(a)(d)      209,000  
     

 

 

 

 

Oil Gas & Consumable Fuels (0.0%):

  

  229,000       Petrobras International Finance Co., 5.38%, 1/27/21(a)      212,185  
     

 

 

 

 

Oil, Gas & Consumable Fuels (0.3%):

  

  240,000       Bumi Investment Pte, Ltd., 10.75%, 10/6/17, Callable 2/23/15 @ 105.38(a)(d)(f)      53,400  
  1,102,000       Petrobras Global Finance BV, 2.37%, 1/15/19(a)(e)      977,562  
  533,000       Petrobras Global Finance BV, 6.25%, 3/17/24^(a)      507,171  
Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

Yankee Dollars, continued

  

 

Oil, Gas & Consumable Fuels, continued

  

$ 469,000       YPF SA, 8.88%, 12/19/18^(a)(d)    $ 484,993  
  283,000       YPF SA, 8.75%, 4/4/24(a)(d)      287,599  
     

 

 

 
        2,310,725  
     

 

 

 

 

Paper & Forest Products (0.1%):

  

  425,000       TFS Corp., Ltd., 11.00%, 7/15/18, Callable 7/15/15 @ 108(a)(d)      450,500  
     

 

 

 

 

Real Estate Investment Trusts (REITs) (0.1%):

  

  516,000       Trust F/1401, 5.25%, 12/15/24(a)(d)      531,532  
     

 

 

 

 

Real Estate Management & Development (0.0%):

  

  200,000       Sun Hung Kai Properties, Ltd., Series E, 4.50%, 2/14/22(a)(d)      212,822  
     

 

 

 

 

Road & Rail (0.0%):

  

  495,000       Inversiones Alsacia SA, 0.00%, 8/18/18(a)(k)      —  
  388,779       Inversiones Alsacia SA, 8.00%, 12/31/18, Callable 1/23/15 @ 100(a)(d)      283,809  
  173,000       Viterra, Inc., 5.95%, 8/1/20(a)(d)      191,002  
     

 

 

 
        474,811  
     

 

 

 

 

Sovereign Bonds (0.6%):

  

  243,000       Federal Republic of Brazil, 4.88%, 1/22/21(a)      258,188  
  1,583,590       Republic of Argentina, Series X, 2.46%, 4/17/17(a)(g)      1,520,247  
  949,310       Republic of Argentina, 0.93%, 5/7/24(a)(g)      925,577  
  101,000       Republic of Colombia, 7.38%, 1/27/17(a)      111,858  
  178,000       Republic of Hungary, 4.75%, 2/3/15(a)      178,417  
  534,000       Republic of Hungary, 4.13%, 2/19/18(a)      553,800  
  1,028,000       Republic of Turkey, 6.75%, 4/3/18(a)      1,143,650  
     

 

 

 
        4,691,737  
     

 

 

 

 

Tobacco (0.0%):

  

  375,000       B.A.T. International Finance plc, 2.13%, 6/7/17(a)(d)      378,485  
     

 

 

 

 

Wireless Telecommunication Services (0.1%):

  

  200,000       Colombia Telecomm SA ESP, 5.38%, 9/27/22, Callable 9/27/17 @ 102.69(a)(d)      195,000  
  572,000       Telecom Italia SpA, 5.30%, 5/30/24(a)(d)      579,150  
     

 

 

 
        774,150  
     

 

 

 

 

Total Yankee Dollars (Cost $21,711,149)

     21,413,554  
     

 

 

 

 

U.S. Government Agency Mortgage (0.1%):

  

  768,000       Federal National Mortgage Association, 3.00%, 1/25/45(a)      776,880  
     

 

 

 

 

Total U.S. Government Agency Mortgage (Cost $768,360)

     776,880  
     

 

 

 

 

U.S. Treasury Obligations (23.1%):

  

 

U.S. Treasury Bills (17.6%)

  
  4,230,000       0.01%, 1/2/15(a)(g)      4,230,000  
  15,000,000       0.02%, 1/8/15(a)(g)      14,999,969  
  10,507,000       0.02%, 1/15/15(a)(g)      10,506,905  
  2,000,000       0.02%, 1/22/15(a)(g)      1,999,966  
  1,521,000       0.00%, 2/5/15(a)(g)      1,520,964  
  12,500,000       0.04%, 2/12/15(a)(g)      12,499,750  
  34,484,000       0.02%, 2/19/15(a)(g)      34,483,206  
 

 

Continued

 

14


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

U.S. Treasury Obligations, continued

  

 

U.S. Treasury Bills, continued

  
$ 12,000,000       0.03%, 2/26/15(a)(g)    $ 11,999,628  
  13,000,000       0.03%, 3/5/15(a)(g)      12,999,610  
  8,000,000       0.02%, 3/12/15(a)(g)      7,999,616  
  2,715,000       0.02%, 3/19/15(a)(g)      2,714,886  
  4,000,000       0.04%, 3/26/15(a)(g)      3,999,840  
  3,000,000       0.04%, 4/2/15(a)(g)      2,999,700  
  5,000,000       0.03%, 4/9/15(a)(g)      4,999,630  
  7,250,000       0.06%, 5/14/15(a)(g)      7,248,601  
  8,500,000       0.06%, 5/21/15(a)(g)      8,498,113  
     

 

 

 
        143,700,384  
     

 

 

 

 

U.S. Treasury Notes (5.5%)

  

  3,956,800       0.25%, 3/31/15(a)      3,958,193  
  1,940,000       0.25%, 7/31/15(j)      1,941,364  
  4,037,300       1.25%, 10/31/18(a)      4,011,122  
  5,250,000       1.63%, 7/31/19(a)      5,258,201  
  4,376,800       1.63%, 8/31/19(a)      4,381,588  
  5,647,500       2.25%, 4/30/21(a)      5,763,539  
  7,527,500       2.00%, 5/31/21(a)      7,565,138  
  6,847,700       2.38%, 8/15/24(a)      6,974,492  
  5,459,700       2.25%, 11/15/24(a)      5,496,384  
     

 

 

 
        45,350,021  
     

 

 

 

 

Total U.S. Treasury Obligations (Cost $188,683,250)

     189,050,405  
     

 

 

 
Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

Purchased Options (1.3%):

  

 

Total Purchased Options (Cost $8,743,630)

   $ 10,448,717  
     

 

 

 

 

Exchange Traded Funds (0.7%):

  

  4,500       ETFS Platinum Trust(j)      526,725  
  5,330       ETFS Physical Palladium Shares(j)      413,022  
  112,395       iShares Gold Trust(j)      1,285,799  
  28,438       SPDR Gold Trust(j)      3,229,988  
     

 

 

 

 

Total Exchange Traded Fund (Cost $6,514,097)

     5,455,534  
     

 

 

 

 

Securities Held as Collateral for Securities on Loan (5.6%):

  

  45,894,168       Allianz Variable Insurance Products Securities Lending Collateral Trust(m)      45,894,168  
     

 

 

 

 
 

Total Securities Held as Collateral for Securities on Loan
(Cost $45,894,168)

     45,894,168  
     

 

 

 

 

Unaffiliated Investment Companies (3.4%):

  

  872,166       Dreyfus Treasury Prime Cash Management Fund, Institutional Shares, 0.00%(g) (l)      872,166  
  27,000,708       Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.01%(g)      27,000,708  
     

 

 

 

 

Total Unaffiliated Investment Company (Cost $27,872,874)

     27,872,874  
     

 

 

 

 

Total Investment Securities (Cost $831,791,266)(n) — 104.6%

     856,476,924  

 

Net other assets (liabilities) — (4.6)%

     (38,042,110 ) 
     

 

 

 

 

Net Assets — 100.0%

   $ 818,434,814   
     

 

 

 
 

 

Percentages indicated are based on net assets as of December 31, 2014.

ADR—American Depositary Receipt

GDR—Global Depositary Receipt

JPY—Notional amount stated is in Japanese Yen.

MTN—Medium Term Note

SPDR—Standard & Poor’s Depository Receipts

 

* Non-income producing security.

 

^ This security or a partial position of this security was on loan as of December 31, 2014. The total value of securities on loan as of December 31, 2014, was $44,326,021.

 

+ The principal amount is disclosed in local currency and the fair value is disclosed in U.S. Dollars.

 

(a) These securities are held by the AZL BlackRock Global Allocation Fund (the “VIP Subsidiary”).

 

(b) Rule 144A, Section 4(2) or other security which is restricted to resale to institutional investors. The sub-adviser has deemed these securities to be illiquid based on procedures approved by the Board of Trustees. As of December 31, 2014, these securities represent 1.06% of the net assets of the fund.

 

(c) Security was valued in good faith pursuant to procedures approved by the Board of Trustees as of December 31, 2014. The total of all such securities represent 1.05% of the net assets of the fund.

 

(d) Rule 144A, Section 4(2) or other security which is restricted to resale to institutional investors. The sub-adviser has deemed these securities to be liquid based on procedures approved by the Board of Trustees.

 

(e) Variable rate security. The rate presented represents the rate in effect at December 31, 2014. The date presented represents the final maturity date.

 

(f) Defaulted bond.

 

(g) The rate represents the effective yield at December 31, 2014.

 

(h) Principal amount is stated in 1,000 Brazilian Real Units.

 

(i) Principal amount is stated in 100 Mexican Peso Units.

 

(j) All or a portion of these securities are held by the AZL Cayman Global Allocation Fund, Ltd. (the “Cayman Subsidiary”).

 

(k) Escrow security due to bankruptcy.

 

Continued

 

15


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

(l) All or a portion of these securities are held by the VIP Subsidiary.

 

(m) Purchased with cash collateral held from securities lending. The value of the collateral could include collateral held for securities that were sold on or before December 31, 2014.

 

(n) See Federal Tax Information listed in the Notes to the Financial Statements.

The following represents the concentrations by country of risk (based on the domicile of the security issuer) relative to the total fair value of investments as of December 31, 2014:

 

Country    Percentage  

Argentina

     0.5 % 

Australia

     2.1 % 

Belgium

     — %NM 

Bermuda

     0.1 % 

Brazil

     1.3 % 

Canada

     1.3 % 

Cayman Islands

     0.5 % 

Chile

     0.1 % 

China

     0.1 % 

Colombia

     — %NM 

Cyprus

     — %NM 

Denmark

     — %NM 

European Community

     0.1 % 

France

     2.5 % 

Germany

     1.3 % 

Guernsey

     0.1 % 

Hong Kong

     0.9 % 

Hungary

     0.1 % 

India

     0.5 % 

Indonesia

     0.4 % 

Ireland (Republic of)

     0.4 % 

Israel

     0.2 % 

Italy

     0.7 % 

Japan

     8.4 % 

Jersey

     0.2 % 
Country    Percentage  

Kazakhstan

     0.1 % 

Korea, Republic Of

     0.3 % 

Luxembourg

     0.2 % 

Malaysia

     0.2 % 

Mexico

     3.2 % 

Netherlands

     1.9 % 

New Zealand

     0.2 % 

Norway

     0.4 % 

Poland

     0.6 % 

Portugal

     — %NM 

Republic of Korea (South)

     0.2 % 

Russian Federation

     — %NM 

Singapore

     1.0 % 

South Africa

     0.1 % 

Spain

     0.3 % 

Sweden

     0.3 % 

Switzerland

     1.8 % 

Taiwan

     0.2 % 

Thailand

     0.1 % 

Turkey

     0.1 % 

United Arab Emirates

     0.1 % 

United Kingdom

     5.0 % 

United States

     61.9 % 
  

 

 

 
     100.0 % 
  

 

 

 
 

 

NM Not meaningful, amount is less than 0.05%.

Securities Sold Short (-0.1%):(a)

 

Security Description    Proceeds
Received
     Fair Value      Unrealized
Appreciation/
Deprecation
 

Avery Dennison Corp.

   $ (383,876 )     $ (394,392 )    $ (10,516 )

Campbell Soup Co.

     (152,034 )       (154,440 )      (2,406 )

Mead Johnson Nutrition Co.

     (462,551 )       (468,315 )      (5,764 )
  

 

 

    

 

 

    

 

 

 
   $ (998,461 )     $ (1,017,147 )    $ (18,686 )
  

 

 

    

 

 

    

 

 

 

 

Continued

 

16


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

Futures Contracts

Cash of $14,053,643 has been segregated to cover margin requirements for the following open contracts as of December 31, 2014:

 

Description    Type      Expiration
Date
     Number of
Contracts
     Notional
Value
     Unrealized
Appreciation/
(Depreciation)
 

S&P 500 Index E-Mini March Futures (U.S. Dollar)(a)

     Short         3/20/15         (135 )     $ (13,853,700 )     $ (124,563 ) 

DJ EURO STOXX 50 March Futures (Euro)(a)

     Long         3/23/15         14         530,689        512  

Tokyo Price Index March Futures (Japanese Yen)(a)

     Long         3/12/15         27         3,173,221        (68,119 ) 

ASX SPI 200 Index March Futures (Australian Dollar)(a)

     Long         3/20/15         1         109,840        4,550  

S&P 500 Index E-Mini March Futures (U.S. Dollar)

     Long         3/20/15         236         24,218,320        394,753  

FTSE 100 Index March Futures (British Pounds)(a)

     Long         3/23/15         2         203,294        6,988  

S&P/Toronto Stock Exchange 60 Index March Futures (Canadian Dollar)(a)

     Long         3/19/15         1         146,638        8,333  

CAC 40 10 Euro January Futures (Euro)(a)

     Long         1/16/15         3         155,243        1,564  

U.S. Treasury 10-Year Note March Futures (U.S. Dollar)

     Long         3/20/15         129         16,356,797        88,273  

German Stock Index March Futures (Euro)(a)

     Long         3/20/15         3         893,229        26,461  

NASDAQ 100 E-Mini March Futures (U.S. Dollar)(a)

     Long         3/20/15         2         169,310        5,967  

NIKKEI 225 Index March Futures (Japanese Yen)(a)

     Long         3/12/15         60         4,336,172        23,759  
              

 

 

 

Total

               $ 368,478  
              

 

 

 

Option Contracts(a)

Over-the-counter options purchased as of December 31, 2014 were as follows:

 

Description    Counterparty    Put/
Call
   Strike Price      Expiration
Date
     Contracts      Fair Value  

Abbvie, Inc.

   Barclays Bank    Call      USD         55.00         06/19/15         36,800      $ 417,774  

Aetna, Inc.

   Barclays Bank    Call      USD         80.00         06/19/15         30,000        332,207  

Anadarko Petroleum Corp.

   Barclays Bank    Call      USD         85.00         02/20/15         30,275        109,172  

Anadarko Petroleum Corp.

   Citigroup Global Markets    Call      USD         85.00         02/20/15         8,325        30,020  

Anadarko Petroleum Corp.

   Deutsche Bank    Call      USD         95.00         02/20/15         30,975        33,339  

Apache Corp.

   Citigroup Global Markets    Call      USD         110.00         01/16/15         10,800        2  

Bank of America Corp.

   Goldman Sachs    Call      USD         20.00         01/15/16         58,700        48,155  

Citigroup, Inc.

   Goldman Sachs    Call      USD         70.00         01/15/16         40,400        27,931  

Coach, Inc.

   Bank of America    Call      USD         60.00         02/20/15         13,282        10  

Coca-Cola Co. (The)

   Deutsche Bank    Call      USD         45.00         01/16/15         59,130        3,222  

Delphi Automotive plc

   Morgan Stanley    Call      USD         72.50         01/16/15         1,900        2,776  

Devon Energy Corp.

   Citigroup Global Markets    Call      USD         75.00         04/17/15         14,652        12,939  

Devon Energy Corp.

   Barclays Bank    Call      USD         75.00         04/17/15         14,653        12,940  

Electronic Arts, Inc.

   Citigroup Global Markets    Call      USD         37.00         01/16/15         17,554        176,701  

EQT Corp.

   Deutsche Bank    Call      USD         100.00         03/20/15         11,550        3,254  

EQT Corp.

   Citigroup Global Markets    Call      USD         100.00         03/20/15         9,167        2,583  

Euro Stoxx 50 Index

   Goldman Sachs    Call      EUR         3500.00         03/16/18         424        103,849  

Euro Stoxx 50 Index

   Morgan Stanley    Call      EUR         3450.00         03/17/17         495        100,792  

Euro Stoxx 50 Index

   UBS Warburg    Call      EUR         3600.00         06/15/18         206        43,865  

Euro Stoxx 50 Index

   Citigroup Global Markets    Call      EUR         3500.00         06/16/17         462        86,873  

Euro Stoxx 50 Index

   Bank of America    Call      EUR         3600.00         09/15/17         477        86,019  

Euro Stoxx 50 Index

   Deutsche Bank    Call      EUR         3426.55         09/21/18         225        63,264  

Euro Stoxx 50 Index

   Barclays Bank    Call      EUR         3500.00         12/15/17         488        110,818  

Euro Stoxx 50 Index

   Goldman Sachs    Call      EUR         3293.01         12/16/16         1,161        277,013  

Euro Stoxx 50 Index

   JPMorgan Chase    Call      EUR         3325.00         12/18/15         515        77,844  

Gilead Sciences, Inc.

   Citigroup Global Markets    Call      USD         95.00         01/15/16         7,700        106,567  

GLDR Gold Shares(b)

   JPMorgan Chase    Call      USD         120.00         09/18/15         16,400        67,622  

Goldman Sachs Group, Inc.

   Deutsche Bank    Call      USD         220.00         01/15/16         5,500        34,506  

Google, Inc.

   Deutsche Bank    Call      USD         600.00         01/16/15         1,437        77  

Hewlett-Packard Co.

   UBS Warburg    Call      USD         41.00         02/20/15         3,567        3,181  

Humana, Inc.

   Goldman Sachs    Call      USD         125.00         06/19/15         18,048        405,881  

International Business Machines Corp.

   Deutsche Bank    Call      USD         182.00         01/15/16         7,500        35,670  

 

Continued

 

17


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

Description    Counterparty    Put/
Call
   Strike Price      Expiration
Date
     Contracts      Fair Value  

International Business Machines Corp.

   Barclays Bank    Call      USD         182.00         01/15/16         7,500      $ 35,670  

Johnson & Johnson

   Deutsche Bank    Call      USD         110.00         07/17/15         76,700        169,717  

JPMorgan Chase & Co.

   Goldman Sachs    Call      USD         75.00         01/15/16         36,700        32,204  

Marathon Petroleum Corp.

   Citigroup Global Markets    Call      USD         90.00         04/17/15         7,233        45,999  

Marathon Petroleum Corp.

   Deutsche Bank    Call      USD         90.00         04/17/15         14,559        92,590  

Marathon Petroleum Corp.

   Goldman Sachs    Call      USD         100.00         04/17/15         18,250        43,351  

MetLife, Inc.

   Goldman Sachs    Call      USD         57.50         01/15/16         60,533        158,701  

MS Japan Custom Index

   Morgan Stanley    Call      JPY         131.28         12/11/15         1,352,770        122,256  

MS Japan Custom Index

   Morgan Stanley    Call      JPY         139.99         12/11/15         349,532        31,932  

Mylan, Inc.

   Bank of America    Call      USD         47.00         01/16/15         18,200        172,130  

Mylan, Inc.

   Deutsche Bank    Call      USD         47.00         01/16/15         14,158        133,902  

Mylan, Inc.

   Goldman Sachs    Call      USD         55.00         01/16/15         18,200        40,066  

Nikkei 225

   Citigroup Global Markets    Call      JPY         18000.00         03/13/15         30,220        126,442  

Oracle Corp.

   Deutsche Bank    Call      USD         42.00         01/16/15         9,647        29,192  

Pfizer, Inc.

   Citigroup Global Markets    Call      USD         33.00         01/15/16         151,300        181,085  

Phillips 66

   Citigroup Global Markets    Call      USD         75.00         05/15/15         18,767        66,066  

Phillips 66

   UBS Warburg    Call      USD         75.00         05/15/15         7,507        26,427  

Phillips 66

   Deutsche Bank    Call      USD         75.00         05/15/15         3,737        13,155  

Prudential Financial, Inc.

   Citigroup Global Markets    Call      USD         90.00         01/15/16         46,970        384,302  

Siemens AG

   Deutsche Bank    Call      USD         150.00         01/16/15         18,114        —  

SPDR Gold Shares(b)

   JPMorgan Chase    Call      USD         133.44         03/20/15         9,230        1,699  

Stoxx Europe 600 Index

   Credit Suisse First Boston    Call      EUR         355.61         03/17/17         4,134        103,266  

Stoxx Europe 600 Index

   JPMorgan Chase    Call      EUR         372.06         09/15/17         3,057        62,851  

Stoxx Europe 600 Index

   JPMorgan Chase    Call      EUR         348.12         09/16/16         4,376        107,779  

Stoxx Europe 600 Index

   Credit Suisse First Boston    Call      EUR         347.97         12/16/16         3,668        97,033  

Taiwan Stock Exchange

   Citigroup Global Markets    Call      TWD         9000.77         09/21/16         6,700        123,543  

Topix Index

   Morgan Stanley    Call      JPY         1350.00         03/13/15         212,691        161,491  

Topix Index

   Goldman Sachs    Call      JPY         1288.50         06/12/15         261,314        327,687  

Topix Index

   Morgan Stanley    Call      JPY         1346.15         06/12/15         139,308        129,496  

Topix Index

   Bank of America    Call      JPY         1344.04         09/11/15         146,667        155,217  

Topix Index

   BNP Paribas    Call      JPY         1357.29         09/11/15         117,540        116,689  

Topix Index

   Morgan Stanley    Call      JPY         1660.07         09/11/15         117,540        22,449  

Topix Index

   Bank of America    Call      JPY         1314.84         12/11/15         247,207        314,033  

Topix Index

   Citigroup Global Markets    Call      JPY         1325.00         12/11/15         258,942        315,292  

Visa, Inc.

   Deutsche Bank    Call      USD         220.00         01/16/15         4,800        203,453  

Wells Fargo & Co.

   Goldman Sachs    Call      USD         60.00         01/15/16         18,400        29,195  

Chicago Board Options Exchange Index

   Morgan Stanley    Put      USD         16.00         02/18/15         7,941        10,633  

CONSOL Energy, Inc.

   UBS Warburg    Put      USD         38.00         04/17/15         18,350        94,313  

IBOV BC

   Morgan Stanley    Put      USD         55443.54         02/18/15         27        144,480  

Russell 2000 Index

   Deutsche Bank    Put      USD         1150.00         01/16/15         3,579        16,819  

Russell 2000 Index

   Bank of America    Put      USD         1165.00         02/20/15         3,447        70,794  

S&P 500 Index

   Morgan Stanley    Put      USD         2050.00         02/20/15         1,706        74,469  

Topix Index

   Morgan Stanley    Put      JPY         1161.53         09/11/15         117,540        23,917  

Transocean, Ltd.

   Deutsche Bank    Put      USD         36.00         01/16/15         11,744        208,308  

Transocean, Ltd.

   Goldman Sachs    Put      USD         37.00         01/16/15         35,100        657,648  

Transocean, Ltd.

   Bank of America    Put      USD         38.00         01/16/15         21,131        417,034  

Transocean, Ltd.

   Citigroup Global Markets    Put      USD         26.00         05/15/15         59,581        523,816  
                    

 

 

 

Total

  

            $ 9,235,457  
           

 

 

 

 

Continued

 

18


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

Over-the-counter options written as of December 31, 2014 were as follows:

 

Description    Counterparty    Put/
Call
   Strike Price      Expiration
Date
     Contracts      Fair Value  

Abbvie, Inc.

   Barclays Bank    Call      USD         65.00         06/19/15         36,800      $ (171,105 ) 

Aetna, Inc.

   Barclays Bank    Call      USD         90.00         06/19/15         30,000        (145,196 ) 

Anadarko Petroleum Corp.

   Barclays Bank    Call      USD         95.00         02/20/15         30,975        (33,339 ) 

Cimarex Energy Co.

   Citigroup Global Markets    Call      USD         130.00         03/20/15         3,655        (6,037 ) 

Delphi Automotive plc

   Morgan Stanley    Call      USD         82.50         01/16/15         1,900        (36 ) 

Diamondback Energy, Inc.

   Goldman Sachs    Call      USD         65.00         01/16/15         7,375        (6,790 ) 

eBay, Inc.

   Citigroup Global Markets    Call      USD         57.50         01/16/15         7,014        (2,763 ) 

EOG Resources, Inc.

   Goldman Sachs    Call      USD         100.00         04/17/15         3,769        (14,392 ) 

Gilead Sciences, Inc.

   Citigroup Global Markets    Call      USD         110.00         01/15/16         7,700        (63,848 ) 

GLDR Gold Shares(b)

   JPMorgan Chase    Call      USD         140.00         09/18/15         16,400        (15,739 ) 

Humana, Inc.

   Goldman Sachs    Call      USD         155.00         06/19/15         18,048        (101,666 ) 

Johnson & Johnson

   Deutsche Bank    Call      USD         117.50         07/17/15         76,700        (60,597 ) 

Lululemon Athletica, Inc.

   Citigroup Global Markets    Call      USD         52.50         03/20/15         8,056        (46,436 ) 

Marathon Petroleum Corp.

   Deutsche Bank    Call      USD         100.00         04/17/15         18,250        (43,351 ) 

MetLife, Inc.

   Goldman Sachs    Call      USD         67.50         01/15/16         60,533        (37,523 ) 

Mylan, Inc.

   Bank of America    Call      USD         55.00         01/16/15         18,200        (40,066 ) 

Nikkei 225

   Citigroup Global Markets    Call      JPY         19500.00         03/13/15         30,220        (34,637 ) 

Pfizer, Inc.

   Citigroup Global Markets    Call      USD         37.50         01/15/16         151,300        (55,547 ) 

Prudential Financial, Inc.

   Citigroup Global Markets    Call      USD         105.00         01/15/16         46,970        (136,578 ) 

Russell 2000 Index

   Deutsche Bank    Call      USD         1230.00         01/16/15         3,579        (19,828 ) 

Russell 2000 Index

   Bank of America    Call      USD         1255.00         02/20/15         3,447        (31,666 ) 

S&P 500 Index

   Morgan Stanley    Call      USD         2155.00         02/20/15         1,706        (10,623 ) 

Tesoro Corp.

   Citigroup Global Markets    Call      USD         75.00         02/20/15         10,686        (47,239 ) 

Topix Index

   Goldman Sachs    Call      JPY         1490.61         06/12/15         261,314        (95,683 ) 

Topix Index

   BNP Paribas    Call      JPY         1660.07         09/11/15         117,540        (22,449 ) 

Topix Index

   Citigroup Global Markets    Call      JPY         1600.00         12/11/15         258,942        (93,363 ) 

Topix Index

   Bank of America    Call      JPY         1627.28         12/11/15         247,207        (78,521 ) 

UnitedHealth Group, Inc.

   Barclays Bank    Call      USD         87.50         03/20/15         7,375        (104,233 ) 

Coach, Inc.

   Bank of America    Put      USD         42.50         02/20/15         13,282        (70,641 ) 

CONSOL Energy, Inc.

   Barclays Bank    Put      USD         38.00         04/17/15         18,350        (94,313 ) 

CONSOL Energy, Inc.

   UBS Warburg    Put      USD         39.00         04/17/15         29,252        (172,381 ) 

Delphi Automotive plc

   Morgan Stanley    Put      USD         65.00         01/16/15         1,900        (402 ) 

Diamondback Energy, Inc.

   Goldman Sachs    Put      USD         65.00         01/16/15         7,375        (45,799 ) 

EOG Resources, Inc.

   Barclays Bank    Put      USD         100.00         04/17/15         7,310        (86,607 ) 

Euro Stoxx 50 Index

   Deutsche Bank    Put      EUR         2586.07         09/21/18         225        (88,336 ) 

General Electric Co.

   Deutsche Bank    Put      USD         23.00         06/19/15         73,725        (42,265 ) 

Gilead Sciences, Inc.

   Citigroup Global Markets    Put      USD         85.00         01/15/16         7,700        (67,707 ) 

IBOV BC

   Morgan Stanley    Put      USD         50617.48         02/18/15         27        (54,821 ) 

MS Japan Custom Index

   Morgan Stanley    Put      JPY         128.68         12/11/15         1,352,770        (107,784 ) 

MS Japan Custom Index

   Morgan Stanley    Put      JPY         137.22         12/11/15         349,532        (30,981 ) 

Nikkei 225

   Citigroup Global Markets    Put      JPY         15500.00         03/13/15         30,220        (47,690 ) 

Russell 2000 Index

   Deutsche Bank    Put      USD         1050.00         01/16/15         3,579        (2,040 ) 

Russell 2000 Index

   Bank of America    Put      USD         1085.00         02/20/15         3,447        (27,065 ) 

S&P 500 Index

   Morgan Stanley    Put      USD         1935.00         02/20/15         1,706        (32,850 ) 

Taiwan Stock Exchange

   Citigroup Global Markets    Put      TWD         8100.70         09/21/16         6,700        (85,059 ) 

Tokyo Stock Exchange Price Index

   Bank of America    Put      JPY         1300.00         09/11/15         146,667        (69,610 ) 

Topix Index

   Goldman Sachs    Put      JPY         1136.91         06/12/15         261,314        (29,181 ) 

Topix Index

   Morgan Stanley    Put      JPY         1187.78         06/12/15         139,308        (22,538 ) 

Topix Index

   BNP Paribas    Put      JPY         1161.53         09/11/15         117,540        (23,917 ) 

Topix Index

   Morgan Stanley    Put      JPY         1275.00         09/11/15         121,984        (50,113 ) 

Topix Index

   Citigroup Global Markets    Put      JPY         1170.00         12/11/15         258,942        (75,548 ) 

Topix Index

   Bank of America    Put      JPY         1171.64         12/11/15         247,207        (72,814 ) 

Transocean, Ltd.

   Citigroup Global Markets    Put      USD         32.00         01/16/15         29,406        (404,204 ) 

Transocean, Ltd.

   Goldman Sachs    Put      USD         32.00         01/16/15         14,699        (202,046 ) 

Transocean, Ltd.

   Goldman Sachs    Put      USD         38.00         01/16/15         21,131        (417,034 ) 
                    

 

 

 

Total

  

            $ (3,942,997 ) 
           

 

 

 

 

Continued

 

19


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

Exchange-traded options purchased as of December 31, 2014 were as follows:

 

Description    Put/
Call
   Strike Price    Expiration
Date
     Contracts      Fair
Value
 

Coca-Cola Co. (The)

   Call USD    45.00      01/16/15         167      $ 919  

SPDR Gold Shares(b)

   Call USD    135.00      06/19/15         146        10,074  
              

 

 

 

Total

               $ 10,993  
              

 

 

 

Exchange-traded options written as of December 31, 2014 were as follows:

 

Description    Put/
Call
   Strike Price      Expiration
Date
     Contracts      Fair
Value
 

Coca-Cola Co. (The)

   Call USD      44.00         02/20/15         85      $ (3,613 ) 

Coca-Cola Co. (The)

   Call USD      45.00         05/15/15         88        (6,160 ) 

Procter & Gamble Co. (The)

   Call USD      85.00         01/16/15         91        (56,875 ) 

GLDR Gold Shares(b)

   Put  USD      108.00         09/18/15         164        (71,750 ) 

Ocean RIG UDW, Inc.

   Put  USD      15.00         03/20/15         91        (54,145 ) 
              

 

 

 

Total

            $ (192,543 ) 
              

 

 

 

Over-the-counter interest rate swaptions purchased as of December 31, 2014 were as follows:

 

Description    Counterparty    Put/
Call
   Exercise
Rate
     Expiration
Date
     Notional
Amount
     Fair
Value
 

10-Year Interest Rate, Pay 6-Month USD LIBOR

   Deutsche Bank    Call USD      2.25         02/17/15         1,394      $ 388,096  

10-Year Interest Rate, Pay 6-Month USD LIBOR

   Bank of America    Call USD      2.30         02/17/15         759        61,175  

5-Year Interest Rate, Pay 6-Month USD LIBOR

   Deutsche Bank    Call USD      1.65         03/09/15         4,590        106,596  

5-Year Interest Rate, Pay 6-Month USD LIBOR

   Goldman Sachs    Call USD      1.73         03/19/15         230,256        84,974  

5-Year Interest Rate, Pay 6-Month USD LIBOR

   Goldman Sachs    Call USD      1.75         03/19/15         1,528        63,234  

5-Year Interest Rate, Pay 6-Month USD LIBOR

   Deutsche Bank    Call USD      1.67         03/31/15         3,900        122,985  

10-Year Interest Rate, Pay 6-Month JPY LIBOR

   Goldman Sachs    Put JPY      1.35         01/25/16         30,000        6,297  

10-Year Interest Rate, Pay 6-Month JPY LIBOR

   Goldman sachs    Put JPY      1.35         01/25/16         13,882        2,914  

10-Year Interest Rate, Pay 6-Month JPY LIBOR

   Deutsche Bank    Put JPY      1.25         07/29/16         1,937,701        9,024  

5-Year Interest Rate, Pay 6-Month JPY LIBOR

   Deutsche Bank    Put JPY      1.07         04/04/18         1,006,980        5,028  
                 

 

 

 

Total

            $ 850,323  
                 

 

 

 

Over-the-counter interest rate swaptions written as of December 31, 2014 were as follows:

 

Description    Counterparty    Put/
Call
   Exercise
Rate
     Expiration
Date
     Notional
Amount
     Fair
Value
 

10-Year Interest Rate, Pay 6-Month USD LIBOR

   Bank of America    Call USD      2.05         02/17/15         759      $ (13,870 ) 

5-Year Interest Rate, Pay 6-Month USD LIBOR

   Deutsche Bank    Call USD      1.47         03/31/15         2,341        (25,857 ) 
                 

 

 

 

Total

            $ (39,727 ) 
                 

 

 

 

Exchange-traded foreign currency options purchased as of December 31, 2014 were as follows:

 

Description    Counterparty    Strike Price      Expiration
Date
    

Notional

Amount

     Fair
Value
 

European Euro Call Currency Option (USD/EUR)

   Morgan Stanley      1.20         02/19/15         37,819       $ 38,328   

European Euro Call Currency Option (USD/EUR)

   JPMorgan Chase      1.20         03/05/15         43,114         50,807   

Japanese Yen Call Currency Option (USD/JPY)

   JPMorgan Chase      125.00         04/30/15         132,366         145,783   

European Euro Put Currency Option (USD/EUR)

   Credit Suisse First Boston      1.27         02/19/15         45,109         5,637   

European Euro Put Currency Option (USD/EUR)

   Credit Suisse First Boston      1.24         02/19/15         23,300         13,060   

European Euro Put Currency Option (USD/EUR)

   Deutsche Bank      1.24         03/03/15         113,371         63,045   

European Euro Put Currency Option (USD/EUR)

   Deutsche Bank      1.24         03/26/15         38,600         35,284   
              

 

 

 

Total

               $ 351,944   
              

 

 

 

 

Continued

 

20


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

Forward Currency Contracts(a)

At December 31, 2014, the Fund’s open forward currency contracts were as follows:

 

Type of Contract    Counterparty    Delivery
Date
   Contract Amount
(Local Currency)
     Contract
Value
     Value      Net Unrealized
Appreciation/
(Depreciation)
 

Short Contracts:

                 

Australian Dollar

   Morgan Stanley    1/16/15      2,168,000      $ 1,918,008      $ 1,767,362      $ 150,646  

Australian Dollar

   Deutsche Bank    1/23/15      2,140,754        1,858,175        1,744,218        113,957  

Australian Dollar

   Morgan Stanley    1/23/15      940,000        781,065        765,882        15,183  

Australian Dollar

   Deutsche Bank    2/6/15      2,127,401        1,823,821        1,731,577        92,244  

Brazilian Real

   Morgan Stanley    1/16/15      4,683,262        1,815,218        1,754,726        60,492  

Brazilian Real

   BNP Paribas    2/6/15      5,042,887        1,908,811        1,878,896        29,915  

Brazilian Real

   Deutsche Bank    2/13/15      1,430,620        522,696        532,097        (9,401 ) 

British Pound

   HSBC Bank    1/15/15      444,000        696,299        691,847        4,452  

Chilean Peso

   Morgan Stanley    8/24/15      458,662,190        763,000        741,282        21,718  

Chilean Peso

   UBS Warburg    8/26/15      460,660,910        766,000        744,394        21,606  

Chilean Peso

   JPMorgan Chase    9/15/15      468,006,000        770,000        755,061        14,939  

Chinese Renminbi

   Deutsche Bank    1/30/15      10,246,207        1,672,000        1,645,448        26,552  

Chinese Renminbi

   JPMorgan Chase    1/30/15      4,087,158        668,000        656,360        11,640  

Chinese Renminbi

   JPMorgan Chase    6/9/15      7,350,064        1,169,000        1,167,610        1,390  

European Euro

   BNP Paribas    1/8/15      1,285,000        1,636,583        1,554,856        81,727  

European Euro

   Deutsche Bank    1/8/15      1,339,800        1,705,532        1,621,164        84,368  

European Euro

   BNP Paribas    1/9/15      1,502,000        1,901,998        1,817,445        84,553  

European Euro

   Deutsche Bank    1/9/15      2,363,500        2,993,621        2,859,874        133,747  

European Euro

   BNP Paribas    1/15/15      1,498,000        1,910,054        1,812,714        97,340  

European Euro

   UBS Warburg    1/15/15      1,495,000        1,906,230        1,809,084        97,146  

European Euro

   JPMorgan Chase    1/22/15      528,100        656,201        639,094        17,107  

European Euro

   Morgan Stanley    1/23/15      1,274,400        1,586,628        1,542,263        44,365  

European Euro

   Morgan Stanley    1/30/15      1,321,600        1,626,863        1,599,497        27,366  

European Euro

   UBS Warburg    1/30/15      1,284,600        1,581,342        1,554,716        26,626  

European Euro

   Deutsche Bank    2/5/15      824,800        1,024,443        998,272        26,171  

European Euro

   Morgan Stanley    2/5/15      1,337,600        1,660,844        1,618,924        41,920  

European Euro

   Credit Suisse First Boston    2/12/15      2,153,000        2,693,446        2,605,936        87,510  

European Euro

   Deutsche Bank    2/12/15      2,201,100        2,752,509        2,664,155        88,354  

European Euro

   UBS Warburg    2/12/15      1,334,300        1,667,368        1,615,003        52,365  

European Euro

   Credit Suisse First Boston    2/13/15      1,317,000        1,633,896        1,594,073        39,823  

European Euro

   JPMorgan Chase    2/13/15      1,398,300        1,736,164        1,692,477        43,687  

Japanese Yen

   Credit Suisse First Boston    1/8/15      324,640,128        2,909,626        2,710,951        198,675  

Japanese Yen

   UBS Warburg    1/8/15      174,802,944        1,536,000        1,459,715        76,285  

Japanese Yen

   BNP Paribas    1/9/15      205,051,417        1,859,436        1,712,324        147,112  

Japanese Yen

   UBS Warburg    1/9/15      157,227,800        1,372,282        1,312,964        59,318  

Japanese Yen

   Credit Suisse First Boston    1/15/15      175,494,774        1,533,000        1,465,585        67,415  

Japanese Yen

   Credit Suisse First Boston    1/16/15      274,985,900        2,546,166        2,296,472        249,694  

Japanese Yen

   Deutsche Bank    1/22/15      154,375,325        1,335,265        1,289,294        45,971  

Japanese Yen

   Morgan Stanley    1/22/15      153,515,670        1,326,453        1,282,115        44,338  

Japanese Yen

   Deutsche Bank    1/23/15      159,548,882        1,383,268        1,332,514        50,754  

Japanese Yen

   JPMorgan Chase    1/23/15      153,837,060        1,334,233        1,284,810        49,423  

Japanese Yen

   Credit Suisse First Boston    1/29/15      82,763,425        709,599        691,258        18,341  

Japanese Yen

   JPMorgan Chase    1/29/15      228,299,966        1,942,000        1,906,809        35,191  

Japanese Yen

   Credit Suisse First Boston    1/30/15      83,827,000        700,438        700,147        291  

Japanese Yen

   JPMorgan Chase    1/30/15      314,738,755        2,630,078        2,628,788        1,290  

Japanese Yen

   Morgan Stanley    2/4/15      160,000,000        1,341,393        1,336,421        4,972  

Japanese Yen

   Credit Suisse First Boston    2/5/15      140,851,348        1,186,616        1,176,489        10,127  

Japanese Yen

   UBS Warburg    2/5/15      213,404,400        1,796,137        1,782,503        13,634  

Japanese Yen

   BNP Paribas    2/6/15      173,572,532        1,464,142        1,449,811        14,331  

Japanese Yen

   JPMorgan Chase    2/6/15      241,106,288        2,050,223        2,013,904        36,319  

Japanese Yen

   Credit Suisse First Boston    2/12/15      149,504,150        1,275,633        1,248,835        26,798  

Japanese Yen

   HSBC Bank    2/12/15      163,526,060        1,395,155        1,365,962        29,193  

 

Continued

 

21


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

Type of Contract    Counterparty    Delivery
Date
   Contract Amount
(Local Currency)
     Contract
Value
     Value      Net Unrealized
Appreciation/
(Depreciation)
 

Japanese Yen

   HSBC Bank    3/10/15      80,000,000      $ 750,089      $ 668,419      $ 81,670  

Japanese Yen

   Morgan Stanley    3/23/15      160,000,000        1,341,910        1,337,043        4,867  

Japanese Yen

   JPMorgan Chase    5/7/15      377,979,550        3,118,000        3,160,316        (42,316 ) 

Korean Won

   Credit Suisse First Boston    5/5/15      1,738,304,400        1,554,000        1,577,918        (23,918 ) 

Korean Won

   Deutsche Bank    5/5/15      2,106,297,120        1,916,000        1,911,958        4,042  

Mexican Peso

   BNP Paribas    1/22/15      22,070,700        1,661,387        1,494,263        167,124  

Mexican Peso

   Credit Suisse First Boston    2/5/15      7,424,540        555,127        502,236        52,891  

Mexican Peso

   UBS Warburg    2/6/15      15,393,725        1,125,305        1,041,250        84,055  

Mexican Peso

   Deutsche Bank    2/19/15      11,758,180        879,675        794,700        84,975  

Mexican Peso

   HSBC Bank    3/5/15      19,837,760        1,485,807        1,339,608        146,199   

Mexican Peso

   HSBC Bank    3/19/15      14,897,770        1,107,624        1,005,133        102,491  

Mexican Peso

   JPMorgan Chase    3/19/15      7,604,350        555,691        513,056        42,635  

Mexican Peso

   Credit Suisse First Boston    4/1/15      15,069,840        1,100,261        1,015,912        84,349  

Mexican Peso

   UBS Warburg    4/16/15      11,586,000        776,490        780,336        (3,846 ) 

Mexican Peso

   JPMorgan Chase    4/30/15      15,228,490        1,115,804        1,024,784        91,020  

Mexican Peso

   BNP Paribas    5/28/15      23,591,400        1,608,304        1,584,829        23,475  

Mexican Peso

   JPMorgan Chase    6/11/15      23,173,000        1,548,459        1,555,382        (6,923 ) 
           

 

 

    

 

 

    

 

 

 
            $ 103,632,891      $ 99,931,121      $ 3,701,770  
           

 

 

    

 

 

    

 

 

 

Long Contracts:

                 

British Pound

   HSBC Bank    1/15/15      444,000      $ 715,746      $ 691,847      $ (23,899 ) 

British Pound

   Brown Brothers Harriman    1/26/15      139,400        217,984        217,195        (789 ) 

Chilean Peso

   JPMorgan Chase    9/15/15      468,006,000        749,197        755,061        5,864  

Chinese Renminbi

   Deutsche Bank    1/30/15      6,183,207        998,580        992,967        (5,613 ) 

Chinese Renminbi

   Deutsche Bank    1/30/15      4,063,000        651,539        652,481        942  

Chinese Renminbi

   JPMorgan Chase    1/30/15      4,087,158        653,579        656,361        2,782  

European Euro

   BNP Paribas    1/8/15      1,285,000        1,580,479        1,554,856        (25,623 ) 

European Euro

   Brown Brothers Harriman    1/26/15      689,900        856,473        834,934        (21,539 ) 

Indian Rupee

   Credit Suisse First Boston    6/26/15      47,611,585        746,000        728,272        (17,728 ) 

Indian Rupee

   Credit Suisse First Boston    6/26/15      42,139,033        661,627        644,563        (17,064 ) 

Indian Rupee

   Credit Suisse First Boston    8/5/15      48,714,560        752,000        740,159        (11,841 ) 

Japanese Yen

   BNP Paribas    1/9/15      205,051,417        1,709,895        1,712,325        2,430  

Japanese Yen

   Credit Suisse First Boston    1/15/15      175,494,774        1,470,397        1,465,585        (4,812 ) 

Japanese Yen

   Credit Suisse First Boston    1/16/15      274,985,900        2,270,969        2,296,472        25,503  

Japanese Yen

   Deutsche Bank    1/22/15      46,184,000        387,023        385,714        (1,309 ) 

Japanese Yen

   JPMorgan Chase    1/29/15      228,299,966        1,921,393        1,906,809        (14,584 ) 

Japanese Yen

   Credit Suisse First Boston    1/30/15      83,827,000        695,478        700,147        4,669  

Japanese Yen

   Credit Suisse First Boston    2/5/15      140,851,348        1,168,634        1,176,489        7,855  

Japanese Yen

   UBS Warburg    2/5/15      213,404,400        1,781,577        1,782,503        926  

Japanese Yen

   JPMorgan Chase    2/6/15      241,106,288        1,992,853        2,013,904        21,051  

Mexican Peso

   UBS Warburg    2/6/15      11,317,746        784,000        765,546        (18,454 ) 
           

 

 

    

 

 

    

 

 

 
            $ 22,765,423       $ 22,674,190       $ (91,233 ) 
           

 

 

    

 

 

    

 

 

 

At December 31, 2014, the Fund’s open forward cross currency contracts were as follows:

 

Purchase/Sale    Counterparty    Amount
Purchased
   Amount Sold      Contract
Value
     Value      Net Unrealized
Appreciation/
(Depreciation)
 

British Pound/European Euro

   Deutsche Bank    1,129,764 GBP      1,421,400 EUR      $ 1,777,029      $ 1,816,621       $ 39,592   
           

 

 

    

 

 

    

 

 

 
            $ 1,777,029      $ 1,816,621      $ 39,592   
           

 

 

    

 

 

    

 

 

 

 

Continued

 

22


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

Over-the-Counter Credit Default Swap Agreements—Buy Protection(a)(c)

At December 31, 2014, the Fund’s open over-the-counter credit default swap agreements were as follows:

 

Underlying Instrument    Counterparty    Expiration
Date
  

Implied
Credit
Spread at
December 31,
2014

(%)(d)

     Notional
Amount
($)(e)
     Fixed
Rate
(%)
     Value
($)
    Upfront
Premiums
Paid/
(Received)
($)
    Unrealized
Appreciation/
(Depreciation)
($)
 

Transocean, Inc.

  

JPMorgan Chase

   6/20/19      6.58         222,736         1.00         43,382        4,770        38,612   

Transocean, Inc.

  

JPMorgan Chase

   6/20/19      6.58         63,000         1.00         12,271        1,354        10,917   

Transocean, Inc.

  

Barclays Bank

   6/20/19      6.58         159,000         1.00         30,969        3,449        27,520   

Transocean, Inc.

  

Barclays Bank

   6/20/19      6.58         254,000         1.00         49,472        5,967        43,505   

Transocean, Inc.

  

Barclays Bank

   6/20/19      6.58         105,719         1.00         20,591        2,354        18,237   

Transocean, Inc.

  

Barclays Bank

   6/20/19      6.58         352,400         1.00         68,637        7,847        60,790   

Transocean, Inc.

  

Citibank

   6/20/19      6.58         246,673         1.00         48,045        4,897        43,148   

Transocean, Inc.

  

Barclays Bank

   6/20/19      6.75         125,000         1.00         24,346        3,870        20,476   
                 

 

 

   

 

 

   

 

 

 
                    297,713        34,508        263,205   
                 

 

 

   

 

 

   

 

 

 

Centrally Cleared Credit Default Swap Agreements—Buy Protection(a)(c)

At December 31, 2014, the Fund’s open centrally cleared credit default swap agreements were as follows:

 

Underlying Instrument    Clearing Agent    Expiration
Date
  

Implied
Credit
Spread at
December 31,
2014

(%)(d)

     Notional
Amount
($)(e)
     Fixed
Rate
(%)
     Value
($)
    Upfront
Premiums
Paid/
(Received)
($)
    Unrealized
Appreciation/
(Depreciation)
($)
 

CDX North America High Yield Index Swap Agreement with JPMorgan Chase Bank, N.A., Series 23

   JPMorgan Chase    12/20/19      3.57         853,396        5.00         (53,056 )      (64,138 )     11,082   
                 

 

 

   

 

 

   

 

 

 
                    (53,056 )      (64,138 )     11,082   
                 

 

 

   

 

 

   

 

 

 

Centrally Cleared Interest Rate Swap Agreements(a)

At December 31, 2014, the Fund’s open centrally cleared interest rate swap agreements were as follows:

 

Pay/ Receive
Floating Rate
   Floating Rate Index    Fixed
Rate
(%)
   Expiration
Date
    

Clearing Agent

   Notional
Amount
(Local)
     Upfront
Premiums
Paid/
(Received)
     Value
($)
     Unrealized
Appreciation/
(Depreciation)
($)
 

Receive

   3-Month U.S. Dollar LIBOR BBA    1.18      2/1/17       JPMorgan Chase      36,640,000         USD         424         (160,060 )       (160,484 )

Receive

   3-Month U.S. Dollar LIBOR BBA    1.03      3/11/17       JPMorgan Chase      20,300,000         USD         274         7,709         7,435  

Receive

   3-Month U.S. Dollar LIBOR BBA    1.02      3/11/17       JPMorgan Chase      38,680,000         USD        522         25,266         24,744  

Receive

   3-Month U.S. Dollar LIBOR BBA    0.99      3/17/17       JPMorgan Chase      38,670,000         USD        526         53,144         52,618  

Pay

   3-Month U.S. Dollar LIBOR BBA    2.19      2/1/20       JPMorgan Chase      14,660,000         USD        209         261,970         261,761  

Pay

   3-Month U.S. Dollar LIBOR BBA    1.88      3/11/20       JPMorgan Chase      8,260,000         USD        126         3,102         2,976  

Pay

  

6-Month Australian Bank Bill Rate

   2.89      6/11/20       JPMorgan Chase      963,198         AUD        12         5,882         5,870  

Pay

   3-Month U.S. Dollar LIBOR BBA    2.39      3/11/25       JPMorgan Chase      8,510,000         USD        152         34,640         34,488  

Pay

   3-Month U.S. Dollar LIBOR BBA    2.29      3/17/25       JPMorgan Chase      8,510,000         USD        153         (45,795 )       (45,948 )
                       

 

 

    

 

 

 
                          185,858         183,460   
                       

 

 

    

 

 

 

 

Continued

 

23


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2014

Over-the-Counter Interest Rate Swap Agreements

At December 31, 2014, the Fund’s open over-the-counter interest rate swap agreements were as follows:

 

Pay/Receive

Floating Rate

   Floating Rate Index   

Fixed
Rate

(%)

   Expiration
Date
     Counterparty     

Notional
Amount

(Local)

            Value
($)
    

Unrealized
Appreciation
(Depreciation)

($)

 

Pay

   6-Month Poland Warsaw Interbank Offer Rate    2.76      9/8/24         Deutsche Bank         2,385,000       PLN         34,663         34,663   
                   

 

 

    

 

 

 
                      34,663         34,663   
                   

 

 

    

 

 

 

Total Return Swaps at December 31, 2014(a)

 

Counterparty    Receive/Pay Total Return    Expiration
Date
   Notional
Amount
(Local)
            Unrealized
Appreciation/
(Depreciation)
 

BNP Paribas SA

   NIKKEI 225 Dividend Index E-Mini March Futures    4/05/16      26,350,000        JPY       $ 23,213   

BNP Paribas SA

   NIKKEI 225 Dividend Index E-Mini March Futures    4/05/16      26,800,000        JPY         19,456   

BNP Paribas SA

   NIKKEI 225 Dividend Index E-Mini March Futures    4/05/17      27,850,000        JPY         32,315   

BNP Paribas SA

   NIKKEI 225 Dividend Index E-Mini March Futures    4/05/17      25,515,000        JPY         25,326   

Citibank NA

   PT Siloam International Hospitals Tbk    3/15/15      206,614        USD         40,826   
             

 

 

 
              $ 141,136   
             

 

 

 

 

(a) These securities are held by the AZL BlackRock Global Allocation Fund (the “VIP Subsidiary”).

 

(b) All or portion of these securities are held by the AZL Cayman Global Allocation Fund, Ltd. (the “Subsidiary”).

 

(c) When a credit event occurs as defined under the terms of the swap agreement, the Fund as a seller of credit protection will either (i) pay to the buyer of protection an amount equal to the par value of the defaulted reference entity and take delivery of the reference entity or (ii) pay a net amount equal to the par value of the defaulted reference entity less its recovery value. Alternatively, the Fund as a buyer of credit protection will either (i) receive from the seller of protection an amount equal to the par value of the defaulted reference entity and deliver the reference entity to the seller or (ii) receive a net amount of equal to the par value of the defaulted reference entity less its recovery value.

 

(d) Implied credit spread, represented in absolute terms, utilized in determining the market value of the credit default swap agreements as of period end will serve as an indicator of the current status of the payment/performance risk and represent the likelihood or risk of default for the credit derivative. The implied credit spread of a referenced entity reflects the cost of buying/selling protection and may include upfront or daily payments required to be made to enter into the agreement. Generally, wider credit spreads represent a perceived deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the swap agreement.

 

(e) The notional amount represents the maximum potential amount the Fund could be required to make as a seller of credit protection if a credit event occurs, as defined under the terms of the swap agreement.

 

See accompanying notes to the financial statements.

 

24


AZL MVP BlackRock Global Allocation Fund

Consolidated Statement of Assets and Liabilities

December 31, 2014

 

Assets:

    

Investment securities, at cost

     $ 831,791,266  
    

 

 

 

Investment securities, at value*

     $ 856,476,924  

Cash

       63,679  

Segregated cash for collateral

       15,611,868  

Deposits with brokers for securities sold short

       1,000,895  

Interest and dividends receivable

       1,731,651  

Foreign currency, at value (cost $66,894)

       66,847  

Unrealized appreciation on forward currency contracts

       3,899,788  

Unrealized appreciation on swap agreements

       439,004  

Receivable for capital shares issued

       43,322  

Proceeds paid on swap agreements

       34,508  

Receivable for investments sold

       841,932  

Reclaims receivable

       109,498  

Receivable for variation margin on swaps

       37,275  

Receivable for variation margin on futures contracts

       198,834  

Prepaid expenses

       25,154  
    

 

 

 

Total Assets

       880,581,179  
    

 

 

 

Liabilities:

    

Cash received as collateral for derivatives

       5,640,000  

Written options (Proceeds received $3,023,316)

       4,175,267  

Unrealized depreciation on forward currency contracts

       249,659  

Payable for collateral received on loaned securities

       45,894,168  

Payable for investments purchased

       3,896,295  

Securities sold short (Proceeds received $998,461)

       1,017,147  

Dividends payable on securities sold short

       1,747  

Payable for variation margin on futures contracts

       301,102  

Payable for variation margin on swaps

       4,730  

Manager fees payable

       564,418  

Administration fees payable

       43,765  

Distribution fees payable

       164,973  

Custodian fees payable

       82,715  

Administrative and compliance services fees payable

       3,856  

Trustee fees payable

       78  

Other accrued liabilities

       106,445  
    

 

 

 

Total Liabilities

       62,146,365  
    

 

 

 

Net Assets

     $ 818,434,814  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 720,989,396  

Accumulated net investment income/(loss)

       16,232,346  

Accumulated net realized gains/(losses) from investment transactions

       53,168,727  

Net unrealized appreciation/(depreciation) on investments

       28,044,345  
    

 

 

 

Net Assets

     $ 818,434,814  
    

 

 

 

Shares of beneficial interest (unlimited number of shares authorized, no par value)

       66,983,376  

Net Asset Value (offering and redemption price per share)

     $ 12.22  
    

 

 

 

 

* Includes securities on loan of $44,326,021.

 

Consolidated Statement of Operations

For the Year Ended December 31, 2014

 

Investment Income:

    

Dividends

     $ 11,113,894  

Interest

       5,604,047  

Income from securities lending

       320,340  

Foreign withholding tax

       (633,322 )
    

 

 

 

Total Investment Income

       16,404,959  
    

 

 

 

Expenses:

    

Manager fees

       6,213,960  

Administration fees

       397,544  

Distribution fees

       1,816,179  

Custodian fees

       348,279  

Administrative and compliance services fees

       20,055  

Trustee fees

       77,460  

Professional fees

       80,012  

Shareholder reports

       47,345  

Dividends on securities sold short

       17,332  

Other expenses

       31,900  
    

 

 

 

Total expenses before reductions

       9,050,066  

Less expenses paid indirectly

       (2,782 )
    

 

 

 

Net expenses

       9,047,284  
    

 

 

 

Net Investment Income/(Loss)

       7,357,675  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

Net realized gains (losses) on securities transactions

       35,405,316  

Net realized gains (losses) on futures contracts

       439,866  

Net realized gains (losses) on options contracts

       (1,031,132 )

Net realized gains (losses) on swap agreements

       40,619  

Net realized gains (losses) on forward currency contracts

       8,777,270  

Change in net unrealized appreciation/depreciation on investments

       (34,974,443 )
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       8,657,496  
    

 

 

 

Change in Net Assets Resulting From Operations

     $ 16,015,171  
    

 

 

 

 

 

 

See accompanying notes to the financial statements.

 

25


Consolidated Statements of Changes in Net Assets

      

AZL MVP BlackRock Global Allocation Fund

       

For the

Year Ended

December 31,
2014

  

For the

Year Ended

December 31,
2013

Change In Net Assets:

           

Operations:

           

Net investment income/(loss)

       $ 7,357,675        $ 2,765,888  

Net realized gains/(losses) on investment transactions

         43,631,939          18,597,987  

Change in unrealized appreciation/depreciation on investments

         (34,974,443 )        44,442,327  
      

 

 

      

 

 

 

Change in net assets resulting from operations

         16,015,171          65,806,202  
      

 

 

      

 

 

 

Dividends to Shareholders:

           

From net investment income

         (363,407 )        —  

From net realized gains

         (3,741,774 )        (186,015 )
      

 

 

      

 

 

 

Change in net assets resulting from dividends to shareholders

         (4,105,181 )        (186,015 )
      

 

 

      

 

 

 

Capital Transactions:

           

Proceeds from shares issued

         133,931,989          291,713,875  

Proceeds from dividends reinvested

         4,105,181          186,015  

Value of shares redeemed

         (13,203,575 )        (2,372,363 )
      

 

 

      

 

 

 

Change in net assets resulting from capital transactions

         124,833,595          289,527,527  
      

 

 

      

 

 

 

Change in net assets

         136,743,585          355,147,714  

Net Assets:

           

Beginning of period

         681,691,229          326,543,515  
      

 

 

      

 

 

 

End of period

       $ 818,434,814        $ 681,691,229  
      

 

 

      

 

 

 

Accumulated net investment income/(loss)

       $ 16,232,346        $ 2,418,186  
      

 

 

      

 

 

 

Share Transactions:

           

Shares issued

         11,005,694          25,942,049  

Dividends reinvested

         331,330          16,360  

Shares redeemed

         (1,085,635 )        (206,067 )
      

 

 

      

 

 

 

Change in shares

         10,251,389          25,752,342  
      

 

 

      

 

 

 

 

 

See accompanying notes to the financial statements.

 

26


AZL MVP BlackRock Global Allocation Fund

Consolidated Financial Highlights

(Selected data for a share of beneficial interest outstanding throughout the periods indicated)

     Year Ended
December 31,
2014
  Year Ended
December 31,
2013
  January 10,
2012 to
December 31,
2012 (a)

Net Asset Value, Beginning of Period

     $ 12.02       $ 10.54       $ 10.00  
    

 

 

     

 

 

     

 

 

 

Investment Activities:

            

Net Investment Income/(Loss)

       0.10         0.05         0.11  

Net Realized and Unrealized Gains/(Losses) on Investments

       0.16         1.43         0.56  
    

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       0.26         1.48         0.67  
    

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

            

Net Investment Income

       — (b)       —         (0.12 )

Realized Gains

       (0.06 )       — (b)       (0.01 )
    

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.06 )       — (b)       (0.13 )
    

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 12.22       $ 12.02       $ 10.54  
    

 

 

     

 

 

     

 

 

 

Total Return(c)

       2.18 %       14.08 %       6.71 %(d)

Ratios to Average Net Assets/Supplemental Data:

            

Net Assets, End of Period (000’s)

     $ 818,435       $ 681,691       $ 326,544  

Net Investment Income/(Loss)(e)

       0.96 %       0.55 %       2.01 %

Expenses Before Reductions(e)(f)

       1.18 %       1.21 %       2.44 %

Expenses Net of Reductions(e)

       1.18 %       1.21 %       2.37 %

Expenses Net of Reductions, Excluding Expenses Paid Indirectly(e)(g)

       1.18 %       1.21 %       2.37 %

Portfolio Turnover Rate

       61 %       40 %       119 %(d)

 

(a) Period from commencement of operations.

 

(b) Less than $0.005.

 

(c) The return includes reinvested dividends and fund level expenses, but excludes insurance contract charges. If these charges were included, the returns would have been lower.

 

(d) Not annualized.

 

(e) Annualized for periods less than one year.

 

(f) Excludes fee reductions, if any. If such fee reductions had not occurred, the ratios would have been as indicated.

 

(g) Expenses net of reductions excludes expenses paid indirectly, pursuant to a “commission recapture” program, which is used to pay certain Fund Expenses. See Note 2 in Notes to Consolidated Financial Statements.

 

 

See accompanying notes to the financial statements.

 

27


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2014

1. Organization

The Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”) was organized as a Delaware statutory trust on June 16, 2004. The Trust is a diversified open-end management investment company registered under the Investment Company Act of 1940, as amended, (the “1940 Act”) and thus is determined to be an investment company for accounting purposes. The Trust consists of 12 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP BlackRock Global Allocation Fund (the “Fund”), and 11 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests in other mutual funds. Underlying Funds invest in stock, bonds, and other securities and reflect varying amounts of potential investment risk and reward. The Underlying Funds record their investments at fair value. Periodically, the Fund will adjust its asset allocation as it seeks to achieve its investment objective.

The Trust is authorized to issue an unlimited number of shares of the Fund without par value. Shares of the Fund are available through the variable annuity contracts offered through the separate accounts of participating insurance companies.

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund may enter into contracts with its vendors and others that provide for general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects that risk of loss to be remote.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform with U.S. generally accepted accounting principles (“U.S. GAAP”). The preparation of financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and 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.

Security Valuation

The Fund records its investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between willing market participants at the measurement date. The valuation techniques used to determine fair value are further described in Note 4 below.

Investment Transactions and Investment Income

Investment transactions are recorded not later than on the business day following trade date. However, for financial reporting purposes, investment transactions are accounted for on trade date. Net realized gains and losses on investments sold and on foreign currency transactions are recorded on the basis of identified cost. Interest income is recorded on the accrual basis and includes, where applicable, the amortization of premiums or accretion of discounts. Dividend income is recorded on the ex-dividend date except in the case of foreign securities, in which case dividends are recorded as soon as such information becomes available.

Consolidation of Subsidiaries

During the year ended December 31, 2014, the Fund primarily invested in shares of another mutual fund managed by the Manager, the AZL BlackRock Global Allocation Fund (the “VIP Subsidiary”), a wholly-owned and controlled subsidiary of the Fund.

As of December 31, 2014, the Fund’s aggregate investment in the VIP Subsidiary was $777,940,347, representing 95.1% of the Fund’s net assets.

The VIP Subsidiary’s primary vehicle for gaining exposure to the commodities markets is through investment in the AZL Cayman Global Allocation Fund, Ltd. (the “Cayman Subsidiary”), a wholly-owned and controlled subsidiary of the VIP Subsidiary formed in the Cayman Islands, which invests primarily in commodity-related instruments.

The Fund’s operations have been consolidated with the operations of the VIP Subsidiary and the Cayman Subsidiary.

Real Estate Investment Trusts

The Fund may own shares of real estate investment trusts (“REITs”) which report information on the source of their distributions annually. Certain distributions received from REITs during the year, which are known to be a return of capital, are recorded as a reduction to the cost of the individual REIT.

Foreign Currency Translation

The accounting records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars at the current rate of exchange to determine the fair value of investments, assets and liabilities. Purchases and sales of securities, and income and expenses are translated at the prevailing rate of exchange on the respective dates of such transactions. The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from fluctuations arising from changes in market prices of securities held. Such fluctuations are included in the net realized and unrealized gain or loss on investments and foreign currencies.

Floating Rate Loans

The Fund may invest in floating rate loans, which usually take the form of loan participations and assignments. These loans are made by banks and other large financial institutions to various companies and are typically senior in the borrowing companies’ capital structure. Coupon rates are floating, not fixed and are tied to a benchmark

 

28


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2014

lending rate. Loans involve a risk of loss in case of default or insolvency of the financial intermediaries who are parties to the transactions. A Fund records an investment when the borrower withdraws money and records the interest as earned.

Dividends to Shareholders

Dividends to shareholders are recorded on the ex-dividend date. The Fund distributes its dividends from net investment income and net realized capital gains, if any, on an annual basis. The amount of dividends from net investment income and from net realized gains is determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These “book/tax” differences are either temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., return of capital, net operating loss, reclassification of certain market discounts, gain/loss, paydowns, and distributions), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and post October losses) do not require reclassification. Dividends to shareholders that exceed net investment income and net realized gains for tax purposes are reported as distributions of capital.

Expense Allocation

Expenses directly attributable to the Fund are charged directly to the Fund, while expenses attributable to more than one Fund are allocated among the respective Funds based upon relative net assets or some other reasonable method. Expenses which are attributable to more than one Trust are allocated across the Allianz Variable Insurance Products and Allianz Variable Insurance Products Fund of Funds Trusts based upon relative net assets or another reasonable basis. Allianz Investment Management LLC (the “Manager”), serves as the investment manager for the Trust and the Allianz Variable Insurance Products Trust.

Securities Lending

To generate additional income, the Fund may lend up to 33 1/3% of its assets pursuant to agreements requiring that the loan be continuously secured by any combination of cash, U.S. government or U.S. government agency securities, equal initially to at least 102% of the fair value plus accrued interest on the securities loaned (105% for foreign securities). The borrower of securities is at all times required to post collateral to the Fund in an amount equal to 100% of the fair value of the securities loaned based on the previous day’s fair value of the securities loaned, marked-to-market daily. Any collateral shortfalls are adjusted the next business day. The Fund bears all of the gains and losses on such investments. The Fund receives payments from borrowers equivalent to the dividends and interest that would have been earned on securities lent while simultaneously seeking to earn income on the investment of cash collateral received. In extremely low interest rate environments, the broker rebate fee may exceed the interest earned or the cash collateral which would result in a loss to the Fund. The investment of cash collateral deposited by the borrower is subject to inherent market risks such as interest rate risk, credit risk, liquidity risk, and other risks that are present in the market, and as such, the value of these investments may not be sufficient, when liquidated, to repay the borrower when the loaned security is returned. There may be risks of delay in recovery of the securities or even loss of rights in the collateral should the borrower of the securities fail financially. However, loans will be made only to borrowers, such as broker-dealers, banks or institutional borrowers of securities, deemed by the Manager to be of good standing and credit worthy and when in its judgment, the consideration which can be earned currently from such securities loans justifies the attendant risks. Loans are subject to termination by the Trust or the borrower at any time, and are, therefore, not considered to be illiquid investments. Securities on loan at December 31, 2014 are presented on the Fund’s Consolidated Schedule of Portfolio Investments. The average outstanding amount of securities on loan was $22.9 million for the year ended December 31, 2014.

Cash collateral received in connection with securities lending is invested in the Allianz Variable Insurance Products Securities Lending Collateral Trust (the “Securities Lending Collateral Trust”) managed by The Dreyfus Corporation, an affiliate of the Custodian and Securities Lending Agent. The Securities Lending Collateral Trust invests in short-term investments that have a remaining maturity of 397 days or less as calculated in accordance with Rule 2a-7 under the 1940 Act. The Fund pays the Securities Lending Agent 9% of the gross revenues received from securities lending activities and keeps 91%. The Fund paid securities lending fees of $31,704 during the year ended December 31, 2014. These fees have been netted against “Income from securities lending” on the Consolidated Statement of Operations.

Commission Recapture

Certain Funds of the Trust participate in a commission recapture program. The Fund will utilize the recaptured commissions to pay for, in whole or part, certain expenses of the Fund, excluding investment advisory fees. Any amounts received by the Fund, if applicable, are disclosed as “Expenses paid indirectly” on the Consolidated Statement of Operations. The Fund ceased participation in the program in June 2014.

Derivative Instruments

All open derivative positions at period end are reflected on the Fund’s Consolidated Schedule of Portfolio Investments. The following is a description of the derivative instruments utilized by the Fund, including the primary underlying risk exposures related to each instrument type.

Forward Currency Contracts

During the year ended December 31, 2014, the Fund entered into forward currency contracts as an economic hedge against either specific transactions or portfolio instruments or to obtain exposure to foreign currencies. In addition to the foreign currency risk related to the use of these contracts, the Fund could be exposed to risks if the counterparties to the contracts are unable to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar. In the event of default by the counterparty to the transaction, the Fund’s maximum amount of loss, as either the buyer or the seller, is the unrealized appreciation of the contract. The forward currency contracts are adjusted by the daily exchange rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized gains or losses until the contract settlement date. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value at the time it was opened and the value at the time it was closed. The contract amount of forward currency contracts outstanding was $128.2 million as of December 31, 2014. The monthly average amount for these contracts was $99.9 million for the year ended December 31, 2014.

 

29


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2014

Futures Contracts

During the year ended December 31, 2014, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and a payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin disclosed in the Consolidated Statement of Assets and Liabilities. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the underlying securities and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. The notional amount of futures contracts outstanding was $64.2 million as of December 31, 2014. The monthly average notional amount for these contracts was $81.6 million for the year ended December 31, 2014. Realized gains and losses are reported as “Net realized gains/(losses) on futures contracts” on the Consolidated Statement of Operations. Realized gains and losses are reported as “Net realized gains/(losses) on futures contracts” on the Consolidated Statement of Operations.

Options Contracts

The Fund may purchase or write put and call options on a security or an index of securities. During the year ended December 31, 2014, the Fund purchased and wrote call and put options to increase or decrease its exposure to underlying instruments (including equity risk, interest rate risk and/or foreign currency exchange rate risk) and/or, in the case of options written, to generate gains from options premiums.

Purchased Options Contracts — The Fund pays a premium which is included in “Investments, at value” on the Consolidated Statement of Assets and Liabilities and marked to market to reflect the current value of the option. Premiums paid for purchasing put options that expire are treated as realized losses. When a put option is exercised or closed, premiums paid for purchasing put options are offset against proceeds to determine the realized gain/loss on the transaction. The Fund bears the risk of loss of the premium and change in value should the counterparty not perform under the contract.

Written Options Contracts — The Fund receives a premium which is recorded as a liability and is subsequently adjusted to the current value of the options written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are either exercised or closed are offset against the proceeds received or the amount paid on the transaction to determine realized gains or losses. The risk associated with writing an option is that the Fund bears the market risk of an unfavorable change in the price of an underlying asset and is required to buy or sell an underlying asset under the contractual terms of the option at a price different from the current value.

Realized gains and losses, if any, are reported as “Net realized gains/(losses) on options contracts” on the Consolidated Statement of Operations.

The Fund had the following transactions in purchased call and put options during the year ended December 31, 2014:

 

       

Number

of

Contracts

    

Notional
Amount(a)

     Cost

Options outstanding at December 31, 2013

         2,988,566            1,029,171          $ 4,217,942  

Options purchased

         7,723,772            3,262,792            26,175,134  

Options exercised

         (66,756 )          —            (149,158 )

Options expired

         (2,160,735 )          —            (4,306,881 )

Options closed

         (3,935,449 )          (627,294 )          (17,193,407 )
      

 

 

        

 

 

        

 

 

 

Options outstanding at December 31, 2014

         4,549,398            3,664,669          $ 8,743,630  
      

 

 

        

 

 

        

 

 

 

The Fund had the following transactions in written call and put options during the year ended December 31, 2014:

 

       

Number
of

Contracts

    

Notional
Amount(a)

     Premiums
Received

Options outstanding at December 31, 2013

         (58,831 )          (5,014 )        $ (1,043,812 )

Options written

         (8,905,644 )          (358,936 )          (12,611,314 )

Options exercised

         51,431            —            279,644  

Options expired

         596,561            —            1,199,447  

Options closed

         3,565,005            360,850            9,152,719  
      

 

 

        

 

 

        

 

 

 

Options outstanding at December 31, 2014

         (4,751,478 )          (3,100 )        $ (3,023,316 )
      

 

 

        

 

 

        

 

 

 

 

(a) Includes swaptions and currency options, as applicable.

Swap Agreements

The Fund may invest in swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Swap agreements are privately negotiated in the over-the-counter (“OTC”) market and may be entered into as a bilateral contract (“OTC swaps”) or centrally cleared (“centrally cleared swaps”). The Fund may enter into swap agreements to manage its exposure to market, interest rate and credit risk. The value of swap agreements are equal to the

 

30


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2014

Fund’s obligations (or rights) under swap agreements, which will generally be equal to the net amounts to be paid or received under the agreements based upon the relative values of the positions held by each party to the agreements. In connection with these arrangements, securities may be indentified as collateral in accordance with the terms of the swap agreements to provide assets of value and recourse in the event of default or bankruptcy by the counterparty.

Swaps are marked to market daily using pricing sources approved by the Trustees and the change in value, if any, is recorded as unrealized gain or loss. For OTC swaps, payments received or made at the beginning of the measurement period are recorded as realized gain or loss upon termination or maturity of the OTC swap. A liquidation payment received or made at the termination of the OTC swap is recorded as a realized gain or loss. Net periodic payments received or paid by the Fund are included as part of realized gains (losses). Upon entering a centrally cleared swap, the Fund is required to deposit initial margin with the broker in the form of cash or assets determined to be liquid (the amount is subject to the clearing organization that clears the trade). Daily changes in valuation of centrally cleared swaps, if any, are recorded as a receivable or payable, as applicable, for variation margin on centrally cleared swaps.

Swap agreements involve, to varying degrees, elements of market risk and exposure to loss. The primary risks associated with the use of swap agreements are imperfect correlation between movements in the notional amount and the price of the underlying instruments and the inability of counterparties or clearing house to perform. The counterparty risk for centrally cleared swap agreements is generally lower than for OTC swap agreements because generally a clearing organization becomes substituted for each counterparty to a centrally cleared swap agreement and, in effect, guarantees the parties’ performance under the contract as each party to a trade looks only to a clearing house for performance of financial obligations. However, there can be no assurance that the clearing house, or its members will satisfy its obligations to the Fund.

The notional amounts reflect the extent of the total investment exposure each Fund has under the swap agreement. The Fund bears the risk of loss of the amount expected to be received under a swap agreement (i.e., any unrealized appreciation) in the event of the default or bankruptcy of the swap agreement counterparty. The notional amount and related unrealized appreciation (depreciation) of each swap agreement at period end is disclosed in the swap tables in the Consolidated Schedule of Portfolio Investments. The Fund is party to International Swap Dealers Association, Inc. Master Agreements (“ISDA Master Agreements”) with select counterparties that govern transactions, such as OTC swap contracts, entered into by the Fund, through the VIP Subsidiary or Cayman Subsidiary, and those counterparties. The ISDA Master Agreements maintain provisions for general obligations, representations, agreements, collateral and events of default or termination. Events of termination include conditions that may entitle counterparties to elect to terminate early and cause settlement of all outstanding OTC swap transactions under the applicable ISDA Master Agreement.

Interest rate swaps involve the exchange of commitments to pay and receive interest based on a notional amount and are subject to interest rate risk exposure. Interest rate swaps do not involve the delivery of securities, other underlying assets or principal. Accordingly, the risk of loss with respect to interest rate swaps is limited to the net amount of interest payments that a Fund is contractually obligated to make. If the other party to an interest rate swap defaults, a Fund’s risk of loss consists of the net amount of interest payments that the Fund is contractually entitled to receive. As of December 31, 2014, the Fund entered into OTC interest rate swap agreements to gain or reduce exposure to interest rates or to manage duration, the yield curve or interest rate risk by economically hedging the value of the fixed rate bonds which may decrease when interest rates rise (interest rate risk). The gross notional amount of interest rate swaps outstanding was $175.7 million as of December 31, 2014. The monthly average gross notional amount for interest rate swaps was $57.8 million for the year ended December 31, 2014.

Total return swap agreements involve commitments to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the Fund will receive a payment from or make a payment to the counterparty. The gross notional amount of total return swaps outstanding was $1.1 million as of December 31, 2014. The monthly average gross notional amount for total return swaps was $1.2 million to the year ended December 31, 2014.

Credit default swap agreements may have as reference obligations one or more securities that are not currently held by the Fund. The protection “buyer” in a credit default contract is generally obligated to pay the protection “seller” an upfront, periodic, or daily stream of payments over the term of the contract provided that no credit event, such as a default, on a reference obligation has occurred. If a credit event occurs, the seller generally must pay the buyer the “par value” (full notional value) of the swap in exchange for an equal face amount of deliverable obligations of the reference entity described in the swap, or the seller may be required to deliver the related net cash amount, if the swap is cash settled. A Fund may be either the buyer or seller in the transaction. If the Fund is a buyer and no credit event occurs, the Fund may recover nothing if the swap is held through its termination date. However, if a credit event occurs, the buyer generally may elect to receive the full notional value of the swap in exchange for an equal face amount of deliverable obligations of the reference entity whose value may have significantly decreased. As a seller, a Fund generally receives an upfront payment or a fixed rate of income throughout the term of the swap provided that there is no credit event. As the seller, a Fund would effectively add leverage to its portfolio because, in addition to its total net assets, a Fund would be subject to investment exposure on the notional amount of the swap.

Credit default swap agreements involve greater risks than if a Fund had invested in the reference obligation directly since, in addition to general market risks, credit default swaps are subject to illiquidity risk, counterparty risk and credit risk. A Fund will enter into credit default swap agreements only with counterparties that meet certain standards of creditworthiness. A buyer generally also will lose its investment and recover nothing should no credit event occur and the swap is held to its termination date. If a credit event were to occur, the value of any deliverable obligation received by the seller, coupled with the upfront, periodic, or daily payments previously received, may be less than the full notional value it pays to the buyer, resulting in a loss of value to the seller. The Fund’s obligations under a credit default swap agreement will be accrued daily (offset against any amounts owing to the Fund). In connection with credit default swaps in which a Fund is the buyer, the Fund will segregate or “earmark” cash or assets determined to be liquid, or enter into certain offsetting positions, with a value at least equal to the Fund’s exposure (any accrued but unpaid net amounts owed by the Fund to any counterparty), on a marked-to-market basis. In connection with credit default swaps in which a Fund is the seller, the Fund will segregate or “earmark” cash or assets determined to be liquid, or enter into offsetting positions, with a value at least equal to the full notional amount of the swap (minus any amounts owed to the Fund). Such segregation or “earmarking” will ensure that the Fund has assets available to satisfy its obligations with respect to the transaction and will limit any potential leveraging of the Fund’s portfolio. Such segregation or “earmarking” will not limit the Fund’s exposure to loss. As of December 31, 2014, the Fund entered into credit default swaps to manage its exposure to the market or certain sectors of the market, to reduce its risk exposure to defaults of corporate and/or sovereign issuers or to create exposure to corporate and/or sovereign issuers to which they are not otherwise exposed (credit risk). The gross notional amount of OTC and centrally cleared credit default swaps outstanding was $2.4 million as of December 31, 2014. The monthly average gross notional amount for credit default swaps was $3.3 million for the year ended December 31, 2014.

 

31


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2014

Summary of Derivative Instruments

The following is a summary of the fair values of derivative instruments on the Fund’s Consolidated Statement of Assets and Liabilities, categorized by risk exposure, as of December 31, 2014:

 

   

Asset Derivatives

   

Liability Derivatives

 
Primary Risk Exposure   Consolidated Statement of Assets and
Liabilities Location
  Total Fair
Value
    Consolidated Statement of Assets and
Liabilities Location
  Total Fair
Value
 
Equity Risk Exposure        

Futures Contracts

  Receivable for variation margin on futures contracts*   $ 561,160      Payable for variation margin on futures contracts*   $ 192,682   

Option Contracts

  Investment securities, at value (purchased options)     10,448,717      Written options     4,175,267   

Total Return Swap Agreements

  Unrealized appreciation on swap agreements     141,136      Unrealized depreciation on swap agreements     —   
Credit Risk Exposure        

Credit Default Swap Agreements

  Unrealized appreciation on swap agreements     274,287      Unrealized depreciation on swap agreements     —   
Interest Rate Risk        

Interest Rate Swap Agreements

  Unrealized appreciation on swap agreements     424,555      Unrealized depreciation on swap agreements     206,432   
Foreign Exchange Rate Risk Exposure        

Forward Currency Contracts

  Unrealized appreciation on forward currency contracts     3,899,788      Unrealized depreciation on forward currency contracts     249,659   

 

* For futures contracts, the amounts represent the cumulative appreciation/(depreciation) of these futures contracts as reported in the Schedule of Portfolio Investments. Only current day’s variation margin is reported within the Consolidated Statement of Assets and Liabilities as Variation margin on futures contracts.

The following is a summary of the effect of derivative instruments on the Consolidated Statement of Operations, categorized by risk exposure, for the year ended December 31, 2014:

 

    Realized Gain (Loss) on Derivatives
Recognized as a Result from Operations
  Change in Net Unrealized
Appreciation (Depreciation)
on Derivatives Recognized
as a Result from Operations
     Net Realized
Gains (Losses) on
Futures Contracts
  Net Realized
Gains (Losses) on
Swap Agreements
  Net Realized
Gains (Losses) on
Option Contracts
  Net Realized
Gains (Losses) on
Forward Currency Contracts
  Change in Net Unrealized
Appreciation/Depreciation
on Investments

Equity Risk Exposure

    $ 439,866       $ —       $ (80,344 )     $ —       $ 2,367,308  

Credit Risk Exposure

      —         (19,079 )       —         —         325,968  

Interest Rate Risk Exposure

      —         59,698         (702,135 )       —         885,573  

Foreign Exchange Rate Risk Exposure

      —         —         (248,653 )       8,777,270         2,534,352  

Effective January 1, 2013, the Fund adopted Financial Accounting Standards Board Accounting Standards Update (“ASU”) No. 2013-01 “Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities” (“ASU 2013-01”) which amended Accounting Standards Codification Subtopic 210-20, Balance Sheet Offsetting. ASU 2013-01 clarified the scope of ASU No. 2011-11 “Disclosures about Offsetting Assets and Liabilities” (“ASU 2011-11”). ASU 2011-11 requires an entity to disclose information about offsetting and related arrangements to enable users of that entity’s financial statements to understand the effect of those arrangements on its financial position. The objective of this disclosure is to facilitate comparison between those entities that prepare their financial statements on the basis of U.S. GAAP and those entities that prepare their financial statements on the basis of International Financial Reporting Standards. ASU 2013-01 clarifies the scope of ASU 2011-11 as applying to derivatives accounted for in accordance with Topic 815, Derivatives and Hedging, including bifurcated embedded derivatives, repurchase agreements and reverse repurchase agreements, and securities borrowing and securities lending transactions that are offset either in accordance with other requirements of U.S. GAAP or subject to an enforceable master netting arrangement or similar agreement.

The Fund is generally subject to master netting agreements that allow for amounts owed between the Fund and the counterparty to be netted. The party that has the larger payable pays the excess of the larger amount over the smaller amount to the other party. The master netting agreements do not apply to amounts owed to/from different counterparties. The amounts shown in the Consolidated Statement of Assets and Liabilities do not take into consideration the effects of legally enforceable master netting agreements. The table below presents the gross and net amounts of these assets and liabilities with any offsets to reflect the Fund’s ability to reflect the master netting agreements at December 31, 2014. For financial reporting purposes, the Fund does not offset derivative assets and derivative liabilities that are subject to master netting arrangements in the Consolidated Statement of Assets and Liabilities. This table also summarizes the fair values of derivative instruments on the Fund’s Consolidated Statement of Assets and Liabilities, categorized by risk exposure, as of December 31, 2014.

 

32


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2014

As of December 31, 2014, the Fund’s derivative assets and liabilities by type are as follows:

 

        Assets      Liabilities

Derivative Financial Instruments:

             

Futures contracts

       $ 198,834          $ 301,102  

Forward currency contracts

         3,899,788            249,659  

Option contracts*

         10,448,717            4,175,267  

Swap agreements

         476,279            4,730  
      

 

 

        

 

 

 

Total derivative assets and liabilities in the Consolidated Statement of Assets and Liabilities

         15,023,618            4,730,758  

Derivatives not subject to a master netting agreement or similar agreement (“MNA”)

         (247,102 )          (520,703 )
      

 

 

        

 

 

 

Total assets and liabilities subject to a MNA

       $ 14,776,516          $ 4,210,055  
      

 

 

        

 

 

 

 

* Includes option contracts purchased at value as reported in the Consolidated Statement of Assets and Liabilities.

The following table presents the Fund’s derivative assets by counterparty net of amounts available for offset under a MNA and net of the related collateral received by the Fund as of December 31, 2014:

 

Counterparty    Derivative Assets
Subject to a MNA
by Counterparty
  

Derivatives

Available for Offset

  

Non-cash Collateral

Received*

  

Cash Collateral

Received*

  

Net Amount of

Derivative Assets

Bank of America

     $ 1,276,412        $ (404,253 )      $ —        $ (570,000 )      $ 302,159  

Barclays Bank

       1,189,109          (634,793 )        —          (550,000 )        4,316  

BNP Paribas

       865,006          (71,989 )        —          —          793,017  

Citibank

       2,266,204          (1,166,656 )        —          (1,099,548 )        —  

Credit Suisse First Boston

       1,092,937          (75,363 )        —          —          1,017,574  

Deutsche Bank

       2,596,858          (298,597 )        —          (1,400,000 )        898,261  

Goldman Sachs

       2,309,100          (950,114 )        —          (1,300,000 )        58,986  

HSBC

       364,005          (23,899 )        —          —          340,106  

JPMorgan Chase

       938,252          (79,562 )        —          —          858,690  

Morgan Stanley

       1,278,886          (310,148 )        —          (520,000 )        448,738  

UBS Warburg

       599,747          (194,681 )        —          —          405,066  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

Total

     $ 14,776,516        $ (4,210,055 )      $ —        $ (5,439,548 )      $ 5,126,913  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

The following table presents the Fund’s derivative liabilities by counterparty net of amounts available for offset under a MNA and net of the related collateral pledged by the Fund as of December 31, 2014:

 

Counterparty   

Derivative Liabilities

Subject to a MNA

by Counterparty

  

Derivatives

Available for Offset

  

Non-cash Collateral

Pledged*

  

Cash Collateral

Pledged*

  

Net Amount of

Derivative

Liabilities

Bank of America

     $ 404,253        $ (404,253 )      $ —        $ —        $ —  

Barclays Bank

       634,793          (634,793 )        —          —          —  

BNP Paribas

       71,989          (71,989 )        —          —          —  

Citibank

       1,166,656          (1,166,656 )        —          —          —  

Credit Suisse First Boston

       75,363          (75,363 )        —          —          —  

Deutsche Bank

       298,597          (298,597 )        —          —          —  

Goldman Sachs

       950,114          (950,114 )        —          —          —  

HSBC

       23,899          (23,899 )        —          —          —  

JPMorgan Chase

       79,562          (79,562 )        —          —          —  

Morgan Stanley

       310,148          (310,148 )        —          —          —  

UBS Warburg

       194,681          (194,681 )        —          —          —  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

Total

     $ 4,210,055        $ (4,210,055 )      $ —        $ —        $ —  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

 

* The actual collateral received or pledged may be in excess of the amounts shown in the table. The table only reflects collateral amounts up to the amount of the financial instrument disclosed on the Consolidated Statement of Assets and Liabilities.

3. Related Party Transactions

The Manager provides investment advisory and management services for the Fund. The Manager has retained an independent money management organization (the “Subadviser”), to make investment decisions on behalf of the VIP Subsidiary. Pursuant to a portfolio management agreement with BlackRock Investment Management, LLC (“BlackRock Investment”), BlackRock Investment provides investment advisory services as the Subadviser for the VIP Subsidiary subject to the general supervision of the Trustees and the Manager.

 

33


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2014

The Manager is entitled to a fee, computed daily and paid monthly, based on the average daily net assets of the VIP Subsidiary. Expenses incurred by the Fund and the VIP Subsidiary for investment advisory and management services are reflected on the Consolidated Statement of Operations as “Manager fees.” For its services, the Subadviser is entitled to a fee payable by the Manager. The Manager has contractually agreed to waive fees and reimburse the Fund and the VIP Subsidiary to limit the annual expenses, excluding interest expense (e.g., cash overdraft fees), taxes, brokerage commissions, other expenditures that are capitalized in accordance with U.S. GAAP and other extraordinary expenses not incurred in the ordinary course of the Fund’s and the VIP Subsidiary’s business, based on the daily net assets of the Fund and the VIP Subsidiary, through April 30, 2016.

For the year ended December 31, 2014, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP BlackRock Global Allocation Fund

         0.10 %          0.15 %

AZL BlackRock Global Allocation Fund

         0.75 %          1.19 %

Any amounts contractually waived or reimbursed by the Manager in a particular fiscal year will be subject to repayment by the Fund to the Manager to the extent that from time to time through the next three fiscal years the repayment will not cause the Fund’s expenses to exceed the lesser of the stated limit at the time of the waiver or the current stated limit. Any amounts recouped by the Manager during the year are reflected on the Consolidated Statement of Operations as “Recoupment of prior expenses reimbursed by the Manager.” At December 31, 2014, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the year can be found on the Consolidated Statement of Operations. During the year ended December 31, 2014, there were no voluntary waivers.

Pursuant to separate agreements between the Funds and the Manager, the Manager provides a Chief Compliance Officer (“CCO”) and certain compliance oversight and regulatory filing services to the Trust. Under these agreements the Manager is entitled to an amount equal to a portion of the compensation and certain other expenses related to the individuals performing the CCO and compliance oversight services, as well as $100 per hour for time incurred in connection with the preparation and filing of certain documents with the Securities and Exchange Commission. The fees are paid to the Manager on a quarterly basis. The total expenses incurred by the Fund for these services are reflected on the Consolidated Statement of Operations as “Administrative and compliance services fees.”

Citi Fund Services Ohio, Inc. (“Citi” or the “Administrator”), a wholly owned subsidiary of Citigroup, Inc., with which an officer of the Trust is affiliated, serves as the Trust’s administrator, transfer agent, and fund accountant, and assists the Trust in all aspects of its administration and operation. The Administrator is entitled to a fee, accrued daily and paid monthly. In addition, the Administrator is entitled to annual account fees related to the transfer agency system, and a Trust-wide annual fee for providing infrastructure and support in implementing the written policies and procedures comprising the Fund’s compliance program. Fees payable to the Administrator are subject to certain reductions associated with services provided to new funds. Beginning January 1, 2015, these reductions are no longer applicable to new funds. The Administrator is also reimbursed for certain expenses incurred. The total expenses incurred by the Fund for these services are reflected on the Consolidated Statement of Operations as “Administration fees.”

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund and receives a Trust-wide annual fee of $7,500, paid by the Manager from its profits and not by the Trust, for recordkeeping and reporting services.

In addition, certain legal fees and expenses are paid to a law firm, Dorsey & Whitney LLP, of which the Secretary of the Fund is a partner. During the year ended December 31, 2014, $8,942 was paid from the Fund relating to these fees and expenses.

Certain Officers and Trustees of the Trust are affiliated with the Manager or the Administrator. Such Officers (except for the Trust’s CCO as noted above) and Trustees receive no compensation from the Trust for serving in their respective roles. For their service to the Trust and to the Allianz Variable Insurance Products Trust, each non-interested Trustee receives a $163,000 annual Board retainer and the Lead Director receives an additional $24,450 annually. In addition, the Trustees are reimbursed for certain expenses associated with attending Board meetings. Compensation to the Trustees is allocated between the Trust and the Allianz Variable Insurance Products Trust in proportion to the assets under management of each trust. During the year ended December 31, 2014, actual Trustee compensation was $1,155,670 in total for both trusts.

4. Investment Valuation Summary

The valuation techniques employed by the Fund, as described below, maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Fund’s investments are summarized in the three broad levels listed below:

 

  —  

Level 1 — quoted prices in active markets for identical assets

  —  

Level 2 — other significant observable inputs (including quoted prices for similar securities, interest rates, prepayments speeds, credit risk, etc.)

  —  

Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The Fund determines transfers between fair value hierarchy levels at the reporting period end. The inputs or methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments.

Security prices are generally provided by an independent third party pricing service approved by the Trust’s Board of Trustees (“Trustees”) as of the close of the New York Stock Exchange (“NYSE”) (generally 4:00 pm Eastern Time). Equity securities are valued at the last quoted sale price or, if there is no sale, the last quoted bid price is used for long securities and the last quoted ask price is used for securities sold short. Securities listed on NASDAQ Stock Market, Inc. (“NASDAQ”) are valued at the official closing price as reported by NASDAQ. In each of these situations, valuations are typically categorized as a Level 1 in the fair value hierarchy. Investments in open-end investment companies are valued at their respective net asset value as reported by such companies and are typically categorized as Level 1 in the fair value hierarchy.

 

34


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2014

Debt and other fixed income securities are generally valued at an evaluated bid price provided by an independent pricing source approved by the Trustees. To value debt securities, pricing services may use various pricing techniques which take into account appropriate factors such as market activity, yield, quality, coupon rate, maturity, type of issue, trading characteristics, call features, credit ratings and other data, as well as broker quotes. Short term securities of sufficient credit quality with sixty days or less remaining until maturity may be valued at amortized cost, which approximates fair value. In each of these situations, valuations are typically categorized as Level 2 in the fair value hierarchy. Futures contracts are valued at the last sales price as of the close of the primary exchange and are typically categorized as Level 1 in the fair value hierarchy.

Forward currency contracts are generally valued at the foreign currency exchange rate as of the close of the NYSE and are typically categorized as Level 2 in the fair value hierarchy. Non exchange-traded derivatives, such as swaps and certain options, are generally valued by approved independent pricing services utilizing techniques which take into account factors such as yields, quality, maturity, type of issue, trading characteristics, call features, credit ratings and other data, as well as broker quotes and are typically categorized as Level 2 in the fair value hierarchy.

Other assets and securities for which market quotations are not readily available, or are deemed unreliable are valued at fair value as determined in good faith by the Trustees or persons acting on the behalf of the Trustees. Fair value pricing may be used for significant events such as securities whose trading has been suspended, whose price has become stale or for which there is no currently available price at the close of the NYSE. Depending on the source and relative significance of valuation inputs, these instruments may be classified as Level 2 or Level 3 in the fair value hierarchy. The Fund utilizes a pricing service to assist in determining the fair value of securities when certain significant events occur that may affect the value of foreign securities.

In accordance with procedures adopted by the Trustees, fair value pricing may be used if events materially affecting the value of foreign securities occur between the time when the exchange on which they are traded closes and the time when the Fund’s net asset value is calculated. Management identifies possible fluctuation in international securities by monitoring the increase or decrease in the value of a designated benchmark index. In the event of an increase or decrease greater than predetermined levels, the Fund may use a systematic valuation model provided by an independent third party to fair value its international equity securities which are then typically categorized as Level 2 in the fair value hierarchy.

The following is a summary of the valuation inputs used as of December 31, 2014 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Level 3      Total
                             

Common Stocks

                           

Aerospace & Defense

       $ 4,371,725          $ 4,323,565          $ —          $ 8,695,290  

Air Freight & Logistics

         3,438,286            400,592            —            3,838,878  

Airlines

         1,938,874            1,592,243            —            3,531,117  

Auto Components

         2,146,531            7,567,447            —            9,713,978  

Automobiles

         2,015,357            12,152,113            —            14,167,470  

Banks

         18,664,696            14,667,429            —            33,332,125  

Beverages

         3,323,779            2,464,857            —            5,788,636  

Biotechnology

         7,649,771            220,168            —            7,869,939  

Building Products

         —            1,582,421            —            1,582,421  

Capital Markets

         4,373,677            1,049,888            —            5,423,565  

Chemicals

         2,488,529            12,017,085            —            14,505,614  

Commercial Services & Supplies

         158,213            74,541            —            232,754  

Communications Equipment

         4,154,972            920,676            —            5,075,648  

Construction & Engineering

         —            1,499,525            —            1,499,525  

Distributors

         —            36,960            —            36,960  

Diversified Financial Services

         —            1,482,748            —            1,482,748  

Diversified Telecommunication Services

         4,067,830            4,612,647            —            8,680,477  

Electric Utilities

         2,443,283            1,156,763            —            3,600,046  

Electrical Equipment

         3,278,013            2,964,632            —            6,242,645  

Electronic Equipment, Instruments & Components

         455,483            4,285,792            —            4,741,275  

Energy Equipment & Services

         2,059,756            1,767,900            1,827,985            5,655,641  

Food & Staples Retailing

         866,765            134,416            —            1,001,181  

Food Products

         615,962            7,425,606            —            8,041,568  

Gas Utilities

         —            2,150,966            —            2,150,966  

Health Care Equipment & Supplies

         2,753,083            580,995            —            3,334,078  

Health Care Providers & Services

         11,272,548            6,611,778            —            17,884,326  

Household Durables

         —            1,421,499            —            1,421,499  

Independent Power and Renewable Electricity Producers

         4,164,537            —            264,963            4,429,500  

Industrial Conglomerates

         4,414,149            5,855,431            —            10,269,580  

Insurance

         8,572,988            6,299,486            —            14,872,474  

Internet Software & Services

         14,062,299            741,255            2,283,315            17,086,869  

IT Services

         7,631,817            2,156,994            —            9,788,811  

Leisure Products

         —            847,347            —            847,347  

Machinery

         3,979,957            4,714,522            —            8,694,479  

Media

         7,627,669            618,440            —            8,246,109  

Metals & Mining

         10,446,954            6,334,071            —            16,781,025  

Multiline Retail

         269,062            346,036            —            615,098  

Multi-Utilities

         2,777,506            2,174,640            —            4,952,146  

 

35


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2014

Investment Securities:      Level 1      Level 2      Level 3      Total
                             

Oil, Gas & Consumable Fuels

       $ 24,124,310          $ 10,466,820          $ 1,661,801          $ 36,252,931  

Personal Products

         —            1,756,087            —            1,756,087  

Pharmaceuticals

         19,513,851            12,977,628            —            32,491,479  

Professional Services

         —            444,913            —            444,913  

Real Estate Management & Development

         1,240,718            8,670,895            —            9,911,613  

Road & Rail

         5,249,180            2,340,681            —            7,589,861  

Semiconductors & Semiconductor Equipment

         314,119            2,649,038            —            2,963,157  

Software

         10,061,615            2,649,531            —            12,711,146  

Specialty Retail

         140,627            1,685,199            —            1,825,826  

Technology Hardware, Storage & Peripherals

         680,250            784,720            —            1,464,970  

Textiles, Apparel & Luxury Goods

         2,413,832            780,587            —            3,194,419  

Trading Companies & Distributors

         803,336            4,587,757            —            5,391,093  

Transportation Infrastructure

         —            67,975            365,178            433,153  

Wireless Telecommunication Services

         1,119,874            2,748,194            —            3,868,068  

All Other Common Stocks+

         26,235,550            —            —            26,235,550  

Preferred Stocks

                           

Auto Components

         —            —            2,354,112            2,354,112  

Automobiles

         —            1,839,026            —            1,839,026  

Banks

         4,723,647            1,121,751            —            5,845,398  

Food & Staples Retailing

         —            407,073            —            407,073  

Health Care Providers & Services

         —            —            372,878            372,878  

Real Estate Management & Development

         —            331,188            —            331,188  

Semiconductors & Semiconductor Equipment

         —            1,794,913            —            1,794,913  

All Other Preferred Stocks+

         2,004,732            —            —            2,004,732  

Warrants

         29,489            96,646            —            126,135  

Convertible Preferred Stocks

                           

Banks

         —            330,480            —            330,480  

All Other Convertible Preferred Stocks+

         2,037,804            —            —            2,037,804  

Right

         40,651            —            —            40,651  

Convertible Bonds+

         —            16,188,666            —            16,188,666  

Floating Rate Loans

                           

Media

         —            —            292,000            292,000  

All Other Floating Rate Loans+

         —            8,236,151            —            8,236,151  

Corporate Bonds

                           

Transportation Infrastructure

         —            —            518,360            518,360  

All Other Corporate Bonds+

         —            18,616,289            —            18,616,289  

Foreign Bonds+

         —            71,580,862            —            71,580,862  

Yankee Dollars+

         —            21,413,554            —            21,413,554  

U.S. Government Agency Mortgage

         —            776,880            —            776,880  

U.S. Treasury Obligations

         —            189,050,405            —            189,050,405  

Purchased Options

         10,993            10,437,724            —            10,448,717  

Exchange Traded Funds

         5,455,534            —            —            5,455,534  

Securities Held as Collateral for Securities on Loan

         —            45,894,168            —            45,894,168  

Unaffiliated Investment Companies

         27,872,874            —            —            27,872,874  
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         280,557,057            565,979,275            9,940,592            856,476,924  
      

 

 

        

 

 

        

 

 

        

 

 

 

Securities Sold Short

         (1,017,147 )          —            —            (1,017,147 )

Other Financial Instruments:*

                           

Futures Contracts

         368,478            —            —            368,478  

Written Options

         (84,018 )          (1,066,048 )          —            (1,150,066 )

Written Swaptions

         —            (1,885 )          —            (1,885 )

Forward Currency Contracts

         —            3,650,129            —            3,650,129  

Credit Default Swaps

         —            274,287            —            274,287  

Interest Rate Swaps

         —            218,123            —            218,123  

Total Return Swaps

         —            141,136            —            141,136  
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 279,824,370          $ 569,195,017          $ 9,940,592          $ 858,959,979  
      

 

 

        

 

 

        

 

 

        

 

 

 

 

+ For detailed industry descriptions, see the accompanying Schedule of Portfolio Investments.

 

* Other Financial Instruments would include any derivative instruments, such as futures contracts, written options, forward currency contracts, and swaps. These investments are generally recorded in the financial statements at the unrealized gain or loss on the investment.

A reconciliation of assets in which Level 3 inputs are used in determining fair value, along with additional quantitative disclosures, are presented when there are significant Level 3 investments at the end of the period.

 

36


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2014

5. Security Purchases and Sales

For the year ended December 31, 2014, cost of purchases and proceeds from sales of securities (excluding securities maturing less than one year from acquisition) were as follows:

 

        Purchases      Sales

AZL MVP BlackRock Global Allocation Fund

       $ 500,771,721          $ 446,878,694  

For the year ended December 31, 2014, purchases and sales on long-term U.S. government securities were as follows:

 

        Purchases      Sales

AZL MVP BlackRock Global Allocation Fund

       $ 60,327,084          $ 58,989,550  

6. Restricted Securities

A restricted security is a security which has been purchased through a private offering and cannot be resold to the general public without prior registration under the Securities Act of 1933 (the “1933 Act”) or pursuant to the resale limitations provided by Rule 144A under the 1933 Act, or an exemption from the registration requirements of the 1933 Act. Whether a restricted security is illiquid is determined pursuant to guidelines established by the Trustees. Not all restricted securities are considered illiquid. The illiquid restricted securities held as of December 31, 2014 are identified below.

 

Security      Acquisition
Date(a)
     Acquisition
Cost
     Shares or
Principal
Amount
     Fair
Value
     Percentage
of Net
Assets
                                    

Delta Topco, Ltd.

         5/2/12          $ 379,997          $ 615,711          $ 365,178            0.05 %

Delta Topco, Ltd., 10.00%, 11/24/60

         5/2/12            650,228            516,343            518,360            0.06 %

Dropbox, Inc.

         1/28/14            1,827,985            95,700            1,827,985            0.22 %

Invitae Corp., Series F

         10/8/14            372,878            186,439            372,878            0.05 %

Lookout, Inc.

         9/19/14            730,222            63,925            730,222            0.09 %

Mobileye N.V., Series F, Preferred Shares

         8/15/13            426,443            61,095            2,354,113            0.29 %

Palantir Technologies, Inc.

         3/27/14            712,042            116,157            931,579            0.11 %

REI Agro, Ltd., Registered Shares, 5.50%, 11/13/14

         2/7/12            300,000            400,000            39,000            0.01 %

TerraForm Power, Inc.

         11/21/14            359,149            9,032            264,963            0.03 %

Uber Technologies, Inc.

         3/21/14            1,063,120            17,133            2,283,315            0.28 %

 

(a) Acquisition date represents the initial purchase date of the security.

7. Investment Risks

Commodities-Related Investment Risk: Exposure to the commodities markets may subject the Fund to greater volatility than investments in traditional securities. The value of commodity-linked derivative investments may be affected by changes in overall market movements, commodity index volatility, changes in interest rates, or sectors affecting a particular industry or commodity, such as drought, floods, weather, embargoes, tariffs and international economic, political and regulatory developments. The U.S. Commodities Futures Trading Commission has proposed changes to certain of its rules governing investment in commodities by mutual funds, such as the Fund. In the event these changes are adopted, or if there are changes in the tax treatment of the Fund’s direct and indirect investments in commodities, the Fund may be unable to obtain exposure to commodity markets, or may be limited in the extent to which or manner in which it can obtain such exposure.

Derivatives Risk: The Fund may invest in derivatives as a principal strategy. A derivative is a financial contract whose value depends on, or is derived from, the value of an underlying asset, reference rate, or risk. Use of derivative instruments involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional investments. Derivatives are subject to a number of other risks, such as liquidity risk, interest rate risk, market risk, credit risk, and selection risk. Derivatives also involve the risk of mispricing or improper valuation and the risk that changes in the value may not correlate perfectly with the underlying asset, rate, or index. Using derivatives may result in losses, possibly in excess of the principal amount invested. Also, suitable derivative transactions may not be available in all circumstances. The counterparty to a derivatives contract could default. As required by applicable law, a Fund that invests in derivatives segregates cash or liquid securities, or both, to the extent that its obligations under the instrument are not covered through ownership of the underlying security, financial instrument, or currency.

Emerging Markets Risk: Emerging markets may have less developed trading markets and exchanges which may make it more difficult to sell securities at an acceptable price and their prices may be more volatile than securities of companies in more developed markets. Settlements of trades may be subject to greater delays so that the Fund may not receive the proceeds of a sale of a security on a timely basis. Emerging countries may also have less developed legal and accounting systems and investments may be subject to greater risks of government restrictions, nationalization, or confiscation.

Foreign Securities and Currencies Risk: Investments in securities of foreign issuers carry certain risks not ordinarily associated with investments in securities of domestic issuers. Such risks include future political and economic developments, and the possible imposition of exchange controls or other foreign governmental laws and restrictions. In addition, with respect to certain countries, there is the possibility of expropriation of assets, confiscatory taxation, political or social instability or diplomatic developments which could adversely affect investments in those securities.

Security Quality Risk (also known as “High Yield Risk”): The Fund may invest in high yield, high risk debt securities and unrated securities of similar credit quality (commonly known as “junk bonds”) may be subject to greater levels of credit and liquidity risk than funds that do not invest in such securities. These securities are considered predominately

 

37


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2014

speculative with respect to the issuer’s continuing ability to make principal and interest payments. An economic downturn or period of rising interest rates could adversely affect the market for these securities and reduce the Fund’s ability to sell these securities (liquidity risk). If the issuer of a security is in default with respect to interest or principal payments, the Fund may lose the value of its entire investment.

8. Federal Tax Information

It is the Fund’s policy to continue to comply with the requirements of the Internal Revenue Code under Subchapter M, applicable to regulated investment companies, and to distribute all of its taxable income, including any net realized gains on investments, to its shareholders. Therefore, no provision is made for federal income taxes.

Management of the Fund has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

Cost for federal income tax purposes at December 31, 2014 is $833,975,987. The gross unrealized appreciation/ (depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 61,235,992  

Unrealized depreciation

    (38,735,055 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 22,500,937   
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2014 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL MVP BlackRock Global Allocation Fund

       $ 1,807,855          $ 2,297,326          $ 4,105,181  

 

(a) Total distributions paid may differ from the Consolidated Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

The tax character of dividends paid to shareholders during the year ended December 31, 2013 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL MVP BlackRock Global Allocation Fund

       $ 97,679          $ 88,336          $ 186,015  

 

(a) Total distributions paid may differ from the Consolidated Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

As of December 31, 2014, the components of accumulated earnings on a tax basis were as follows:

 

        Undistributed
Ordinary
Income
     Undistributed
Long-Term
Capital Gains
     Accumulated
Capital and
Other Losses
     Unrealized
Appreciation/
(Depreciation)(a)
     Total
Accumulated
Earnings/
(Deficit)

AZL MVP BlackRock Global Allocation Fund

       $ 34,285,170          $ 41,619,827          $ —          $ 21,571,169          $ 97,476,166  

 

(a) The difference between book-basis and tax-basis unrealized appreciation/(depreciation) is attributable primarily to tax deferral of losses on wash sales and the realization for tax purposes of unrealized gains/losses on investments in passive foreign investment companies.

9. Subsequent Events

Management has evaluated events and transactions subsequent to period end through the date the financial statements were issued, for purposes of recognition or disclosure in these financial statements and there are no subsequent events to report.

 

38


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

We have audited the accompanying consolidated statement of assets and liabilities of AZL MVP BlackRock Global Allocation Fund and Subsidiary (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the consolidated schedule of portfolio investments, as of December 31, 2014, and the related consolidated statement of operations for the year then ended, the consolidated statements of changes in net assets for each of the years in the two-year period then ended, and the consolidated financial highlights for each of the periods in the three-year period then ended. These consolidated financial statements and consolidated financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these consolidated financial statements and consolidated financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements and consolidated financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2014, by correspondence with the brokers, custodian and transfer agents of the underlying funds or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements and consolidated financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of December 31, 2014, the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the periods in the three-year period then ended, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Columbus, Ohio

February 25, 2015

 

39


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2014, 28.93% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deduction available to corporate shareholders.

During the year ended December 31, 2014, the Fund declared net long-term capital gain distributions of $2,297,326.

During the year ended December 31, 2014, the Fund declared net short-term capital gain distributions of $1,444,448.

 

40


Other Information (Unaudited)

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request, by visiting the Securities and Exchange Commission’s (‘‘Commission’’) website at www.sec.gov, or by calling 800-624-0197.

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30th is available (i) without charge, upon request, by calling 800-624-0197; (ii) on the Allianz Variable Insurance Products Fund of Funds Trust’s website at https://www.allianzlife.com; and (iii) on the Commission’s website at http://www.sec.gov.

The Fund files complete Schedules of Portfolio Holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. Schedules of Portfolio Holdings for the Fund in this report are available without charge on the Commission’s website at http://www.sec.gov, or may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330.

 

41


Approval of Investment Advisory Agreement (Unaudited)

Subject to the general supervision of the Board of Trustees and in accordance with each Fund’s investment objectives and restrictions, investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). The Manager manages each Fund pursuant to an investment management agreement (the “Management Agreement”) with the Trust in respect of each such Fund. The Management Agreement provides that the Manager, subject to the supervision and approval of the Board of Trustees, is responsible for the management of each Fund. For management services, each Fund pays the Manager an investment advisory fee based upon each Fund’s average daily net assets. The Manager has contractually agreed to limit the expenses of each Fund by reimbursing each Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2016.

Wilshire Funds Management (“Wilshire”) serves as a consultant to the Manager in preparing statistical and other factual information for use in the creation and maintenance of the asset allocation models for the Fusion Funds (the AZL MVP Fusion Conservative, Balanced, Moderate and Growth Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Permitted Underlying Investments and the Fund’s asset allocations among the Permitted Underlying Investments. The Manager, not any Fund, pays a consultant fee to Wilshire. Wilshire began serving in its capacity as a consultant beginning January 1, 2010.

In reviewing the services provided by the Manager and the terms of the Management Agreement, the Board receives and reviews information related to the Manager’s experience and expertise in the variable insurance marketplace. Currently, the Funds are offered only through variable annuities and variable life insurance policies, and not in the retail fund market. In addition, the Board receives information regarding the Manager’s expertise with regard to portfolio diversification and asset allocation requirements within variable insurance products issued by Allianz Life Insurance Company of North America and its subsidiary, Allianz Life Insurance Company of New York. Currently, the Funds are offered only through Allianz Life and Allianz of New York variable products.

As required by the Investment Company Act of 1940 (the “1940 Act”), the Trust’s Board has reviewed and approved the Management Agreement with the Manager. The Board’s decision to approve this contract reflects the exercise of its business judgment on whether to approve new arrangements and continue the existing arrangements. During its review of the contract, the Board considered many factors, among the most material of which are: the Funds’ investment objectives, the Manager’s management philosophy, personnel, processes and investment performance, including its compliance history and the adequacy of its compliance processes; the preferences and expectations of Fund shareholders (and underlying contract owners) and their relative sophistication; the continuing state of competition in the mutual fund industry; and comparable fees in the mutual fund industry.

The Board also considered the compensation and benefits received by the Manager. This includes fees received for services provided to a Fund by employees of the Manager or of affiliates of the Manager and research services received by the Manager from brokers that execute Fund trades, as well as advisory fees. The Board considered the fact that: (1) the Manager and the Trust are parties to an Administrative Service Agreement and Compliance Services Agreement, under which the Manager is compensated by the Trust for performing certain administrative and compliance services including providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer; and (2) Allianz Life Financial Services LLC, an affiliated person of the Manager, is a registered securities broker-dealer and receives (along with its affiliated persons) payments made by the Underlying Funds pursuant to Rule 12b-1.

The Board is aware that various courts have interpreted provisions of the 1940 Act and have indicated in their decisions that the following factors may be relevant to the Manager’s compensation: the nature and quality of the services provided by the Manager, including the performance of the funds; the Manager’s cost of providing the services; the extent to which the Manager may realize “economies of scale” as the funds grow larger; any indirect benefits that may accrue to the Manager and its affiliates as a result of the Manager’s relationship with the funds; performance and expenses of comparable funds; the profitability to the Manager from acting as adviser to the funds; and the extent which the independent Board members are fully informed about all facts bearing on the Manager’s services and fees. The Trust’s Board is aware of these factors and took them into account in its review of the Management Agreement for the Funds.

The Board considered and weighed these circumstances in light of its experience in governing the Trust, and is assisted in its deliberations by the advice of legal counsel to the Independent Trustees. In this regard, the Board requests and receives a significant amount of information about the Funds and the Manager. Some of this information is provided at each regular meeting of the Board; additional information is provided in connection with the particular meeting or meetings at which the Board’s formal review of an advisory contract occurs. In between regularly scheduled meetings, the Board may receive information on particular matters as the need arises. Thus, the Board’s evaluation of the Management Agreement is informed by reports covering such matters as: the Manager’s investment philosophy, personnel and processes, and the Fund’s investment performance (in absolute terms as well as in relationship to its benchmark). In connection with comparing the performance of each Fund versus its benchmark, the Board receives reports on the extent to which the Fund’s performance may be attributed to various applicable factors, such as asset class allocation decisions and volatility management strategies, the performance of the Underlying Funds, rebalancing decisions, and the impact of cash positions and Fund fees and expenses. The Board also receives reports on the Funds’ expenses (including the advisory fee itself and the overall expense structure of the Funds, both in absolute terms and relative to similar and/or competing funds, with due regard for contractual or voluntary expense limitations); the nature and extent of the advisory and other services provided to the Fund by the Manager and its affiliates; compliance and audit reports concerning the Funds and the companies that service them; and relevant developments in the mutual fund industry and how the Funds and/or the Manager are responding to them.

The Board also receives financial information about the Manager, including reports on the compensation and benefits the Manager derives from its relationships with the Funds. These reports cover not only the fees under the Management Agreement, but also fees, if any, received for providing other services to the Funds. The reports also discuss any indirect or “fall out” benefits the Manager or its affiliates may derive from its relationship with the Funds.

The Management Agreement was most recently considered at Board of Trustees meetings held in the fall of 2014. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2014, and at an “in person” Board of Trustees meeting held October 21, 2014. The Agreement was approved at the Board meeting of October 21, 2014. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2016. In connection with such meetings, the Trustees requested and evaluated extensive materials from the Manager, including performance and expense information for other investment companies with similar investment objectives derived from data compiled by an independent third party provider and other sources believed to be reliable by the Manager. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with experienced counsel who are independent of the Manager and received a memorandum from such counsel discussing the legal standards for their consideration of the proposed approvals/ continuances. The independent (“disinterested”) Trustees also discussed the proposed approvals/continuances in a private session with such counsel at which no representatives of the Manager were present. In reaching their determinations relating to the approval and/or continuance of the Agreement, in respect of each Fund, the Trustees considered all factors they believed relevant. The Board based its decision to approve the Management Agreement on the totality of the circumstances and relevant factors, and with a view to past and future long-term considerations. Not all of the factors and considerations discussed above and below are necessarily relevant to each Fund, and the Board did not assign relative weights to factors discussed herein or deem any one or group of them to be controlling in and of themselves.

 

42


An SEC rule requires that shareholder reports include a discussion of certain factors relating to the selection of the investment adviser and the approval of the advisory fee. The “factors” enumerated by the SEC are set forth below in italics, as well as the Board’s conclusions regarding such factors:

(1) The nature, extent and quality of services provided by the Manager. The Trustees noted that the Manager, subject to the control of the Board of Trustees, administers each Fund’s business and other affairs. The Trustees noted that the Manager also provides the Trust and each Fund with such administrative and other services (exclusive of, and in addition to, any such services provided by any others retained by the Trust on behalf of the Funds) and executive and other personnel as are necessary for the operation of the Trust and the Funds. Except for the Trust’s Chief Compliance Officer, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

The Trustees considered the scope and quality of services provided by the Manager and noted that the scope of such services provided had expanded as a result of recent regulatory and other developments. The Trustees noted that, for example, the Manager is responsible for maintaining and monitoring its own compliance program, and this compliance program has been continuously refined and enhanced in light of new regulatory requirements. The Trustees considered the capabilities and resources which the Manager has dedicated to performing services on behalf of the Trust and its Funds. The quality of administrative and other services, including the Manager’s role in coordinating the activities of the Trust’s other service providers, also was considered. The Trustees concluded that, overall, they were satisfied with the nature, extent and quality of services provided (and expected to be provided) to the Trust and to each of the Funds under the Management Agreement.

(2) The investment performance of the Fund and the Manager. In connection with the fall 2014 contract review process, Trustees received extensive information on the performance results of the Funds. (Of the 12 Funds, one Fund, the AZL MVP T. Rowe Price Capital Appreciation Fund, did not have at least 12 months of performance history.) Historical performance information of at least three years was available for each of the AZL MVP Fusion Conservative, AZL MVP Fusion Balanced, AZL MVP Fusion Moderate and AZL MVP Fusion Growth Funds and the AZL Balanced and Growth Index Strategy Funds. Performance information includes information on absolute total return, performance versus the appropriate benchmark(s), the contribution to performance of the Manager’s asset class allocation decisions and volatility management strategies (the volatility management strategy was modified to incorporate a volatility cap in the second quarter of 2013), the performance of the Underlying Funds, and the impact on performance of rebalancing decisions, cash and Fund fees. For example, in connection with the Board of Trustees meeting held October 21, 2014, the Manager reported that for the three year period ended June 30, 2014, the AZL MVP Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 43rd, 73rd, 74th, and 86th percentiles respectively, in their [Lipper] peer groups, and for the one year period ended June 30, 2014 they ranked in the 49th, 74th, 32nd, and 82nd percentiles, respectively. For the three year period ended June 30, 2014, the AZL Balanced Index Strategy and AZL Growth Index Strategy Funds ranked in the 47th and 27th percentiles of their peer groups, respectively, and for the one year ended June 30, 2014 they ranked in the 69th and 27th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the two year period ended June 30, 2014, the AZL Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 20th, 50th, 12th, and 24th percentiles respectively; the AZL MVP Balanced Index Strategy and AZL MVP Growth Index Strategy Funds ranked in the 30th and 1st percentiles respectively; and the AZL MVP BlackRock Global Allocation, AZL MVP Invesco Equity & Income and the AZL MVP Franklin Templeton Founding Strategy Plus Funds ranked in the 47th, 1st, and 8th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014, the Trustees determined that the investment performance of the Funds was acceptable.

(3) The costs of services to be provided and profits to be realized by the Manager and its affiliates from the relationship with the Funds. The Board considered that the Manager receives an advisory fee from each of the Funds. The Manager reported that for the MVP Fusion Funds the advisory fee paid put these Funds in the 38th percentile of the customized peer group. The Manager reported that for the Index Strategy Funds the advisory fee paid put them in the 32nd percentile (or lower) of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Allocation, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity & Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 7th percentile of the customized peer group. Trustees were provided with information on the total expense ratios of the Funds and other funds in the customized peer groups, and the Manager reported upon the challenges in making peer group comparisons for the Funds.

The Manager provided information concerning the profitability of the Manager’s investment advisory activities for the period from 2011 through June 30, 2014. The Trustees recognized that it is difficult to make comparisons of profitability from investment company advisory agreements because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocation of expenses and the adviser’s capital structure and cost of capital. In considering profitability information, the Trustees considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Trustees focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Trustees recognized that the Manager should, in the abstract, be entitled to earn a reasonable level of profits for the services it provides to each Fund.

Based upon the information provided, the Board concluded that the Funds’ advisory fees and expense ratios are not unreasonable, and determined that there was no evidence that the Manager’s level of profitability from its relationship with the Funds was excessive.

(4) and (5) The extent to which economies of scale would be realized as the Funds grow, and whether fee levels reflect these economies of scale. The Trustees noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Trustees recognized that breakpoints may be an appropriate way for the Manager to share its economies of scale, if any, with Funds that have substantial assets. However, they also recognized that there may not be a direct relationship between any economies of scale realized by Funds and those realized by the Manager as assets increase. The Trustees do not believe there is a uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Trustees noted that in the fund industry as a whole, as well as among funds similar to the Funds, there is no uniformity or pattern in the fees and asset levels at which breakpoints (if any) apply. Depending on the age, size, and other characteristics of a particular fund and its manager’s cost structure, different conclusions can be drawn as to whether there are economies of scale to be realized at any particular level of assets, notwithstanding the intuitive conclusion that such economies exist, or will be realized at some level of total assets. Moreover, because different managers have different cost structures and service models, it is difficult to draw meaningful conclusions from the breakpoints that may have been adopted by other funds. The Trustees also noted that the advisory agreements for many funds do not have breakpoints at all, or if breakpoints exist, they may be at asset levels significantly greater than those of the individual Funds. The Trustees also noted that the total assets in all of the Funds as of June 30, 2014 were approximately $9.9 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.8 billion.

Having taken these factors into account, the Trustees concluded that the absence of breakpoints in the Funds’ advisory fee rate schedules was acceptable under each Fund’s circumstances.

The Trustees noted that the Manager has agreed to temporarily “cap” Fund expenses at certain levels, which has the effect of reducing expenses as would the implementation of advisory fee breakpoints. The Manager has committed to continue to consider the continuation of fee “caps” and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. It expects to consider whether or not to approve the Management Agreement at a meeting to be held prior to December 31, 2015, and will at that time, or prior thereto, consider: (a) the extent to which economies of scale can be realized, and (b) whether the advisory fee should be modified to reflect such economies of scale, if any.

 

43


Information about the Board of Trustees and Officers (Unaudited)

The Trust is managed by the Trustees in accordance with the laws of the state of Delaware governing business trusts. There are currently nine Trustees, two of whom are “interested persons” of the Trust within the meaning of that term under the 1940 Act. The Trustees and Officers of the Trust, their addresses, ages, their positions held with the Trust, their terms of office with the Trust and length of time served, their principal occupation(s) during the past five years, the number of portfolios in the Trust they oversee, and their other directorships held during the past five years are as follows:

Non-Interested Trustees(1)

 

Name, Address, and Age  

Positions

Held with

VIP Trust and

FOF Trust

 

Term of

Office(2)/Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust and

FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Peter R. Burnim, Age 67
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to 2012; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Expert Witness, Massachusetts Department of Revenue, 2011 to 2012; Executive Vice President, Northstar Companies, 2002 to 2005; Senior Officer, Citibank and Citicorp for over 25 years   43   Argus Group Holdings; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; and Bank of Bermuda NY
Peggy L. Ettestad, Age 57
5701 Golden Hills Drive
Minneapolis, MN 55416
  Lead
Independent
Trustee
 

Since 10/14

(Trustee since 2/07)

  Managing Director, Red Canoe Management Consulting LLC, 2008 to present; Senior Managing Director, Residential Capital LLC, 2003 to 2008; Chief Operations Officer, Transamerica Reinsurance 2002 to 2003   43   Luther College
Roger Gelfenbien, Age 71
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   43   Virtus Funds (8 Funds)
Claire R. Leonardi, Age 59
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Chief Executive Officer, Connecticut Innovations, Inc., 2012 to present; General Partner, Fairview Capital, L.P., 1994 to 2012   43   Connecticut Technology Council and Connecticut Bioscience Innovation Fund
Dickson W. Lewis, Age 66
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; Consultant to Lifetouch National School Studios; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2013; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   43   None
Peter W. McClean, Age 70
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; President and CEO of Measurisk, LLC, 2001 to 2003; Chief Risk Management Officer at Bank Of Bermuda Ltd., 1996 to 2001   43   PNMAC Opportunity Fund; Northeast Bank; and FHI
Arthur C. Reeds III, Age 70
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 10/99   Retired; Senior Investment Officer, Hartford Foundation for Public Giving, 2000 to 2003; Chairman, Chief Executive and President of Conning Corp., 1999 to 2000; Investment Consultant 1997 to 1999   43   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and Age  

Positions

Held with

VIP Trust and

FOF Trust

 

Term of

Office(2)/Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust and

FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Robert DeChellis, Age 47
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   43   None
Brian Muench, Age 44
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 6/11   President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Advisory Management, Allianz Investment Management LLC from December 2005 to November 2010   43   None

 

44


Officers

 

Name, Address, and Age    Positions
Held with
VIP and VIP
FOF Trust
   Term of
Office(2)/Length
of Time Served
   Principal Occupation(s) During Past 5 Years
Brian Muench, Age 44
5701 Golden Hills Drive
Minneapolis, MN 55416
   President    Since 11/10    President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Allianz Investment Management LLC from December 2005 to November 2010.
Michael Radmer, Age 69
Dorsey & Whitney LLP,
Suite 1500 50 South Sixth Street
Minneapolis, MN 55402-1498
   Secretary    Since 2/02    Partner, Dorsey and Whitney LLP since 1976.
Steve Rudden, Age 45
Citi Fund Services Ohio, Inc.
3435 Stelzer Road
Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 6/14    Senior Vice President, Financial Administration, Citi Fund Services Ohio, Inc., April 2011 to present; Vice President, JPMorgan, April 2006 to April 2010.
Chris R. Pheiffer, Age 46
5701 Golden Hills Drive
Minneapolis, MN 55416
   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 2/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present; Deputy Chief Compliance Officer of the VIP Trust and the FOF Trust and Compliance Director, Allianz Life, February 2007 to February 2014.

 

(1) Member of the Audit Committee.

 

(2) Indefinite.

 

(3) Is an “interested person”, as defined by the 1940 Act, due to employment by Allianz.

 

(4) The Manager and the Trust are parties to a Chief Compliance Officer Agreement under which the Manager is compensated by the Trust for providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer. The Chief Compliance Officer and Anti-Money Laundering Compliance Officer is not considered a corporate officer or executive employee of the Trust.

 

45


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.

These Funds are not FDIC Insured.

  ANNRPT1214 2/15   


AZL® MVP Franklin Templeton

Founding Strategy Plus Fund

Annual Report

December 31, 2014

 

LOGO


Table of Contents

Management Discussion and Analysis

Page 1

Expense Examples and Portfolio Composition

Page 3

Schedule of Portfolio Investments

Page 4

Statement of Assets and Liabilities

Page 5

Statement of Operations

Page 5

Statements of Changes in Net Assets

Page 6

Financial Highlights

Page 7

Notes to the Financial Statements

Page 8

Report of Independent Registered Public Accounting Firm

Page 12

Other Federal Income Tax Information

Page 13

Other Information

Page 14

Approval of Investment Advisory Agreement

Page 15

Information about the Board of Trustees and Officers

Page 17

This report is submitted for the general information of the shareholder of the Fund. The report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus, which contains details concerning the sales charges and other pertinent information.


AZL® MVP Franklin Templeton Founding Strategy Plus Fund Review (unaudited)

 

Allianz Investment Management LLC serves as the Manager for the AZL® MVP Franklin Templeton Founding Strategy Plus Fund.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

What factors affected the Fund’s performance for year ended December 31, 2014?

For the year ended December 31, 2014, the AZL® MVP Franklin Templeton Founding Strategy Plus Fund returned 2.33%. That compared to a 10.56% total return for its benchmark, the Balanced Composite Index, which is comprised of an 60% weighting in the S&P 500 Index1 and a 40% weighting in the Barclays U.S. Aggregate Bond Index2.

The AZL® MVP Franklin Templeton Founding Strategy Plus Fund is a fund of funds that invests primarily in the shares of another mutual fund—the AZL® Franklin Templeton Founding Strategy Plus Fund—managed by the Manager. This Fund invests in a combination of sub-portfolios, or strategies, each of which is managed by a Franklin Templeton asset manager.

 

•   Templeton Growth Strategy

 

•   Franklin Mutual Shares Strategy

 

•   Franklin Income Strategy

 

•   Templeton Global Bond Strategy

The Fund also employs the MVP (Managed Volatility Portfolio) risk-management process that primarily uses derivatives and is intended to adjust the risk of the portfolio based on quantitative indicators of market risk, such as the current level of fund and market volatility.

The global economy grew moderately during 2014. U.S. economic growth accelerated while growth rates in much of the rest of the world declined. The U.S. Federal Reserve Board ended its asset purchase program in October, while keeping interest rates low. The European Central Bank reduced its main interest rate and implemented an asset purchase program. Japan’s economy entered a recession, and the Bank of Japan expanded its stimulus measures. Global developed market stocks advanced overall during the 12-month period amid a generally accommodative monetary policy environment and continued strength in corporate earnings. Meanwhile, emerging market stocks overall fell amid headwinds such as soft domestic demand, weak exports, plummeting crude oil prices, regional geopolitical tensions and concerns about possible U.S. interest rate increases.

The Fund’s absolute performance benefited from its component funds’ equity holdings in the health care and information technology sectors. However, the energy and industrials sectors weighed on absolute returns. Moreover, while holdings in the U.S. performed well, European stocks declined.*

The Fund underperformed its composite benchmark. Relative performance was hurt by the AZL Templeton Growth Strategy Fund’s stock selection in the energy, industrials and consumer staples sectors. In addition, an overweight position and stock selection in Europe—particularly in the Netherlands and the U.K.—were detrimental. Detractors for the AZL Franklin Mutual Shares

Strategy Fund included holdings in a U.K.-based retailer, a natural resources company, and an offshore contract oil driller. Additionally, the AZL Templeton Global Bond Strategy Fund’s selected bond duration exposures in Europe and the U.S. detracted from relative performance.*

AZL Franklin Mutual Shares Strategy Fund’s investments in a U.S. technology leader, an Israel-based pharmaceutical firm, and a regional grocery retailer were key contributors to the Fund’s relative performance. Driven by modest earnings growth and U.S. economic and employment growth, the AZL Franklin Income Strategy Fund’s equities also performed well.*

The AZL Franklin Income Strategy Fund’s fixed income assets remained positioned largely in high-yield corporate bonds, which performed positively as long-term interest rates declined. Among fixed income investments, communications, consumer non-cyclical, and technology positions benefited performance.*

Some of the Fund’s underlying funds employed currency positions during the period, to varying effect. For instance, the AZL Franklin Mutual Shares Strategy Fund held currency forwards during the period with the goal of somewhat hedging the currency risk of the Fund’s non-U.S. dollar investments. The hedges had a positive impact on the Fund’s performance. However, exposure to several other currencies that also depreciated had a negative effect on relative returns, and overall currency exposures detracted from the Fund’s relative performance.*

In the generally low volatility environment for most of 2014, the MVP risk management process worked as intended and largely maintained a neutral equity allocation relative to its target, resulting in a minimal impact on the Fund’s equity exposure and performance.*

 

Past performance does not guarantee future results.

 

* The Fund’s portfolio composition is subject to change. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the Fund in the future. The information contained in this commentary is for informational purposes only and should not be construed as a recommendation to purchase or sell securities in the sector mentioned. The Fund’s holdings and weightings are as of December 31, 2014.
1  The Standard & Poor’s 500 Index (“S&P 500”) is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole.
2  The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year.

Investors cannot invest directly in an index.

 
 

 

1


AZL® MVP Franklin Templeton Founding Strategy Plus Fund Review (unaudited)

 

Fund Objective

The Fund’s investment objective is to seek long-term capital appreciation with income as a secondary goal. This objective may be changed by the Trustees of the Fund without shareholder approval. The Fund seeks to achieve its objective by investing primarily in shares of another mutual fund managed by the manager, the AZL® Franklin Templeton Founding Strategy Plus Fund, combined with the MVP risk management process.

Investment Concerns

The Fund invests in an underlying fund, so its investment performance is directly related to the performance of that underlying fund. Before investing, investors should assess the risks associated with and types of investments made by of the underlying fund in which the Fund invests.

Stocks are more volatile and carry more risk and return potential than other forms of investments.

International investing may involve risk of capital loss from unfavorable fluctuations in currency values, from differences in generally accepted accounting principles or from economic or political instability in other nations.

Bonds offer a relatively stable level of income, although bond prices will fluctuate, providing the potential for principal gain or loss.

Investing in derivatives instruments involves risks that may be different from or greater than the risk associated with investing directly in securities or other traditional instruments.

For a complete description of these and other risks associated with investing in a mutual Fund, please refer to the Fund’s prospectus.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Growth of $10,000 Investment

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmark as well as the two component indices of the Fund’s benchmark, and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2014

 

     1
Year
    Since
Inception
(4/30/12)
 

AZL® MVP Franklin Templeton Founding Strategy Plus Fund

     2.33 %      9.91 % 

Balanced Composite Index

     10.56 %      11.77 % 

S&P 500 Index

     13.69 %      18.16 % 

Barclays U.S. Aggregate Bond Index

     5.97 %      2.46 % 

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please visit www.Allianzlife.com.

 

Expense Ratio1

   Gross  

AZL® MVP Franklin Templeton Founding Strategy Plus Fund

     1.16 % 

The above expense ratio is based on the current Fund prospectus dated April 28, 2014. The Manager and the Fund have entered into a written contract limiting operating expenses, excluding certain expenses (such as interest expense and Acquired Fund fees and expenses), to 0.15% through April 30, 2016. Additional information pertaining to the December 31, 2014 expense ratios can be found in the financial highlights.

 

1  Acquired Fund Fees and Expenses are incurred indirectly by the Fund through the valuation of the Fund’s investments in the other investment companies. Accordingly, Acquired Fund Fees and Expenses affect the Fund’s total returns. Because these fees and expenses are not included in the Fund’s financial highlights, the Fund’s total annual fund operating expenses do not correlate to the ratios of expenses to average net assets shown in the financial highlights table. Without Acquired Fund Fees and Expenses the Fund’s gross ratio would be 0.17%.

 

   The total return of the Fund does not reflect the effect of any insurance charges, the annual maintenance fee or the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Such charges, fees and tax payments would reduce the performance quoted.

 

   The Fund’s performance is measured against a composite index (the “Balanced Composite Index”), which is comprised of 60% of the Standard & Poor’s 500 Index (“S&P 500”) and 40% of the Barclays U.S. Aggregate Bond Index. The S&P 500 is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole. The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year. These indices are unmanaged and do not reflect the deduction of fees associated with a mutual fund, such as investment management and fund accounting fees. The Fund’s performance reflects the deduction of fees for services provided to the Fund. Investors cannot invest directly in an index.
 

 

2


AZL MVP Franklin Templeton Founding Strategy Plus Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL MVP Franklin Templeton Founding Strategy Plus Fund (the “Fund”), you incur ongoing costs, including management fees, distribution fees, and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. Please note that the expenses shown in each table do not reflect expenses that apply to the subaccount or the insurance contract. If the expenses that apply to the subaccount of the insurance contract were included, your costs would have been higher.

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the periods presented below.

The Actual Expense table below provides information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 -  12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL MVP Franklin Templeton Founding Strategy Plus Fund

       $ 1,000.00          $ 967.10          $ 0.74            0.15 %

The Hypothetical Expense table below 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, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 -  12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 -  12/31/14

AZL MVP Franklin Templeton Founding Strategy Plus Fund

       $ 1,000.00          $ 1,024.45          $ 0.77            0.15 %

 

* Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by 184/365 (to reflect the one half year period).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Fixed Income

      95.4 %

Money Market

      3.0  
   

 

 

 

Total Investment Securities

      98.4  

Net other assets (liabilities)

      1.6  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Franklin Templeton Founding Strategy Plus Fund

Schedule of Portfolio Investments

December 31, 2014

Shares            Fair Value  
     

 

Affiliated Investment Company (95.4%):

  

  20,665,201      AZL Franklin Templeton Founding Strategy Plus Fund    $ 283,526,559  
     

 

 

 

 

Total Affiliated Investment Company (Cost $272,955,571)

     283,526,559  
     

 

 

 

 

Unaffiliated Investment Company (3.0%):

  

  9,000,236      Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.61%(a)      9,000,236  
     

 

 

 

 

Total Unaffiliated Investment Company (Cost $9,000,236)

     9,000,236  
     

 

 

 

 

Total Investment Securities (Cost $281,955,807)(b) — 98.4%

     292,526,795  

 

Net other assets (liabilities) — 1.6%

     4,663,883  
     

 

 

 

 

Net Assets — 100.0%

   $ 297,190,678  
     

 

 

 

Percentages indicated are based on net assets as of December 31, 2014.

 

(a) The rate represents the effective yield at December 31, 2014.

 

(b) See Federal Tax Information listed in the Notes to the Financial Statements.

 

 

Futures Contracts

Cash of $6,076,894 has been segregated to cover margin requirements for the following open contracts as of December 31, 2014:

 

Description    Type     

Expiration

Date

    

Number of

Contracts

    

Notional

Value

    

Unrealized

Appreciation/

(Depreciation)

 

U.S. Treasury 10-Year Note March Futures

     Long         3/20/15         47       $ 5,959,453      $ 31,419  

S&P 500 Index E-Mini March Futures

     Long         3/20/15         87         8,927,940        142,233  
              

 

 

 

Total

               $ 173,652  
              

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Franklin Templeton Founding Strategy Plus Fund

Statement of Assets and Liabilities

December 31, 2014

 

Assets:

    

Investments in non-affiliates, at cost

     $ 9,000,236  

Investments in affiliates, at cost

       272,955,571  
    

 

 

 

Total Investment securities, at cost

     $ 281,955,807  
    

 

 

 

Investments in non-affiliates, at value

     $ 9,000,236  

Investments in affiliates, at value

       283,526,559  
    

 

 

 

Total Investment securities, at value

       292,526,795  

Segregated cash for collateral

       6,076,894  

Interest and dividends receivable

       30  

Receivable for capital shares issued

       104,488  

Receivable for affiliated investments sold

       759,746  

Receivable for variation margin on futures contracts

       10,281  

Prepaid expenses

       2,531  
    

 

 

 

Total Assets

       299,480,765  
    

 

 

 

Liabilities:

    

Cash overdraft

       838,093  

Payable for capital shares redeemed

       1,313,507  

Payable for variation margin on futures contracts

       105,909  

Manager fees payable

       27,739  

Administration fees payable

       986  

Custodian fees payable

       39  

Administrative and compliance services fees payable

       220  

Trustee fees payable

       4  

Other accrued liabilities

       3,590  
    

 

 

 

Total Liabilities

       2,290,087  
    

 

 

 

Net Assets

     $ 297,190,678  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 276,951,049  

Accumulated net investment income/(loss)

       4,497,800  

Accumulated net realized gains/(losses) from investment transactions

       4,997,189  

Net unrealized appreciation/(depreciation) on investments

       10,744,640  
    

 

 

 

Net Assets

     $ 297,190,678  
    

 

 

 

Shares of beneficial interest (unlimited number of shares authorized, no par value)

       23,788,658  

Net Asset Value (offering and redemption price per share)

     $ 12.49  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2014

 

Investment Income:

    

Dividends from affiliates

     $ 4,077,548  

Dividends

       266  
    

 

 

 

Total Investment Income

       4,077,814  
    

 

 

 

Expenses:

    

Manager fees

       259,299  

Administration fees

       51,897  

Custodian fees

       1,473  

Administrative and compliance services fees

       3,084  

Trustee fees

       11,838  

Professional fees

       10,399  

Shareholder reports

       20,625  

Recoupment of prior expenses reimbursed by the manager

       26,314  

Other expenses

       4,000  
    

 

 

 

Total expenses

       388,929  
    

 

 

 

Net Investment Income/(Loss)

       3,688,885  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

Net realized gains/(losses) on securities transactions from affiliates

       500,172  

Net realized gains distributions from affiliated underlying funds

       4,320,318  

Net realized gains/(losses) on futures contracts

       1,263,267  

Change in net unrealized appreciation/depreciation on investments

       (5,362,457 )
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       721,300  
    

 

 

 

Change in Net Assets Resulting From Operations

     $ 4,410,185  
    

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


Statements of Changes in Net Assets

     AZL MVP Franklin Templeton
Founding  Strategy Plus Fund
     

For the
Year Ended
December 31,

2014

  

For the
Year Ended
December 31,

2013

Change in Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 3,688,885        $ 2,057,931  

Net realized gains/(losses) on investment transactions

       6,083,757          2,052,051  

Change in unrealized appreciation/depreciation on investments

       (5,362,457 )        14,414,871  
    

 

 

      

 

 

 

Change in net assets resulting from operations

       4,410,185          18,524,853  
    

 

 

      

 

 

 

Dividends to Shareholders:

         

From net investment income

       (2,465,868 )        —  

From net realized gains

       (1,821,593 )        (17,003 )
    

 

 

      

 

 

 

Change in net assets resulting from dividends to shareholders

       (4,287,461 )        (17,003 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       100,908,487          152,201,330  

Proceeds from dividends reinvested

       4,287,461          17,003  

Value of shares redeemed

       (12,645,781 )        (10,854,959 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       92,550,167          141,363,374  
    

 

 

      

 

 

 

Change in net assets

       92,672,891          159,871,224  

Net Assets:

         

Beginning of period

       204,517,787          44,646,563  
    

 

 

      

 

 

 

End of period

     $ 297,190,678        $ 204,517,787  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 4,497,800        $ 2,465,858  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       7,973,033          13,252,470  

Dividends reinvested

       334,435          1,456  

Shares redeemed

       (1,026,114 )        (990,777 )
    

 

 

      

 

 

 

Change in shares

       7,281,354          12,263,149  
    

 

 

      

 

 

 

 

See accompanying notes to the financial statements.

 

6


AZL MVP Franklin Templeton Founding Strategy Plus Fund

Financial Highlights

(Selected data for a share of beneficial interest outstanding throughout the periods indicated)

 

     

Year Ended
December 31,

2014

 

Year Ended
December 31,

2013

 

April 27, 2012

to

December 31,

2012 (a)

Net Asset Value, Beginning of Period

     $ 12.39       $ 10.52       $ 10.00  
    

 

 

     

 

 

     

 

 

 

Investment Activities:

            

Net Investment Income/(Loss)

       0.12         0.12         0.13  

Net Realized and Unrealized Gains/(Losses) on Investments

       0.17         1.75         0.56  
    

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       0.29         1.87         0.69  
    

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

            

Net Investment Income

       (0.11 )       —         (0.13 )

Net Realized Gains

       (0.08 )       — (b)       (0.04 )
    

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.19 )       — (b)       (0.17 )
    

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 12.49       $ 12.39       $ 10.52  
    

 

 

     

 

 

     

 

 

 

Total Return(c)

       2.33 %       17.79 %       6.87 %(d)

Ratios to Average Net Assets/Supplemental Data:

            

Net Assets, End of Period (000’s)

     $ 297,191       $ 204,518       $ 44,647  

Net Investment Income/(Loss) (e)

       1.42 %       1.75 %       3.46 %

Expenses Before Reductions*(e)(f)

       0.15 %       0.17 %       0.48 %

Expenses Net of Reductions*(e)

       0.15 %       0.15 %       0.15 %

Portfolio Turnover Rate

       4 %       9 %       34 %(d)

 

* The expense ratios exclude the impact of fees/expenses paid by each underlying fund.

 

(a) Period from commencement of operations. During the period from April 30, 2012 to December 10, 2012, the Fund’s primary vehicle for gaining exposure to derivatives was through investments in its wholly-owned and controlled subsidiary , the AZL MVP FTFSP Investments Trust (the “Subsidiary”). The Subsidiary was liquidated on December 10, 2012 at its net asset value on such date. The Subsidiary’s operations have been consolidated with the operations of the Fund through its liquidation on December 10, 2012.

 

(b) Represents less than $0.005.

 

(c) The returns include reinvested dividends and fund level expenses, but exclude insurance contract charges. If these charges were included, the returns would have been lower.

 

(d) Not annualized.

 

(e) Annualized for periods less than one year.

 

(f) Excludes fee reductions, if any. If such fee reductions had not occurred, the ratios would have been as indicated.

 

See accompanying notes to the financial statements.

 

7


AZL MVP Franklin Templeton Founding Strategy Plus Fund

Notes to the Financial Statements

December 31, 2014

 

1. Organization

The Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”) was organized as a Delaware statutory trust on June 16, 2004. The Trust is a diversified open-end management investment company registered under the Investment Company Act of 1940, as amended, (the “1940 Act”) and thus is determined to be an investment company for accounting purposes. The Trust consists of 12 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP Franklin Templeton Founding Strategy Plus Fund (the “Fund”), and 11 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests in other mutual funds. Underlying Funds invest in stock, bonds, and other securities and reflect varying amounts of potential investment risk and reward. The Underlying Funds record their investments at fair value. Periodically, the Fund will adjust its asset allocation as it seeks to achieve its investment objective.

The Trust is authorized to issue an unlimited number of shares of the Fund without par value. Shares of the Fund are available through the variable annuity contracts offered through the separate accounts of participating insurance companies.

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund may enter into contracts with its vendors and others that provide for general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects that risk of loss to be remote.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform with U.S. generally accepted accounting principles (“U.S. GAAP”). The preparation of financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and 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.

Security Valuation

The Fund records its investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between willing market participants at the measurement date. The valuation techniques used to determine fair value are further described in Note 4 below.

Investment Transactions and Investment Income

Investment transactions are recorded not later than on the business day following trade date. However, for financial reporting purposes, investment transactions are accounted for on trade date. Net realized gains and losses on investments sold and on foreign currency transactions are recorded on the basis of identified cost. Interest income is recorded on the accrual basis and includes, where applicable, the amortization of premiums or accretion of discounts. Dividend income is recorded on the ex-dividend date except in the case of foreign securities, in which case dividends are recorded as soon as such information becomes available.

Dividends to Shareholders

Dividends to shareholders are recorded on the ex-dividend date. The Fund distributes its dividends from net investment income and net realized capital gains, if any, on an annual basis. The amount of dividends from net investment income and from net realized gains is determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These “book/tax” differences are either temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., return of capital, net operating loss, reclassification of certain market discounts, gain/loss, paydowns, and distributions), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and post October losses) do not require reclassification. Dividends to shareholders that exceed net investment income and net realized gains for tax purposes are reported as distributions of capital.

Expense Allocation

Expenses directly attributable to the Fund are charged directly to the Fund, while expenses attributable to more than one Fund are allocated among the respective Funds based upon relative net assets or some other reasonable method. Expenses which are attributable to more than one Trust are allocated across the Allianz Variable Insurance Products and Allianz Variable Insurance Products Fund of Funds Trusts based upon relative net assets or another reasonable basis. Allianz Investment Management LLC (the “Manager”), serves as the investment manager for the Trust and the Allianz Variable Insurance Products Trust.

Derivative Instruments

All open derivative positions at period end are reflected on the Fund’s Schedule of Portfolio Investments. The following is a description of the derivative instruments utilized by the Fund, including the primary underlying risk exposures related to each instrument type. The Fund’s allocation to the MVP (Managed Volatility Portfolio) risk management process may include (a) derivatives such as index futures, other futures contracts, options, and other similar securities and (b) cash, money market equivalents, short-term debt instruments, money market funds, and short-term debt funds to satisfy all applicable margin requirements and to provide additional portfolio liquidity to satisfy large redemptions and any margin calls. Due to the leverage provided by derivatives, the notional value of the Fund’s derivative positions could exceed 20% of the Fund’s value. The Fund may also use futures to gain equity exposure and may hold cash as a buffer in the event of market shocks.

 

8


AZL MVP Franklin Templeton Founding Strategy Plus Fund

Notes to the Financial Statements

December 31, 2014

 

Futures Contracts

During the year ended December 31, 2014, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and a payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the underlying securities and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. The notional amount of futures contracts outstanding was $14.9 million as of December 31, 2014. The monthly average notional amount for these contracts was $13.1 million for the year ended December 31, 2014. Realized gains and losses are reported as “Net realized gains/(losses) on futures contracts” on the Statement of Operations.

Summary of Derivative Instruments

The following is a summary of the fair values of derivative instruments on the Fund’s Statement of Assets and Liabilities, categorized by risk exposure, as of December 31, 2014:

 

   

Asset Derivative

   

Liability Derivative

 
Primary Risk Exposure   Statement of Assets and Liabilities Location   Total Fair
Value*
    Statement of Assets and Liabilities Location   Total Fair
Value*
 

Equity Risk Exposure

       
Equity Contracts   Receivable for variation margin on futures contracts   $ 142,233      Payable for variation margin on futures contracts   $ —   

Interest Rate Risk Exposure

       
Interest Rate       31,419          —   

 

* For futures contracts, the amounts represent the cumulative appreciation/(depreciation) of these futures contracts as reported in the Schedule of Portfolio Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities as Variation Margin on Futures Contracts.

The following is a summary of the effect of derivative instruments on the Statement of Operations, categorized by risk exposure, for the year ended December 31, 2014:

 

Primary Risk Exposure    Location of Gains/(Losses)
on Derivatives
Recognized in Income
     Realized Gains/(Losses)
on Derivatives
Recognized in Income
       Change in Net Unrealized
Appreciation/
Depreciation on
Derivatives  Recognized
in Income
 

Equity Risk Exposure

            
Equity Contracts    Net Realized gains/(losses) on futures contracts/Change in unrealized appreciation/depreciation on investments      $ 1,069,768         $ (74,133 ) 

Interest Rate Risk Exposure

            
Interest Rate           193,499           103,192   

3. Related Party Transactions

The Manager provides investment advisory and management services for the Fund. The Manager has contractually agreed to waive fees and reimburse the Fund to limit the annual expenses, excluding interest expense (e.g., cash overdraft fees), taxes, brokerage commissions, other expenditures that are capitalized in accordance with U.S. GAAP and other extraordinary expenses not incurred in the ordinary course of the Fund’s business, based on the daily net assets of the Fund, through April 30, 2016. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2014, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP Franklin Templeton Founding Strategy Plus Fund

         0.10 %          0.15 %

Any amounts contractually waived or reimbursed by the Manager in a particular fiscal year will be subject to repayment by the Fund to the Manager to the extent that from time to time through the next three fiscal years the repayment will not cause the Fund’s expenses to exceed the lesser of the stated limit at the time of the waiver or the current stated limit. Any amounts recouped by the Manager during the year are reflected on the Statement of Operations as “Recoupment of prior expenses reimbursed by the Manager.”

At December 31, 2014, the contractual reimbursements that are subject to repayment by the Fund in subsequent years were as follows:

 

        Expires
12/31/2015
     Expires
12/31/2016
     Total

AZL MVP Franklin Templeton Founding Strategy Plus Fund

       $ 7,308          $ 24,263          $ 31,571  

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2014, there were no voluntary waivers.

 

9


AZL MVP Franklin Templeton Founding Strategy Plus Fund

Notes to the Financial Statements

December 31, 2014

The Manager or an affiliate of the Manager serves as the investment adviser of certain underlying funds in which the Fund invests. At December 31, 2014, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. The Manager or an affiliate of the Manager is paid a separate fee from the underlying funds for such services. A summary of the Fund’s investments in affiliated investment companies for the year ended December 31, 2014 is as follows:

 

      Fair Value
12/31/13
   Purchases
at Cost
   Proceeds from
Sales
   Net
Realized
Gain(Loss)
   Change in
Unrealized
Appreciation/
Depreciation
   Fair Value
12/31/14
   Dividend
Income
                                    

AZL Franklin Templeton Founding Strategy Plus Fund

     $ 194,037,955        $ 103,010,916        $ (8,630,967 )      $ 500,172        $ (5,391,517 )      $ 283,526,559        $ 4,077,548  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ 194,037,955        $ 103,010,916        $ (8,630,967 )      $ 500,172        $ (5,391,517 )      $ 283,526,559        $ 4,077,548  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

Pursuant to separate agreements between the Funds and the Manager, the Manager provides a Chief Compliance Officer (“CCO”) and certain compliance oversight and regulatory filing services to the Trust. Under these agreements the Manager is entitled to an amount equal to a portion of the compensation and certain other expenses related to the individuals performing the CCO and compliance oversight services, as well as $100 per hour for time incurred in connection with the preparation and filing of certain documents with the Securities and Exchange Commission. The fees are paid to the Manager on a quarterly basis. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administrative and compliance services fees.”

Citi Fund Services Ohio, Inc. (“Citi” or the “Administrator”), a wholly owned subsidiary of Citigroup, Inc., with which an officer of the Trust is affiliated, serves as the Trust’s administrator, transfer agent, and fund accountant, and assists the Trust in all aspects of its administration and operation. The Administrator is entitled to a fee, accrued daily and paid monthly. In addition, the Administrator is entitled to annual account fees related to the transfer agency system, and a Trust-wide annual fee for providing infrastructure and support in implementing the written policies and procedures comprising the Fund’s compliance program. Fees payable to the Administrator are subject to certain reductions associated with services provided to new funds. Beginning January 1, 2015, these reductions are no longer applicable to new funds. The Administrator is also reimbursed for certain expenses incurred. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administration fees.”

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund and receives 12b-1 fees directly from the Fund, plus a Trust-wide annual fee of $7,500, paid by the Manager from its profits and not by the Trust, for recordkeeping and reporting services.

In addition, certain legal fees and expenses are paid to a law firm, Dorsey & Whitney LLP, of which the Secretary of the Fund is a partner. During the year ended December 31, 2014, $2,955 was paid from the Fund relating to these fees and expenses.

Certain Officers and Trustees of the Trust are affiliated with the Manager or the Administrator. Such Officers (except for the Trust’s CCO as noted above) and Trustees receive no compensation from the Trust for serving in their respective roles. For their service to the Trust and to the Allianz Variable Insurance Products Trust, each non-interested Trustee receives a $163,000 annual Board retainer and the Lead Director receives an additional $24,450 annually. In addition, the Trustees are reimbursed for certain expenses associated with attending Board meetings. Compensation to the Trustees is allocated between the Trust and the Allianz Variable Insurance Products Trust in proportion to the assets under management of each trust. During the year ended December 31, 2014, actual Trustee compensation was $1,155,670 in total for both trusts.

4. Investment Valuation Summary

The valuation techniques employed by the Fund, as described below, maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Fund’s investments are summarized in the three broad levels listed below:

 

  —  

Level 1— quoted prices in active markets for identical assets

  —  

Level 2— other significant observable inputs (including quoted prices for similar securities, interest rates, prepayments speeds, credit risk, etc.)

  —  

Level 3— significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The Fund determines transfers between fair value hierarchy levels at the reporting period end. The inputs or methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments.

Investments in other investment companies are valued at their published net asset value (“NAV”). Security prices are generally provided by an independent third party pricing service approved by the Trust’s Board of Trustees (“Trustees”) as of the close of the New York Stock Exchange (“NYSE”) (generally 4:00 pm Eastern Time). The investments utilizing Level 1 valuations represent investments in open-end investment companies. Futures contracts are valued at the last sales price as of the close of the primary exchange and are typically categorized as Level 1 in the fair value hierarchy.

For the year ended December 31, 2014, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value.

The following is a summary of the valuation inputs used as of December 31, 2014 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Company

       $ 283,526,559          $ —          $ 283,526,559  

Unaffiliated Investment Company

         9,000,236            —            9,000,236  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

         292,526,795            —            292,526,795  
      

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                    

Futures Contracts

         173,652            —            173,652  
      

 

 

        

 

 

        

 

 

 

Total Investments

       $ 292,700,447          $ —          $ 292,700,447  
      

 

 

        

 

 

        

 

 

 

 

* Other Financial Instruments would include any derivative instruments, such as futures contracts. These investments are generally recorded in the financial statements at the unrealized gain or loss on the investment.

 

10


AZL MVP Franklin Templeton Founding Strategy Plus Fund

Notes to the Financial Statements

December 31, 2014

5. Security Purchases and Sales

For the year ended December 31, 2014, cost of purchases and proceeds from sales of securities (excluding securities maturing less than one year from acquisition) were as follows:

 

        Purchases      Sales

AZL MVP Franklin Templeton Founding Strategy Plus Fund

       $ 103,010,916          $ 8,630,967  

6. Investment Risks

Derivatives Risk: The Fund may invest directly or through affiliated or unaffiliated mutual funds or unregistered investment pools in derivative instruments such as futures, options, and options on futures. A derivative is a financial contract whose value depends on, or is derived from, the value of an underlying asset, reference rate, or risk. Use of derivative instruments involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional investments. Derivatives are subject to a number of other risks, such as liquidity risk, interest rate risk, market risk, credit risk, and selection risk. Derivatives also involve the risk of mispricing or improper valuation and the risk that changes in the value may not correlate perfectly with the underlying asset, rate, or index. Using derivatives may result in losses, possibly in excess of the principal amount invested. Also, suitable derivative transactions may not be available in all circumstances. The other party to a derivatives contract could default.

7. Federal Tax Information

It is the Fund’s policy to continue to comply with the requirements of the Internal Revenue Code under Subchapter M, applicable to regulated investment companies, and to distribute all of its taxable income, including any net realized gains on investments, to its shareholders. Therefore, no provision is made for federal income taxes.

Management of the Fund has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

Cost for federal income tax purposes at December 31, 2014 is $282,092,254. The gross unrealized appreciation/ (depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 10,570,988   

Unrealized depreciation

    (136,447 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 10,434,541   
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2014 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL MVP Franklin Templeton Founding Strategy Plus Fund

       $ 2,795,652          $ 1,491,809          $ 4,287,461  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

The tax character of dividends paid to shareholders during the year ended December 31, 2013 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL MVP Franklin Templeton Founding Strategy Plus Fund

       $ 417          $ 16,586          $ 17,003  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

As of December 31, 2014, the components of accumulated earnings on a tax basis were as follows:

 

        Undistributed
Ordinary
Income
     Undistributed
Long-Term
Capital Gains
     Accumulated
Capital and
Other Losses
     Unrealized
Appreciation/
(Depreciation)(a)
     Total
Accumulated
Earnings/
(Deficit)

AZL MVP Franklin Templeton Founding Strategy Plus Fund

       $ 5,014,725          $ 4,790,363          $ —          $ 10,434,541          $ 20,239,629  

 

(a) The difference between book-basis and tax-basis unrealized appreciation/(depreciation) is attributable primarily to tax deferral of losses on wash sales.

8. Concentration of Investments

As of December 31, 2014, the Fund’s investment in the AZL Franklin Templeton Founding Strategy Plus Fund, which is affiliated with the Investment Adviser, represented greater than 90% of the Fund’s net assets. The financial statements of the AZL Franklin Templeton Founding Strategy Plus Fund are attached hereto.

9. Subsequent Events

Management has evaluated events and transactions subsequent to period end through the date the financial statements were issued, for purposes of recognition or disclosure in these financial statements and there are no subsequent events to report.

 

11


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

We have audited the accompanying statement of assets and liabilities of AZL MVP Franklin Templeton Founding Strategy Plus Fund (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the schedule of portfolio investments, as of December 31, 2014, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the periods in the three-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2014, by correspondence with the brokers and transfer agents of the underlying funds. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of December 31, 2014, the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the periods in the three-year period then ended, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Columbus, Ohio

February 25, 2015

 

12


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2014, 24.18% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deduction available to corporate shareholders.

During the year ended December 31, 2014, the Fund declared net long-term capital gain distributions of $1,491,809.

During the year ended December 31, 2014, the Fund declared net short-term capital gain distributions of $329,784.

 

13


Other Information (Unaudited)

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request, by visiting the Securities and Exchange Commission’s (‘‘Commission’’) website at www.sec.gov, or by calling 800-624-0197.

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30th is available (i) without charge, upon request, by calling 800-624-0197; (ii) on the Allianz Variable Insurance Products Trust’s website at https://www.allianzlife.com; and (iii) on the Commission’s website at http://www.sec.gov.

The Fund files complete Schedules of Portfolio Holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. Schedules of Portfolio Holdings for the Fund in this report are available without charge on the Commission’s website at http://www.sec.gov, or may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330.

 

14


Approval of Investment Advisory Agreement (Unaudited)

Subject to the general supervision of the Board of Trustees and in accordance with each Fund’s investment objectives and restrictions, investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). The Manager manages each Fund pursuant to an investment management agreement (the “Management Agreement”) with the Trust in respect of each such Fund. The Management Agreement provides that the Manager, subject to the supervision and approval of the Board of Trustees, is responsible for the management of each Fund. For management services, each Fund pays the Manager an investment advisory fee based upon each Fund’s average daily net assets. The Manager has contractually agreed to limit the expenses of each Fund by reimbursing each Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2016.

Wilshire Funds Management (“Wilshire”) serves as a consultant to the Manager in preparing statistical and other factual information for use in the creation and maintenance of the asset allocation models for the Fusion Funds (the AZL MVP Fusion Conservative, Balanced, Moderate and Growth Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Permitted Underlying Investments and the Fund’s asset allocations among the Permitted Underlying Investments. The Manager, not any Fund, pays a consultant fee to Wilshire. Wilshire began serving in its capacity as a consultant beginning January 1, 2010.

In reviewing the services provided by the Manager and the terms of the Management Agreement, the Board receives and reviews information related to the Manager’s experience and expertise in the variable insurance marketplace. Currently, the Funds are offered only through variable annuities and variable life insurance policies, and not in the retail fund market. In addition, the Board receives information regarding the Manager’s expertise with regard to portfolio diversification and asset allocation requirements within variable insurance products issued by Allianz Life Insurance Company of North America and its subsidiary, Allianz Life Insurance Company of New York. Currently, the Funds are offered only through Allianz Life and Allianz of New York variable products.

As required by the Investment Company Act of 1940 (the “1940 Act”), the Trust’s Board has reviewed and approved the Management Agreement with the Manager. The Board’s decision to approve this contract reflects the exercise of its business judgment on whether to approve new arrangements and continue the existing arrangements. During its review of the contract, the Board considered many factors, among the most material of which are: the Funds’ investment objectives, the Manager’s management philosophy, personnel, processes and investment performance, including its compliance history and the adequacy of its compliance processes; the preferences and expectations of Fund shareholders (and underlying contract owners) and their relative sophistication; the continuing state of competition in the mutual fund industry; and comparable fees in the mutual fund industry.

The Board also considered the compensation and benefits received by the Manager. This includes fees received for services provided to a Fund by employees of the Manager or of affiliates of the Manager and research services received by the Manager from brokers that execute Fund trades, as well as advisory fees. The Board considered the fact that: (1) the Manager and the Trust are parties to an Administrative Service Agreement and Compliance Services Agreement, under which the Manager is compensated by the Trust for performing certain administrative and compliance services including providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer; and (2) Allianz Life Financial Services LLC, an affiliated person of the Manager, is a registered securities broker-dealer and receives (along with its affiliated persons) payments made by the Underlying Funds pursuant to Rule 12b-1.

The Board is aware that various courts have interpreted provisions of the 1940 Act and have indicated in their decisions that the following factors may be relevant to the Manager’s compensation: the nature and quality of the services provided by the Manager, including the performance of the funds; the Manager’s cost of providing the services; the extent to which the Manager may realize “economies of scale” as the funds grow larger; any indirect benefits that may accrue to the Manager and its affiliates as a result of the Manager’s relationship with the funds; performance and expenses of comparable funds; the profitability to the Manager from acting as adviser to the funds; and the extent which the independent Board members are fully informed about all facts bearing on the Manager’s services and fees. The Trust’s Board is aware of these factors and took them into account in its review of the Management Agreement for the Funds.

The Board considered and weighed these circumstances in light of its experience in governing the Trust, and is assisted in its deliberations by the advice of legal counsel to the Independent Trustees. In this regard, the Board requests and receives a significant amount of information about the Funds and the Manager. Some of this information is provided at each regular meeting of the Board; additional information is provided in connection with the particular meeting or meetings at which the Board’s formal review of an advisory contract occurs. In between regularly scheduled meetings, the Board may receive information on particular matters as the need arises. Thus, the Board’s evaluation of the Management Agreement is informed by reports covering such matters as: the Manager’s investment philosophy, personnel and processes, and the Fund’s investment performance (in absolute terms as well as in relationship to its benchmark). In connection with comparing the performance of each Fund versus its benchmark, the Board receives reports on the extent to which the Fund’s performance may be attributed to various applicable factors, such as asset class allocation decisions and volatility management strategies, the performance of the Underlying Funds, rebalancing decisions, and the impact of cash positions and Fund fees and expenses. The Board also receives reports on the Funds’ expenses (including the advisory fee itself and the overall expense structure of the Funds, both in absolute terms and relative to similar and/or competing funds, with due regard for contractual or voluntary expense limitations); the nature and extent of the advisory and other services provided to the Fund by the Manager and its affiliates; compliance and audit reports concerning the Funds and the companies that service them; and relevant developments in the mutual fund industry and how the Funds and/or the Manager are responding to them.

The Board also receives financial information about the Manager, including reports on the compensation and benefits the Manager derives from its relationships with the Funds. These reports cover not only the fees under the Management Agreement, but also fees, if any, received for providing other services to the Funds. The reports also discuss any indirect or “fall out” benefits the Manager or its affiliates may derive from its relationship with the Funds.

The Management Agreement was most recently considered at Board of Trustees meetings held in the fall of 2014. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2014, and at an “in person” Board of Trustees meeting held October 21, 2014. The Agreement was approved at the Board meeting of October 21, 2014. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2016. In connection with such meetings, the Trustees requested and evaluated extensive materials from the Manager, including performance and expense information for other investment companies with similar investment objectives derived from data compiled by an independent third party provider and other sources believed to be reliable by the Manager. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with experienced counsel who are independent of the Manager and received a memorandum from such counsel discussing the legal standards for their consideration of the proposed approvals/ continuances. The independent (“disinterested”) Trustees also discussed the proposed approvals/continuances in a private session with such counsel at which no representatives of the Manager were present. In reaching their determinations relating to the approval and/or continuance of the Agreement, in respect of each Fund, the Trustees considered all factors they believed relevant. The Board based its decision to approve the Management Agreement on the totality of the circumstances and relevant factors, and with a view to past and future long-term considerations. Not all of the factors and considerations discussed above and below are necessarily relevant to each Fund, and the Board did not assign relative weights to factors discussed herein or deem any one or group of them to be controlling in and of themselves.

 

15


An SEC rule requires that shareholder reports include a discussion of certain factors relating to the selection of the investment adviser and the approval of the advisory fee. The “factors” enumerated by the SEC are set forth below in italics, as well as the Board’s conclusions regarding such factors:

(1) The nature, extent and quality of services provided by the Manager. The Trustees noted that the Manager, subject to the control of the Board of Trustees, administers each Fund’s business and other affairs. The Trustees noted that the Manager also provides the Trust and each Fund with such administrative and other services (exclusive of, and in addition to, any such services provided by any others retained by the Trust on behalf of the Funds) and executive and other personnel as are necessary for the operation of the Trust and the Funds. Except for the Trust’s Chief Compliance Officer, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

The Trustees considered the scope and quality of services provided by the Manager and noted that the scope of such services provided had expanded as a result of recent regulatory and other developments. The Trustees noted that, for example, the Manager is responsible for maintaining and monitoring its own compliance program, and this compliance program has been continuously refined and enhanced in light of new regulatory requirements. The Trustees considered the capabilities and resources which the Manager has dedicated to performing services on behalf of the Trust and its Funds. The quality of administrative and other services, including the Manager’s role in coordinating the activities of the Trust’s other service providers, also was considered. The Trustees concluded that, overall, they were satisfied with the nature, extent and quality of services provided (and expected to be provided) to the Trust and to each of the Funds under the Management Agreement.

(2) The investment performance of the Fund and the Manager. In connection with the fall 2014 contract review process, Trustees received extensive information on the performance results of the Funds. (Of the 12 Funds, one Fund, the AZL MVP T. Rowe Price Capital Appreciation Fund, did not have at least 12 months of performance history.) Historical performance information of at least three years was available for each of the AZL MVP Fusion Conservative, AZL MVP Fusion Balanced, AZL MVP Fusion Moderate and AZL MVP Fusion Growth Funds and the AZL Balanced and Growth Index Strategy Funds. Performance information includes information on absolute total return, performance versus the appropriate benchmark(s), the contribution to performance of the Manager’s asset class allocation decisions and volatility management strategies (the volatility management strategy was modified to incorporate a volatility cap in the second quarter of 2013), the performance of the Underlying Funds, and the impact on performance of rebalancing decisions, cash and Fund fees. For example, in connection with the Board of Trustees meeting held October 21, 2014, the Manager reported that for the three year period ended June 30, 2014, the AZL MVP Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 43rd, 73rd, 74th, and 86th percentiles respectively, in their [Lipper] peer groups, and for the one year period ended June 30, 2014 they ranked in the 49th, 74th, 32nd, and 82nd percentiles, respectively. For the three year period ended June 30, 2014, the AZL Balanced Index Strategy and AZL Growth Index Strategy Funds ranked in the 47th and 27th percentiles of their peer groups, respectively, and for the one year ended June 30, 2014 they ranked in the 69th and 27th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the two year period ended June 30, 2014, the AZL Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 20th, 50th, 12th, and 24th percentiles respectively; the AZL MVP Balanced Index Strategy and AZL MVP Growth Index Strategy Funds ranked in the 30th and 1st percentiles respectively; and the AZL MVP BlackRock Global Allocation, AZL MVP Invesco Equity & Income and the AZL MVP Franklin Templeton Founding Strategy Plus Funds ranked in the 47th, 1st, and 8th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014, the Trustees determined that the investment performance of the Funds was acceptable.

(3) The costs of services to be provided and profits to be realized by the Manager and its affiliates from the relationship with the Funds. The Board considered that the Manager receives an advisory fee from each of the Funds. The Manager reported that for the MVP Fusion Funds the advisory fee paid put these Funds in the 38th percentile of the customized peer group. The Manager reported that for the Index Strategy Funds the advisory fee paid put them in the 32nd percentile (or lower) of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Allocation, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity & Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 7th percentile of the customized peer group. Trustees were provided with information on the total expense ratios of the Funds and other funds in the customized peer groups, and the Manager reported upon the challenges in making peer group comparisons for the Funds.

The Manager provided information concerning the profitability of the Manager’s investment advisory activities for the period from 2011 through June 30, 2014. The Trustees recognized that it is difficult to make comparisons of profitability from investment company advisory agreements because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocation of expenses and the adviser’s capital structure and cost of capital. In considering profitability information, the Trustees considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Trustees focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Trustees recognized that the Manager should, in the abstract, be entitled to earn a reasonable level of profits for the services it provides to each Fund.

Based upon the information provided, the Board concluded that the Funds’ advisory fees and expense ratios are not unreasonable, and determined that there was no evidence that the Manager’s level of profitability from its relationship with the Funds was excessive.

(4) and (5) The extent to which economies of scale would be realized as the Funds grow, and whether fee levels reflect these economies of scale. The Trustees noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Trustees recognized that breakpoints may be an appropriate way for the Manager to share its economies of scale, if any, with Funds that have substantial assets. However, they also recognized that there may not be a direct relationship between any economies of scale realized by Funds and those realized by the Manager as assets increase. The Trustees do not believe there is a uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Trustees noted that in the fund industry as a whole, as well as among funds similar to the Funds, there is no uniformity or pattern in the fees and asset levels at which breakpoints (if any) apply. Depending on the age, size, and other characteristics of a particular fund and its manager’s cost structure, different conclusions can be drawn as to whether there are economies of scale to be realized at any particular level of assets, notwithstanding the intuitive conclusion that such economies exist, or will be realized at some level of total assets. Moreover, because different managers have different cost structures and service models, it is difficult to draw meaningful conclusions from the breakpoints that may have been adopted by other funds. The Trustees also noted that the advisory agreements for many funds do not have breakpoints at all, or if breakpoints exist, they may be at asset levels significantly greater than those of the individual Funds. The Trustees also noted that the total assets in all of the Funds as of June 30, 2014 were approximately $9.9 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.8 billion.

Having taken these factors into account, the Trustees concluded that the absence of breakpoints in the Funds’ advisory fee rate schedules was acceptable under each Fund’s circumstances.

The Trustees noted that the Manager has agreed to temporarily “cap” Fund expenses at certain levels, which has the effect of reducing expenses as would the implementation of advisory fee breakpoints. The Manager has committed to continue to consider the continuation of fee “caps” and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. It expects to consider whether or not to approve the Management Agreement at a meeting to be held prior to December 31, 2015, and will at that time, or prior thereto, consider: (a) the extent to which economies of scale can be realized, and (b) whether the advisory fee should be modified to reflect such economies of scale, if any.

 

16


Information about the Board of Trustees and Officers (Unaudited)

The Trust is managed by the Trustees in accordance with the laws of the state of Delaware governing business trusts. There are currently nine Trustees, two of whom are “interested persons” of the Trust within the meaning of that term under the 1940 Act. The Trustees and Officers of the Trust, their addresses, ages, their positions held with the Trust, their terms of office with the Trust and length of time served, their principal occupation(s) during the past five years, the number of portfolios in the Trust they oversee, and their other directorships held during the past five years are as follows:

Non-Interested Trustees(1)

 

Name, Address, and Age  

Positions

Held with

VIP Trust
and FOF Trust

 

Term of

Office(2)/ Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust
and FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Peter R. Burnim, Age 67

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/07   Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to 2012; Chairman, Northstar Group Holdings Ltd.Bermuda, 2011 to present; Expert Witness, Massachusetts Department of Revenue, 2011 to 2012; Executive Vice President, Northstar Companies, 2002 to 2005; Senior Officer, Citibank and Citicorp for over 25 years   43   Argus Group Holdings; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; and Bank of Bermuda NY

Peggy L. Ettestad, Age 57

5701 Golden Hills Drive

Minneapolis, MN 55416

  Lead
Independent
Trustee
 

Since 10/14

(Trustee since 2/07)

  Managing Director, Red Canoe Management Consulting LLC, 2008 to present; Senior Managing Director, Residential Capital LLC, 2003 to 2008; Chief Operations Officer, Transamerica Reinsurance 2002 to 2003   43   Luther College

Roger Gelfenbien, Age 71

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   43   Virtus Funds (8 Funds)

Claire R. Leonardi, Age 59

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Chief Executive Officer, Connecticut Innovations, Inc., 2012 to present; General Partner, Fairview Capital, L.P., 1994 to 2012   43  

Connecticut

Technology Council

and Connecticut

Bioscience

Innovation Fund

Dickson W. Lewis, Age 66

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Retired; Consultant to Lifetouch National School Studios; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2013; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   43   None

Peter W. McClean, Age 70

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Retired; President and CEO of Measurisk, LLC, 2001 to 2003; Chief Risk Management Officer at Bank Of Bermuda Ltd., 1996 to 2001   43  

PNMAC Opportunity

Fund; Northeast Bank;

and FHI

Arthur C. Reeds III, Age 70

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 10/99  

Retired; Senior Investment Officer, Hartford Foundation

for Public Giving, 2000 to 2003; Chairman, Chief Executive and President of Conning Corp., 1999 to 2000; Investment Consultant 1997 to 1999

  43  

Connecticut

Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and Age  

Positions

Held with

VIP Trust
and FOF Trust

 

Term of

Office(2)/ Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust
and FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Robert DeChellis, Age 47

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   43   None

Brian Muench, Age 44

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 6/11   President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Advisory Management, Allianz Investment Management LLC from December 2005 to November 2010   43   None

 

17


Officers

 

Name, Address, and Age   

Positions

Held with

VIP and VIP

FOF Trust

  

Term of

Office(2)/Length

of Time Served

   Principal Occupation(s) During Past 5 Years

Brian Muench, Age 44

5701 Golden Hills Drive

Minneapolis, MN 55416

   President    Since 11/10    President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Allianz Investment Management LLC from December 2005 to November 2010.

Michael Radmer, Age 69

Dorsey & Whitney LLP,

Suite 1500 50 South Sixth Street Minneapolis, MN 55402-1498

   Secretary    Since 2/02    Partner, Dorsey and Whitney LLP since 1976.

Steve Rudden, Age 45

Citi Fund Services Ohio, Inc.

3435 Stelzer Road

Columbus, OH 43219

   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 6/14    Senior Vice President, Financial Administration, Citi Fund Services Ohio, Inc., April 2011 to present; Vice President, JPMorgan, April 2006 to April 2010.

Chris R. Pheiffer, Age 46

5701 Golden Hills Drive

Minneapolis, MN 55416

   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 2/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present; Deputy Chief Compliance Officer of the VIP Trust and the FOF Trust and Compliance Director, Allianz Life, February 2007 to February 2014.

 

(1) Member of the Audit Committee.

 

(2) Indefinite.

 

(3) Is an “interested person”, as defined by the 1940 Act, due to employment by Allianz.

 

(4) The Manager and the Trust are parties to a Chief Compliance Officer Agreement under which the Manager is compensated by the Trust for providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer. The Chief Compliance Officer and Anti-Money Laundering Compliance Officer is not considered a corporate officer or executive employee of the Trust.

 

18


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.

These Funds are not FDIC Insured.

  ANNRPT1214 2/15   


AZL MVP FusionSM Balanced Fund

Annual Report

December 31, 2014

LOGO

 


Table of Contents

Management Discussion and Analysis

Page 1

Expense Examples and Portfolio Composition

Page 3

Schedule of Portfolio Investments

Page 4

Statement of Assets and Liabilities

Page 5

Statement of Operations

Page 5

Statements of Changes in Net Assets

Page 6

Financial Highlights

Page 7

Notes to the Financial Statements

Page 8

Report of Independent Registered Public Accounting Firm

Page 14

Other Federal Income Tax Information

Page 15

Other Information

Page 16

Approval of Investment Advisory Agreement

Page 17

Information about the Board of Trustees and Officers

Page 19

This report is submitted for the general information of the shareholder of the Fund. The report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus, which contains details concerning the sales charges and other pertinent information.


AZL MVP FusionSM Balanced Fund Review (unaudited)

 

Allianz Investment Management LLC serves as the Manager for the AZL MVP FusionSM Balanced Fund.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

What factors affected the Fund’s performance during the year ended December 31, 2014?

For the year ended December 31, 2014, the AZL MVP FusionSM Balanced Fund returned 4.59%. That compared to a 9.79% total return for its benchmark, the Balanced Composite Index, which is comprised of equal weightings in the S&P 500 Index1 and the Barclays U.S. Aggregate Bond Index2.

The AZL MVP FusionSM Balanced Fund is a fund of funds that achieves broad diversification by investing in underlying funds. It was invested in 29 funds at year-end. The Balanced Fund typically holds between 40% and 60% of its assets in equity funds and 40% to 60% of its assets in fixed income funds. The Fund also employs the MVP (Managed Volatility Portfolio) risk management process, which is intended to adjust the risk of the portfolio based on quantitative indicators of market risk, such as the current level of fund and market volatility.*

The U.S. equity market produced positive returns during the period, with the S&P 500 Index gaining 13.69%. Economic activity recovered after facing a contraction at the start of the year as extreme weather conditions across much of the U.S. created a challenging economic environment. Several economic indicators showed positive direction for most of the year. The U.S. employment situation improved, consumer confidence rose higher, the manufacturing sector rebounded, inflation remained below its long-term trend and the housing sector steadily improved. Consumers also benefited from the significant drop in oil prices that occurred toward the end of the year. The U.S. Federal Reserve (the Fed) exited its quantitative easing program by slowly reducing its bond purchases throughout the year, and concluded the program by making the final $15 billion purchase in October. Despite the continued economic gains, the Fed remained committed to keeping short-term interest rates anchored near zero until the economy could show further improvement.

Developed international equity markets lagged, with the MSCI EAFE Index declining 4.90% during the period. A continued weakness in Europe in addition to the contraction in Japan’s gross domestic product3 signaled further divergence between the U.S. and other major developed economies in 2014. Attempts to stimulate growth in Europe and Japan were met with varying degrees of success. One outcome from these stimulative efforts has been continued strength in the U.S. dollar. This currency impact has created an additional headwind for international returns. Emerging markets also faced challenges in 2014, with the MSCI Emerging Markets Index declining 2.19% during this period. Concerns about growth in China and the strength of the U.S. dollar weighed on the outlook for emerging countries in 2014.

Fixed income markets benefited from a decline in long-term interest rates during the last 12 months with the 10-year U.S. Treasury yield dropping 87 basis points (0.87%) during this period. Bond prices increase when interest rates decrease. Against this backdrop, the Barclays Capital U.S. Aggregate Bond Index gained 5.97%. Other segments of fixed income markets lagged during the year. Treasury inflation-protected securities (TIPS) trailed during the year.

High-yield bonds also faced lower returns as lower oil prices put pressure on leveraged companies in the energy sector and investors’ sensitivity to lower rated credit exposure increased. Global bonds experienced relative weakness during the period as well.

The Fund underperformed its composite benchmark in 2014 due to exposure to a broad range of asset classes that underperformed the composite benchmark, along with underperformance from a select group of underlying funds. Relative performance was hurt by the Fund’s allocation to small- and mid-cap stocks, international equities and emerging market equities. In the Fund’s fixed income holdings, exposure to TIPS, high-yield and global bonds detracted from results. The Fund’s relative performance was also hampered by a select number of underlying funds that lagged their stated benchmark. A select group of underlying funds within small cap, international equity and high-yield bonds beat their stated benchmark, positively contributing to relative performance.*

In the generally low volatility environment for most of 2014, the MVP risk management process worked as intended and largely maintained a neutral equity allocation relative to its target, resulting in a minimal impact on the Fund’s equity exposure and performance.*

 

Past performance does not guarantee future results.

 

* The Fund’s portfolio composition is subject to change. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the Fund in the future. The information contained in this commentary is for informational purposes only and should not be construed as a recommendation to purchase or sell securities in the sector mentioned. The Fund’s holdings and weightings are as of December 31, 2014.
1  The Standard & Poor’s 500 Index (“S&P 500”) is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole.
2  The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year.
3  Gross Domestic Product (GDP) is the monetary value of all the finished goods and services produced within a country’s borders in a specific time period, though GDP is usually calculated on an annual basis. It includes all of private and public consumption, government outlays, investments and exports less imports that occur within a defined territory.

Investors cannot invest directly in an index.

 
 

 

1


AZL MVP FusionSM Balanced Fund Review (unaudited)

 

Fund Objective

The Fund’s investment objective is to seek long-term capital appreciation with preservation of capital as an important consideration. This objective may be changed by the Trustees of the Fund without shareholder approval. The Fund seeks to achieve its objective by investing in a combination of Permitted Underlying Funds that represent different classes in the Fund’s asset allocation.

Investment Concerns

The Fund invests in underlying funds, so its investment performance is directly related to the performance of those underlying funds. Before investing, investors should assess the risks associated with and types of investments made by each of the underlying funds in which the Fund invests.

Stocks are more volatile and carry more risk and return potential than other forms of investments.

Small- to mid-capitalization companies typically have a higher risk of failure and historically have experienced a greater degree of volatility.

International investing may involve risk of capital loss from unfavorable fluctuations in currency values, from differences in generally accepted accounting principles or from economic or political instability in other nations.

Bonds offer a relatively stable level of income, although bond prices will fluctuate, providing the potential for principal gain or loss.

Investing in derivatives instruments involves risks that may be different from or greater than the risk associated with investing directly in securities or other traditional instruments.

For a complete description of these and other risks associated with investing in a mutual Fund, please refer to the Fund’s prospectus.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Growth of $10,000 Investment

 

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmark, as well as the two component indices of the Fund’s benchmark, and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2014

 

     1
Year
    3
Year
    5
Year
    Since
Inception
(4/29/05)
 

AZL MVP FusionSM Balanced Fund

     4.59 %      9.10 %      7.40 %      5.34 % 

Balanced Composite Index

     9.79 %      11.39 %      10.20 %      7.00 % 

S&P 500 Index

     13.69 %      20.41 %      15.45 %      8.40 % 

Barclays U.S. Aggregate Bond Index

     5.97 %      2.66 %      4.45 %      4.78 % 

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please visit www.Allianzlife.com.

 

Expense Ratio1

   Gross  

AZL MVP FusionSM Balanced Fund

     1.07 % 

The above expense ratio is based on the current Fund prospectus dated April 28, 2014. The Manager and the Fund have entered into a written contract limiting operating expenses, excluding certain expenses (such as interest expense and Acquired Fund fees and expenses), to 0.30% through April 30, 2016. Additional information pertaining to the December 31, 2014 expense ratios can be found in the financial highlights.

 

1  Acquired Fund Fees and Expenses are incurred indirectly by the Fund through the valuation of the Fund’s investments in the Permitted Underlying Funds. Accordingly, Acquired Fees and Expenses affect the Fund’s total returns. Because these fees and expenses are not included in the Fund’s financial highlights, the Fund’s total annual fund operating expenses do not correlate to the ratios of expenses to average net assets shown in the financial highlights table. Without Acquired Fund Fees and expenses the Fund’s gross ratio would be 0.22%.

 

   The total return of the Fund does not reflect the effect of any insurance charges, the annual maintenance fee or the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Such charges, fees and tax payments would reduce the performance quoted.

 

   The Fund’s performance is measured against a composite index (the “Balanced Composite Index”), which is comprised of 50% of the Standard & Poor’s 500 Index (“S&P 500”) and 50% of the Barclays U.S. Aggregate Bond Index. The S&P 500 is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole. The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year. These indices are unmanaged and do not reflect the deduction of fees associated with a mutual fund, such as investment management and fund accounting fees. The Fund’s performance reflects the deduction of fees for services provided to the Fund. Investors cannot invest directly in an index.
 

 

2


AZL MVP Fusion Balanced Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL MVP Fusion Balanced Fund (the “Fund”), you incur ongoing costs, including management fees, distribution fees, and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. Please note that the expenses shown in each table do not reflect expenses that apply to the subaccount or the insurance contract. If the expenses that apply to the subaccount of the insurance contract were included, your costs would have been higher.

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the periods presented below.

The Actual Expense table below provides information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL MVP Fusion Balanced Fund

       $ 1,000.00          $ 1,002.90          $ 1.11            0.22 %

The Hypothetical Expense table below 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, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL MVP Fusion Balanced Fund

       $ 1,000.00          $ 1,024.10          $ 1.12            0.22 %

 

* Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by 184/365 (to reflect the one half year period).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Fixed Income

      47.5 %

Domestic Equities

      31.2  

International Equities

      16.4  

Money Market

      3.1  
   

 

 

 

Total Investment Securities

      98.2  

Net other assets (liabilities)

      1.8  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Fusion Balanced Fund

Schedule of Portfolio Investments

December 31, 2014

Shares            Fair Value  
     

 

Affiliated Investment Companies (95.1%):

  

  1,066,866      AZL BlackRock Capital Appreciation Fund    $ 19,875,712  
  1,302,129      AZL Dreyfus Research Growth Fund      19,727,257  
  1,180,083      AZL Federated Clover Small Value Fund      26,186,044  
  2,212,284      AZL Gateway Fund      26,259,806  
  2,384,090      AZL International Index Fund      36,428,892  
  1,989,506      AZL Invesco Growth and Income Fund      32,548,310  
  2,026,476      AZL Invesco International Equity Fund      37,266,902  
  2,872,101      AZL JPMorgan International Opportunities Fund      49,084,204  
  3,134,546      AZL JPMorgan U.S. Equity Fund      51,657,319  
  14,180,226      AZL MetWest Total Return Bond Fund      142,794,878  
  865,014      AZL MFS Investors Trust Fund      19,852,080  
  1,073,737      AZL MFS Mid Cap Value Fund      13,475,398  
  2,984,738      AZL MFS Value Fund      38,891,140  
  573,057      AZL Mid Cap Index Fund      13,461,097  
  1,783,212      AZL Morgan Stanley Global Real Estate Fund      19,811,486  
  773,944      AZL Morgan Stanley Mid Cap Growth Fund      13,110,612  
  2,089,367      AZL NFJ International Value Fund      24,048,617  
  2,268,211      AZL Oppenheimer Discovery Fund      32,684,920  
  14,118,902      AZL Pyramis Core Bond Fund      143,165,670  
  1,718,206      AZL Russell 1000 Growth Index Fund      29,398,512  
Shares            Fair Value  
     

 

Affiliated Investment Companies, continued

  

  3,691,621      AZL Russell 1000 Value Index Fund    $ 54,709,819  
  1,608,247      AZL Schroder Emerging Markets Equity Fund, Class 2      11,804,530  
  1,764,358      AZL Wells Fargo Large Cap Growth Fund      19,884,319  
  1,441,724      NFJ Dividend Value Portfolio      19,823,707  
  1,307,698      PIMCO PVIT Global Advantage Strategy Bond Portfolio      12,318,514  
  4,881,409      PIMCO PVIT High Yield Portfolio      38,611,944  
  7,277,124      PIMCO PVIT Low Duration Portfolio      76,991,971  
  3,936,391      PIMCO PVIT Real Return Portfolio      50,425,165  
  12,753,854      PIMCO PVIT Total Return Portfolio      142,843,162  
     

 

 

 

 

Total Affiliated Investment Companies (Cost $1,010,386,407)

     1,217,141,987  
     

 

 

 

 

Unaffiliated Investment Company (3.1%):

  

  40,001,049      Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.61%(a)    $ 40,001,049  
     

 

 

 

 

Total Unaffiliated Investment Company (Cost $40,001,049)

     40,001,049  
     

 

 

 

 

Total Investment Securities (Cost $1,050,387,456)(b) — 98.2%

   $ 1,257,143,036  

 

Net other assets (liabilities) — 1.8%

     23,429,495  
     

 

 

 

 

Net Assets — 100.0%

   $ 1,280,572,531  
     

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2014.

 

(a) The rate represents the effective yield at December 31, 2014.

 

(b) See Federal Tax Information listed in the Notes to the Financial Statements.

 

Futures Contracts

Cash of $24,302,966 has been segregated to cover margin requirements for the following open contracts as of December 31, 2014:

 

Description    Type      Expiration
Date
     Number of
Contracts
     Notional
Value
     Unrealized
Appreciation/
(Depreciation)
 

U.S. Treasury 10-Year Note March Futures

     Long         3/20/15         253       $ 32,079,609      $ 172,552  

S&P 500 Index E-Mini March Futures

     Long         3/20/15         309         31,709,580        508,596  
              

 

 

 

Total

               $ 681,148  
              

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Fusion Balanced Fund

Statement of Assets and Liabilities

December 31, 2014

 

Assets:

    

Investments in non-affiliates, at cost

     $ 40,001,049  

Investments in affiliates, at cost

       1,010,386,407  
    

 

 

 

Total Investment securities, at cost

     $ 1,050,387,456  
    

 

 

 

Investments in non-affiliates, at value

     $ 40,001,049  

Investments in affiliates, at value

       1,217,141,987  
    

 

 

 

Total Investment securities, at value

       1,257,143,036  

Segregated cash for collateral

       24,302,966  

Interest and dividends receivable

       1,408,367  

Receivable for affiliated investments sold

       727,118  

Receivable for variation margin on futures contracts

       56,908  

Prepaid expenses

       10,755  
    

 

 

 

Total Assets

       1,283,649,150  
    

 

 

 

Liabilities:

    

Cash overdraft

       825,773  

Payable for affiliated investments purchased

       1,359,958  

Payable for capital shares redeemed

       250,748  

Payable for variation margin on future contracts

       377,073  

Manager fees payable

       217,975  

Administration fees payable

       3,742  

Custodian fees payable

       427  

Administrative and compliance services fees payable

       3,540  

Trustee fees payable

       71  

Other accrued liabilities

       37,312  
    

 

 

 

Total Liabilities

       3,076,619  
    

 

 

 

Net Assets

     $ 1,280,572,531  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 1,022,254,900  

Accumulated net investment income/(loss)

       16,427,354  

Accumulated net realized gains/(losses) from investment transactions

       34,453,549  

Net unrealized appreciation/(depreciation) on investments

       207,436,728  
    

 

 

 

Net Assets

     $ 1,280,572,531  
    

 

 

 

Shares of beneficial interest (unlimited number of shares authorized, no par value)

       98,264,878  

Net Asset Value (offering and redemption price per share)

     $ 13.03  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2014

 

Investment Income:

    

Dividends from affiliates

     $ 17,389,932  

Dividends

       1,183  
    

 

 

 

Total Investment Income

       17,391,115  
    

 

 

 

Expenses:

    

Manager fees

       2,579,333  

Administration fees

       59,541  

Custodian fees

       1,978  

Administrative and compliance services fees

       17,546  

Trustee fees

       68,153  

Professional fees

       56,191  

Shareholder reports

       36,364  

Other expenses

       26,999  
    

 

 

 

Total expenses

       2,846,105  
    

 

 

 

Net Investment Income/(Loss)

       14,545,010  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

Net realized gains/(losses) on securities transactions from affiliates

       25,604,012  

Net realized gains distributions from affiliated underlying funds

       20,688,937  

Net realized gains/(losses) on futures contracts

       5,872,701  

Change in net unrealized appreciation/depreciation on investments

       (8,187,229 )
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       43,978,421  
    

 

 

 

Change in Net Assets Resulting From Operations

     $ 58,523,431  
    

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


Statements of Changes in Net Assets

     AZL MVP Fusion Balanced Fund
      For the
Year Ended
December 31,
2014
   For the
Year Ended
December 31,
2013

Change in Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 14,545,010        $ 14,890,050  

Net realized gains/(losses) on investment transactions

       52,165,650          22,809,040  

Change in unrealized appreciation/depreciation on investments

       (8,187,229 )        87,492,609  
    

 

 

      

 

 

 

Change in net assets resulting from operations

       58,523,431          125,191,699  
    

 

 

      

 

 

 

Dividends to Shareholders:

         

From net investment income

       (17,586,673 )        (20,989,730 )
    

 

 

      

 

 

 

Change in net assets resulting from dividends to shareholders

       (17,586,673 )        (20,989,730 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       29,886,573          59,235,936  

Proceeds from shares issued in merger

       —          163,914,260  

Proceeds from dividends reinvested

       17,586,673          20,989,730  

Value of shares redeemed

       (90,500,923 )        (83,571,863 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       (43,027,677 )        160,568,063  
    

 

 

      

 

 

 

Change in net assets

       (2,090,919 )        264,770,032  

Net Assets:

         

Beginning of period

       1,282,663,450          1,017,893,418  
    

 

 

      

 

 

 

End of period

     $ 1,280,572,531        $ 1,282,663,450  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 16,427,354        $ 17,586,643  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       2,325,667          4,878,467  

Shares issued in merger

       —          13,582,062  

Dividends reinvested

       1,359,094          1,750,603  

Shares redeemed

       (7,031,350 )        (6,931,870 )
    

 

 

      

 

 

 

Change in shares

       (3,346,589 )        13,279,262  
    

 

 

      

 

 

 

 

See accompanying notes to the financial statements.

 

6


AZL MVP Fusion Balanced Fund

Financial Highlights

(Selected data for a share of beneficial interest outstanding throughout the periods indicated)

 

     Year Ended December 31,
      2014   2013   2012   2011   2010

Net Asset Value, Beginning of Period

     $ 12.62       $ 11.52       $ 10.55       $ 10.92       $ 10.10  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                    

Net Investment Income/(Loss)

       0.15         0.12         0.17         0.17         0.10  

Net Realized and Unrealized Gains/(Losses) on Investments

       0.44         1.19         1.03         (0.27 )       1.00  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       0.59         1.31         1.20         (0.10 )       1.10  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                    

Net Investment Income

       (0.18 )       (0.21 )       (0.23 )       (0.27 )       (0.28 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.18 )       (0.21 )       (0.23 )       (0.27 )       (0.28 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 13.03       $ 12.62       $ 11.52       $ 10.55       $ 10.92  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(a)

       4.59 %       11.46 %       11.39 %       (0.90 )%       11.07 %

Ratios to Average Net Assets/Supplemental Data:

                    

Net Assets, End of Period (000’s)

     $ 1,280,573       $ 1,282,663       $ 1,017,893       $ 909,669       $ 818,193  

Net Investment Income/(Loss)

       1.13 %       1.27 %       1.48 %       1.85 %       1.75 %

Expenses Before Reductions*(b)

       0.22 %       0.22 %       0.23 %       0.23 %       0.24 %

Expenses Net of Reductions*

       0.22 %       0.21 %       0.18 %       0.18 %       0.19 %

Portfolio Turnover Rate(c)

       23 %       6 %       32 %       20 %       34 %

 

* The expense ratios exclude the impact of fees/expenses paid by each underlying fund.

 

(a) The returns include reinvested dividends and fund level expenses, but exclude insurance contract charges. If these charges were included, the returns would have been lower.

 

(b) Excludes fee reductions, if any. If such fee reductions had not occurred, the ratios would have been as indicated.

 

(c) The portfolio turnover rate can be volatile due to the amount and timing of purchases and sales of fund shares during the period.

 

See accompanying notes to the financial statements.

 

7


AZL MVP Fusion Balanced Fund

Notes to the Financial Statements

December 31, 2014

 

1. Organization

The Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”) was organized as a Delaware statutory trust on June 16, 2004. The Trust is a diversified open-end management investment company registered under the Investment Company Act of 1940, as amended, (the “1940 Act”) and thus is determined to be an investment company for accounting purposes. The Trust consists of 12 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP Fusion Balanced Fund (the “Fund”), and 11 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests in other mutual funds. Underlying Funds invest in stock, bonds, and other securities and reflect varying amounts of potential investment risk and reward. The Underlying Funds record their investments at fair value. Periodically, the Fund will adjust its asset allocation as it seeks to achieve its investment objective.

The Trust is authorized to issue an unlimited number of shares of the Fund without par value. Shares of the Fund are available through the variable annuity contracts offered through the separate accounts of participating insurance companies.

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund may enter into contracts with its vendors and others that provide for general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects that risk of loss to be remote.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform with U.S. generally accepted accounting principles (“U.S. GAAP”). The preparation of financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and 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.

Security Valuation

The Fund records its investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between willing market participants at the measurement date. The valuation techniques used to determine fair value are further described in Note 4 below.

Investment Transactions and Investment Income

Investment transactions are recorded not later than on the business day following trade date. However, for financial reporting purposes, investment transactions are accounted for on trade date. Net realized gains and losses on investments sold are recorded on the basis of identified cost. Interest income is recorded on the accrual basis and includes, where applicable, the amortization of premiums or accretion of discounts. Dividend income is recorded on the ex-dividend date.

Dividends to Shareholders

Dividends to shareholders are recorded on the ex-dividend date. The Fund distributes its dividends from net investment income and net realized capital gains, if any, on an annual basis. The amount of dividends from net investment income and from net realized gains is determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These “book/tax” differences are either temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., return of capital, net operating loss, and reclassification of certain distributions), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and post October losses) do not require reclassification. Dividends to shareholders that exceed net investment income and net realized gains for tax purposes are reported as distributions of capital.

Expense Allocation

Expenses directly attributable to the Fund are charged directly to the Fund, while expenses attributable to more than one Fund are allocated among the respective Funds based upon relative net assets or some other reasonable method. Expenses which are attributable to more than one Trust are allocated across the Allianz Variable Insurance Products and Allianz Variable Insurance Products Fund of Funds Trusts based upon relative net assets or another reasonable basis. Allianz Investment Management LLC (the “Manager”), serves as the investment manager for the Trust and the Allianz Variable Insurance Products Trust.

Derivative Instruments

All open derivative positions at period end are reflected on the Fund’s Schedule of Portfolio Investments. The following is a description of the derivative instruments utilized by the Fund, including the primary underlying risk exposures related to each instrument type. The Fund’s allocation to the MVP (Managed Volatility Portfolio) risk management process may include (a) derivatives such as index futures, other futures contracts, options, and other similar securities and (b) cash, money market equivalents, short-term debt instruments, money market funds, and short-term debt funds to satisfy all applicable margin requirements and to provide additional portfolio liquidity to satisfy large redemptions and any margin calls. Due to the leverage provided by derivatives, the notional value of the Fund’s derivative positions could exceed 20% of the Fund’s value. The Fund may also use futures to gain equity exposure and may hold cash as a buffer in the event of market shocks.

Futures Contracts

During the year ended December 31, 2014, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in

 

8


AZL MVP Fusion Balanced Fund

Notes to the Financial Statements

December 31, 2014

 

accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and a payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the underlying securities and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. The notional amount of futures contracts outstanding was $63.8 million as of December 31, 2014. The monthly average notional amount for these contracts was $64.5 million for the year ended December 31, 2014. Realized gains and losses are reported as “Net realized gains/(losses) on futures contracts” on the Statement of Operations.

Summary of Derivative Instruments

The following is a summary of the fair values of derivative instruments on the Fund’s Statement of Assets and Liabilities, categorized by risk exposure, as of December 31, 2014:

 

   

Asset Derivative

   

Liability Derivative

 
Primary Risk Exposure   Statement of Assets and Liabilities Location   Total Fair
Value*
    Statement of Assets and Liabilities Location   Total Fair
Value*
 
Equity Risk Exposure        
Equity Contracts   Receivable for variation margin on futures contracts   $ 508,596      Payable for variation margin on futures contracts   $ —   
Interest Risk Exposure        
Interest Rate       172,552          —   

 

* For futures contracts, the amounts represent the cumulative appreciation/(depreciation) of these futures contracts as reported in the Schedule of Portfolio Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities as Variation Margin on Futures Contracts.

The following is a summary of the effect of derivative instruments on the Statement of Operations, categorized by risk exposure, for the year ended December 31, 2014:

 

Primary Risk Exposure   

Location of Gains/(Losses)

on Derivatives

Recognized in Income

     Realized Gains/(Losses)
on Derivatives
Recognized in Income
       Change in Net Unrealized
Appreciation/
Depreciation on
Derivatives Recognized
in Income
 
Equity Risk Exposure             
Equity Contracts    Net Realized gains/(losses) on futures contracts/Change in unrealized appreciation/depreciation on investments      $ 4,727,672         $ (644,832 ) 
Interest Rate Risk Exposure             
Interest Rate           1,145,029           762,337   

3. Related Party Transactions

The Manager provides investment advisory and management services for the Fund. The Manager has contractually agreed to waive fees and reimburse the Fund to limit the annual expenses, excluding interest expense (e.g., cash overdraft fees), taxes, brokerage commissions, other expenditures that are capitalized in accordance with U.S. GAAP and other extraordinary expenses not incurred in the ordinary course of the Fund’s business, based on the daily net assets of the Fund, through April 30, 2016. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2014, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP Fusion Balanced Fund

         0.20 %          0.30 %

Any amounts contractually waived or reimbursed by the Manager in a particular fiscal year will be subject to repayment by the Fund to the Manager to the extent that from time to time through the next three fiscal years the repayment will not cause the Fund’s expenses to exceed the lesser of the stated limit at the time of the waiver or the current stated limit. Any amounts recouped by the Manager during the year are reflected on the Statement of Operations as “Recoupment of prior expenses reimbursed by the Manager.” At December 31, 2014, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2014, there were no voluntary waivers.

 

9


AZL MVP Fusion Balanced Fund

Notes to the Financial Statements

December 31, 2014

 

The Manager or an affiliate of the Manager serves as the investment adviser of certain underlying funds in which the Fund invests. At December 31, 2014, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. The Manager or an affiliate of the Manager is paid a separate fee from the underlying funds for such services. A summary of the Fund’s investments in affiliated investment companies for the year ended December 31, 2014 is as follows:

 

     Fair Value
12/31/13
  Purchases
at Cost
  Proceeds from
Sales
  Net
Realized
Gain(Loss)
  Change in
Unrealized
Appreciation/
Depreciation
  Fair Value
12/31/14
  Dividend
Income

AZL BlackRock Capital Appreciation Fund

    $ 33,933,292       $ 1,990,300       $ (15,202,122 )     $ 6,271,290       $ (7,117,048 )     $ 19,875,712       $ —  

AZL Dreyfus Research Growth Fund

      20,729,755         1,074,251         (2,643,346 )       662,769         (96,172 )       19,727,257         31,000  

AZL Federated Clover Small Cap Value Fund

      27,211,930         3,424,247         (3,073,243 )       686,008         (2,062,898 )       26,186,044         216,160  

AZL Gateway Fund

      24,882,176         970,474         (75,624 )       3,594         479,186         26,259,806         307,074  

AZL International Index Fund

      39,779,632         1,714,024         (2,051,201 )       335,372         (3,348,935 )       36,428,892         672,473  

AZL Invesco Growth and Income Fund

      33,611,240         1,357,458         (4,204,919 )       1,029,337         755,194         32,548,310         322,167  

AZL Invesco International Equity Fund

      40,104,083         574,292         (2,990,618 )       545,939         (966,794 )       37,266,902         574,292  

AZL JPMorgan International Opportunities Fund

      52,813,077         2,569,860         (1,805,951 )       151,635         (4,644,417 )       49,084,204         687,740  

AZL JPMorgan U.S. Equity Fund

      53,175,292         562,772         (8,674,417 )       3,126,225         3,467,447         51,657,319         383,567  

AZL MetWest Total Return Bond Fund

      —         143,252,309         (1,458,711 )       9,818         991,462         142,794,878         —  

AZL MFS Investors Trust Fund

      27,274,954         539,234         (9,445,696 )       3,270,103         (1,786,515 )       19,852,080         142,035  

AZL MFS Mid Cap Value Fund

      14,167,709         599,579         (2,077,304 )       623,067         162,347         13,475,398         44,372  

AZL MFS Value Fund

      40,309,587         550,441         (5,277,014 )       1,600,404         1,707,722         38,891,140         535,465  

AZL Mid Cap Index Fund

      14,081,751         546,501         (1,789,823 )       446,165         176,503         13,461,097         86,828  

AZL Morgan Stanley Global Real Estate Fund

      17,452,099         1,031,831         (945,180 )       95,167         2,177,569         19,811,486         185,731  

AZL Morgan Stanley Mid Cap Growth Fund

      14,157,027         1,786,732         (1,800,977 )       460,634         (1,492,804 )       13,110,612         —  

AZL NFJ International Value Fund

      26,544,103         1,690,413         (1,396,604 )       (144,800 )       (2,644,495 )       24,048,617         484,151  

AZL Oppenheimer Discovery Fund

      33,833,372         6,710,399         (5,310,222 )       1,119,849         (3,668,478 )       32,684,920         —  

AZL Pyramis Core Bond Fund

      107,710,687         35,154,778         (3,832,802 )       41,345         4,091,662         143,165,670         2,027,679  

AZL Russell 1000 Growth Index Fund

      33,685,156         2,325,769         (7,700,528 )       2,204,374         (1,116,259 )       29,398,512         281,561  

AZL Russell 1000 Value Index Fund

      53,011,675         7,397,370         (6,432,153 )       1,046,911         (313,984 )       54,709,819         807,287  

AZL Schroder Emerging Markets Equity Fund, Class 2

      12,215,936         952,308         (672,660 )       (30,529 )       (660,525 )       11,804,530         74,287  

AZL Wells Fargo Large Cap Growth Fund

      —         19,128,000         (1,555,498 )       116,785         2,195,032         19,884,319         —  

NFJ Dividend Value Portfolio

      20,519,827         1,096,910         (2,598,603 )       588,806         216,767         19,823,707         396,614  

PIMCO PVIT Global Advantage Strategy Bond Portfolio

      35,431,823         1,126,591         (24,396,369 )       (22,471 )       178,940         12,318,514         368,160  

PIMCO PVIT High Yield Portfolio

      37,242,198         2,318,531         (153,643 )       (2,610 )       (792,532 )       38,611,944         2,041,431  

PIMCO PVIT Low Duration Portfolio

      60,669,474         17,004,766         (395,044 )       (5,847 )       (281,378 )       76,991,971         830,251  

PIMCO PVIT Real Return Portfolio

      60,373,633         1,033,895         (12,152,704 )       (1,296,073 )       2,466,414         50,425,165         745,544  

PIMCO PVIT Total Return Portfolio

      235,341,567         24,924,072         (122,704,051 )       606,121         4,675,453         142,843,162         4,698,047  

PIMCO PVIT Unconstrained Bond Portfolio

      48,043,051         3,089,204         (52,143,681 )       2,064,624         (1,053,198 )       —         446,016  
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 1,218,306,106       $ 286,497,311       $ (304,960,708 )     $ 25,604,012       $ (8,304,734 )     $ 1,217,141,987       $ 17,389,932  
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Pursuant to separate agreements between the Funds and the Manager, the Manager provides a Chief Compliance Officer (“CCO”) and certain compliance oversight and regulatory filing services to the Trust. Under these agreements the Manager is entitled to an amount equal to a portion of the compensation and certain other expenses related to the individuals performing the CCO and compliance oversight services, as well as $100 per hour for time incurred in connection with the preparation and filing of certain documents with the Securities and Exchange Commission. The fees are paid to the Manager on a quarterly basis. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administrative and compliance services fees.”

Citi Fund Services Ohio, Inc. (“Citi” or the “Administrator”), a wholly owned subsidiary of Citigroup, Inc., with which an officer of the Trust is affiliated, serves as the Trust’s administrator, transfer agent, and fund accountant, and assists the Trust in all aspects of its administration and operation. The Administrator is entitled to a fee, accrued daily and paid monthly. In addition, the Administrator is entitled to annual account fees related to the transfer agency system, and a Trust-wide annual fee for providing infrastructure and support in implementing the written policies and procedures comprising the Fund’s compliance program. Fees payable to the Administrator are subject to certain reductions associated with services provided to new funds. Beginning January 1, 2015, these reductions are no longer applicable to new funds. The Administrator is also reimbursed for certain expenses incurred. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administration fees.”

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund and receives a Trust-wide annual fee of $7,500, paid by the Manager from its profits and not by the Trust, for recordkeeping and reporting services.

 

10


AZL MVP Fusion Balanced Fund

Notes to the Financial Statements

December 31, 2014

 

In addition, certain legal fees and expenses are paid to a law firm, Dorsey & Whitney LLP, of which the Secretary of the Fund is a partner. During the year ended December 31, 2014, $15,479 was paid from the Fund relating to these fees and expenses.

Certain Officers and Trustees of the Trust are affiliated with the Manager or the Administrator. Such Officers (except for the Trust’s CCO as noted above) and Trustees receive no compensation from the Trust for serving in their respective roles. For their service to the Trust and to the Allianz Variable Insurance Products Trust, each non-interested Trustee receives a $163,000 annual Board retainer and the Lead Director receives an additional $24,450 annually. In addition, the Trustees are reimbursed for certain expenses associated with attending Board meetings. Compensation to the Trustees is allocated between the Trust and the Allianz Variable Insurance Products Trust in proportion to the assets under management of each trust. During the year ended December 31, 2014, actual Trustee compensation was $1,155,670 in total for both trusts.

4. Investment Valuation Summary

The valuation techniques employed by the Fund, as described below, maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Fund’s investments are summarized in the three broad levels listed below:

 

  —  

Level 1 — quoted prices in active markets for identical assets

  —  

Level 2 — other significant observable inputs (including quoted prices for similar securities, interest rates, prepayments speeds, credit risk, etc.)

  —  

Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The Fund determines transfers between fair value hierarchy levels at the reporting period end. The inputs or methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments.

Investments in other investment companies are valued at their published net asset value (“NAV”). Security prices are generally provided by an independent third party pricing service approved by the Trust’s Board of Trustees (“Trustees”) as of the close of the New York Stock Exchange (“NYSE”) (generally 4:00 pm Eastern Time). The investments utilizing Level 1 valuations represent investments in open-end investment companies. Futures contracts are valued at the last sales price as of the close of the primary exchange and are typically categorized as Level 1 in the fair value hierarchy.

For the year ended December 31, 2014, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value.

The following is a summary of the valuation inputs used as of December 31, 2014 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total

Affiliated Investment Company

       $ 1,217,141,987          $ —          $ 1,217,141,987  

Unaffiliated Investment Company

         40,001,049            —            40,001,049  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

         1,257,143,036            —            1,257,143,036  
      

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                    

Futures Contracts

         681,148            —            681,148  
      

 

 

        

 

 

        

 

 

 

Total Investments

       $ 1,257,824,184          $ —          $ 1,257,824,184  
      

 

 

        

 

 

        

 

 

 

 

* Other Financial Instruments would include any derivative instruments, such as futures contracts. These investments are generally recorded in the financial statements at the unrealized gain or loss on the investment.

5. Security Purchases and Sales

For the year ended December 31, 2014, cost of purchases and proceeds from sales of securities (excluding securities maturing less than one year from acquisition) were as follows:

 

        Purchases      Sales

AZL MVP Fusion Balanced Fund

       $ 286,497,311          $ 304,960,708  

6. Investment Risks

Derivatives Risk: The Fund may invest directly or through affiliated or unaffiliated mutual funds or unregistered investment pools in derivative instruments such as futures, options, and options on futures. A derivative is a financial contract whose value depends on, or is derived from, the value of an underlying asset, reference rate, or risk. Use of derivative instruments involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional investments. Derivatives are subject to a number of other risks, such as liquidity risk, interest rate risk, market risk, credit risk, and selection risk. Derivatives also involve the risk of mispricing or improper valuation and the risk that changes in the value may not correlate perfectly with the underlying asset, rate, or index. Using derivatives may result in losses, possibly in excess of the principal amount invested. Also, suitable derivative transactions may not be available in all circumstances. The other party to a derivatives contract could default.

 

11


AZL MVP Fusion Balanced Fund

Notes to the Financial Statements

December 31, 2014

7. Federal Tax Information

It is the Fund’s policy to continue to comply with the requirements of the Internal Revenue Code under Subchapter M, applicable to regulated investment companies, and to distribute all of its taxable income, including any net realized gains on investments, to its shareholders. Therefore, no provision is made for federal income taxes.

Management of the Fund has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

Cost for federal income tax purposes at December 31, 2014 is $1,064,676,067. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 209,000,897  

Unrealized depreciation

    (16,533,928 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 192,466,969   
 

 

 

 

During the year ended December 31, 2014, the Fund utilized $923,166 in capital loss carry forwards to offset capital gains.

The tax character of dividends paid to shareholders during the year ended December 31, 2014 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL MVP Fusion Balanced Fund

       $ 17,586,673          $ —          $ 17,586,673  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

The tax character of dividends paid to shareholders during the year ended December 31, 2013 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL MVP Fusion Balanced Fund

       $ 20,989,730          $ —          $ 20,989,730  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

As of December 31, 2014, the components of accumulated earnings on a tax basis were as follows:

 

       

Undistributed

Ordinary

Income

    

Undistributed

Long-Term

Capital Gains

    

Accumulated
Capital and

Other Losses

    

Unrealized

Appreciation/
(Depreciation)(a)

    

Total

Accumulated

Earnings/
(Deficit)

AZL MVP Fusion Balanced Fund

       $ 18,065,900          $ 47,784,762          $ —          $ 192,466,969          $ 258,317,631  

 

(a) The difference between book-basis and tax-basis unrealized appreciation/(depreciation) is attributable primarily to tax deferral of losses on wash sales.

8. Acquisition of Funds

On April 26, 2013, the Fund acquired all of the net assets of the AZL MVP Fusion Balanced Fund, an open-end investment company, pursuant to a plan of reorganization approved by AZL MVP Fusion Balanced Fund shareholders on April 24, 2013. The purpose of the transaction was to combine two funds managed by the Manager with comparable investment objectives and strategies. The acquisition was accomplished by a tax-free exchange of 13,582,062 shares of the Fund, valued at $163,914,260, for 14,487,093 shares of the AZL MVP Fusion Balanced Fund outstanding on April 26, 2013.

The investment portfolio of the AZL MVP Fusion Balanced Fund, with a fair value of $155,679,588 and identified cost of $145,773,551 at April 26, 2013, was the principal asset acquired by the Fund. For financial reporting purposes, assets received and shares issued by the Fund were recorded at fair value; however, the cost basis of the investments received from the AZL MVP Fusion Balanced Fund was carried forward to align ongoing reporting of the Fund’s realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes. Immediately prior to the merger, the net assets of the Fund were $1,049,479,786. All fees and expenses incurred by the AZL MVP Fusion Balanced Fund and the Fund directly in connection with the plan of reorganization were borne by the Funds.

Assuming the acquisition had been completed on January 1, 2013, the beginning of the annual reporting period of the Fund, the Fund’s pro forma results of operations for the year ended December 31, 2013, are as follows:

 

Net investment income/(loss)

  $ 15,146,714   

Net realized/unrealized gains/losses)

    116,999,565   
 

 

 

 

Change in net assets resulting from operations

  $ 132,1496,279   
 

 

 

 

Because the combined investment portfolios have been managed as a single integrated portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of the AZL MVP Fusion Balanced Fund that have been included in the Fund’s statement of operations since April 26, 2013.

 

12


AZL MVP Fusion Balanced Fund

Notes to the Financial Statements

December 31, 2014

9. Subsequent Events

Management has evaluated events and transactions subsequent to period end through the date the financial statements were issued, for purposes of recognition or disclosure in these financial statements and there are no subsequent events to report.

 

13


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

We have audited the accompanying statement of assets and liabilities of AZL MVP Fusion Balanced Fund (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the schedule of portfolio investments, as of December 31, 2014, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2014, by correspondence with the brokers and transfer agents of the underlying funds. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of December 31, 2014, the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Columbus, Ohio

February 25, 2015

 

14


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2014, 26.01% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deduction available to corporate shareholders.

 

15


Other Information (Unaudited)

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request, by visiting the Securities and Exchange Commission’s (“Commission”) website at www.sec.gov, or by calling 800-624-0197.

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30th is available (i) without charge, upon request, by calling 800-624-0197; (ii) on the Allianz Variable Insurance Products Fund of Funds Trust’s website at https://www.allianzlife.com; and (iii) on the Commission’s website at http://www.sec.gov.

The Fund files complete Schedules of Portfolio Holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. Schedules of Portfolio Holdings for the Fund in this report are available without charge on the Commission’s website at http://www.sec.gov, or may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330.

 

16


Approval of Investment Advisory Agreement (Unaudited)

Subject to the general supervision of the Board of Trustees and in accordance with each Fund’s investment objectives and restrictions, investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). The Manager manages each Fund pursuant to an investment management agreement (the “Management Agreement”) with the Trust in respect of each such Fund. The Management Agreement provides that the Manager, subject to the supervision and approval of the Board of Trustees, is responsible for the management of each Fund. For management services, each Fund pays the Manager an investment advisory fee based upon each Fund’s average daily net assets. The Manager has contractually agreed to limit the expenses of each Fund by reimbursing each Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2016.

Wilshire Funds Management (“Wilshire”) serves as a consultant to the Manager in preparing statistical and other factual information for use in the creation and maintenance of the asset allocation models for the Fusion Funds (the AZL MVP Fusion Conservative, Balanced, Moderate and Growth Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Permitted Underlying Investments and the Fund’s asset allocations among the Permitted Underlying Investments. The Manager, not any Fund, pays a consultant fee to Wilshire. Wilshire began serving in its capacity as a consultant beginning January 1, 2010.

In reviewing the services provided by the Manager and the terms of the Management Agreement, the Board receives and reviews information related to the Manager’s experience and expertise in the variable insurance marketplace. Currently, the Funds are offered only through variable annuities and variable life insurance policies, and not in the retail fund market. In addition, the Board receives information regarding the Manager’s expertise with regard to portfolio diversification and asset allocation requirements within variable insurance products issued by Allianz Life Insurance Company of North America and its subsidiary, Allianz Life Insurance Company of New York. Currently, the Funds are offered only through Allianz Life and Allianz of New York variable products.

As required by the Investment Company Act of 1940 (the “1940 Act”), the Trust’s Board has reviewed and approved the Management Agreement with the Manager. The Board’s decision to approve this contract reflects the exercise of its business judgment on whether to approve new arrangements and continue the existing arrangements. During its review of the contract, the Board considered many factors, among the most material of which are: the Funds’ investment objectives, the Manager’s management philosophy, personnel, processes and investment performance, including its compliance history and the adequacy of its compliance processes; the preferences and expectations of Fund shareholders (and underlying contract owners) and their relative sophistication; the continuing state of competition in the mutual fund industry; and comparable fees in the mutual fund industry.

The Board also considered the compensation and benefits received by the Manager. This includes fees received for services provided to a Fund by employees of the Manager or of affiliates of the Manager and research services received by the Manager from brokers that execute Fund trades, as well as advisory fees. The Board considered the fact that: (1) the Manager and the Trust are parties to an Administrative Service Agreement and Compliance Services Agreement, under which the Manager is compensated by the Trust for performing certain administrative and compliance services including providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer; and (2) Allianz Life Financial Services LLC, an affiliated person of the Manager, is a registered securities broker-dealer and receives (along with its affiliated persons) payments made by the Underlying Funds pursuant to Rule 12b-1.

The Board is aware that various courts have interpreted provisions of the 1940 Act and have indicated in their decisions that the following factors may be relevant to the Manager’s compensation: the nature and quality of the services provided by the Manager, including the performance of the funds; the Manager’s cost of providing the services; the extent to which the Manager may realize “economies of scale” as the funds grow larger; any indirect benefits that may accrue to the Manager and its affiliates as a result of the Manager’s relationship with the funds; performance and expenses of comparable funds; the profitability to the Manager from acting as adviser to the funds; and the extent which the independent Board members are fully informed about all facts bearing on the Manager’s services and fees. The Trust’s Board is aware of these factors and took them into account in its review of the Management Agreement for the Funds.

The Board considered and weighed these circumstances in light of its experience in governing the Trust, and is assisted in its deliberations by the advice of legal counsel to the Independent Trustees. In this regard, the Board requests and receives a significant amount of information about the Funds and the Manager. Some of this information is provided at each regular meeting of the Board; additional information is provided in connection with the particular meeting or meetings at which the Board’s formal review of an advisory contract occurs. In between regularly scheduled meetings, the Board may receive information on particular matters as the need arises. Thus, the Board’s evaluation of the Management Agreement is informed by reports covering such matters as: the Manager’s investment philosophy, personnel and processes, and the Fund’s investment performance (in absolute terms as well as in relationship to its benchmark). In connection with comparing the performance of each Fund versus its benchmark, the Board receives reports on the extent to which the Fund’s performance may be attributed to various applicable factors, such as asset class allocation decisions and volatility management strategies, the performance of the Underlying Funds, rebalancing decisions, and the impact of cash positions and Fund fees and expenses. The Board also receives reports on the Funds’ expenses (including the advisory fee itself and the overall expense structure of the Funds, both in absolute terms and relative to similar and/or competing funds, with due regard for contractual or voluntary expense limitations); the nature and extent of the advisory and other services provided to the Fund by the Manager and its affiliates; compliance and audit reports concerning the Funds and the companies that service them; and relevant developments in the mutual fund industry and how the Funds and/or the Manager are responding to them.

The Board also receives financial information about the Manager, including reports on the compensation and benefits the Manager derives from its relationships with the Funds. These reports cover not only the fees under the Management Agreement, but also fees, if any, received for providing other services to the Funds. The reports also discuss any indirect or “fall out” benefits the Manager or its affiliates may derive from its relationship with the Funds.

The Management Agreement was most recently considered at Board of Trustees meetings held in the fall of 2014. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2014, and at an “in person” Board of Trustees meeting held October 21, 2014. The Agreement was approved at the Board meeting of October 21, 2014. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2016. In connection with such meetings, the Trustees requested and evaluated extensive materials from the Manager, including performance and expense information for other investment companies with similar investment objectives derived from data compiled by an independent third party provider and other sources believed to be reliable by the Manager. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with experienced counsel who are independent of the Manager and received a memorandum from such counsel discussing the legal standards for their consideration of the proposed approvals/ continuances. The independent (“disinterested”) Trustees also discussed the proposed approvals/continuances in a private session with such counsel at which no representatives of the Manager were present. In reaching their determinations relating to the approval and/or continuance of the Agreement, in respect of each Fund, the Trustees considered all factors they believed relevant. The Board based its decision to approve the Management Agreement on the totality of the circumstances and relevant factors, and with a view to past and future long-term considerations. Not all of the factors and considerations discussed above and below are necessarily relevant to each Fund, and the Board did not assign relative weights to factors discussed herein or deem any one or group of them to be controlling in and of themselves.

 

17


An SEC rule requires that shareholder reports include a discussion of certain factors relating to the selection of the investment adviser and the approval of the advisory fee. The “factors” enumerated by the SEC are set forth below in italics, as well as the Board’s conclusions regarding such factors:

(1) The nature, extent and quality of services provided by the Manager. The Trustees noted that the Manager, subject to the control of the Board of Trustees, administers each Fund’s business and other affairs. The Trustees noted that the Manager also provides the Trust and each Fund with such administrative and other services (exclusive of, and in addition to, any such services provided by any others retained by the Trust on behalf of the Funds) and executive and other personnel as are necessary for the operation of the Trust and the Funds. Except for the Trust’s Chief Compliance Officer, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

The Trustees considered the scope and quality of services provided by the Manager and noted that the scope of such services provided had expanded as a result of recent regulatory and other developments. The Trustees noted that, for example, the Manager is responsible for maintaining and monitoring its own compliance program, and this compliance program has been continuously refined and enhanced in light of new regulatory requirements. The Trustees considered the capabilities and resources which the Manager has dedicated to performing services on behalf of the Trust and its Funds. The quality of administrative and other services, including the Manager’s role in coordinating the activities of the Trust’s other service providers, also was considered. The Trustees concluded that, overall, they were satisfied with the nature, extent and quality of services provided (and expected to be provided) to the Trust and to each of the Funds under the Management Agreement.

(2) The investment performance of the Fund and the Manager. In connection with the fall 2014 contract review process, Trustees received extensive information on the performance results of the Funds. (Of the 12 Funds, one Fund, the AZL MVP T. Rowe Price Capital Appreciation Fund, did not have at least 12 months of performance history.) Historical performance information of at least three years was available for each of the AZL MVP Fusion Conservative, AZL MVP Fusion Balanced, AZL MVP Fusion Moderate and AZL MVP Fusion Growth Funds and the AZL Balanced and Growth Index Strategy Funds. Performance information includes information on absolute total return, performance versus the appropriate benchmark(s), the contribution to performance of the Manager’s asset class allocation decisions and volatility management strategies (the volatility management strategy was modified to incorporate a volatility cap in the second quarter of 2013), the performance of the Underlying Funds, and the impact on performance of rebalancing decisions, cash and Fund fees. For example, in connection with the Board of Trustees meeting held October 21, 2014, the Manager reported that for the three year period ended June 30, 2014, the AZL MVP Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 43rd, 73rd, 74th, and 86th percentiles respectively, in their [Lipper] peer groups, and for the one year period ended June 30, 2014 they ranked in the 49th, 74th, 32nd, and 82nd percentiles, respectively. For the three year period ended June 30, 2014, the AZL Balanced Index Strategy and AZL Growth Index Strategy Funds ranked in the 47th and 27th percentiles of their peer groups, respectively, and for the one year ended June 30, 2014 they ranked in the 69th and 27th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the two year period ended June 30, 2014, the AZL Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 20th, 50th, 12th, and 24th percentiles respectively; the AZL MVP Balanced Index Strategy and AZL MVP Growth Index Strategy Funds ranked in the 30th and 1st percentiles respectively; and the AZL MVP BlackRock Global Allocation, AZL MVP Invesco Equity & Income and the AZL MVP Franklin Templeton Founding Strategy Plus Funds ranked in the 47th, 1st, and 8th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014, the Trustees determined that the investment performance of the Funds was acceptable.

(3) The costs of services to be provided and profits to be realized by the Manager and its affiliates from the relationship with the Funds. The Board considered that the Manager receives an advisory fee from each of the Funds. The Manager reported that for the MVP Fusion Funds the advisory fee paid put these Funds in the 38th percentile of the customized peer group. The Manager reported that for the Index Strategy Funds the advisory fee paid put them in the 32nd percentile (or lower) of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Allocation, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity & Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 7th percentile of the customized peer group. Trustees were provided with information on the total expense ratios of the Funds and other funds in the customized peer groups, and the Manager reported upon the challenges in making peer group comparisons for the Funds.

The Manager provided information concerning the profitability of the Manager’s investment advisory activities for the period from 2011 through June 30, 2014. The Trustees recognized that it is difficult to make comparisons of profitability from investment company advisory agreements because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocation of expenses and the adviser’s capital structure and cost of capital. In considering profitability information, the Trustees considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Trustees focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Trustees recognized that the Manager should, in the abstract, be entitled to earn a reasonable level of profits for the services it provides to each Fund.

Based upon the information provided, the Board concluded that the Funds’ advisory fees and expense ratios are not unreasonable, and determined that there was no evidence that the Manager’s level of profitability from its relationship with the Funds was excessive.

(4) and (5) The extent to which economies of scale would be realized as the Funds grow, and whether fee levels reflect these economies of scale. The Trustees noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Trustees recognized that breakpoints may be an appropriate way for the Manager to share its economies of scale, if any, with Funds that have substantial assets. However, they also recognized that there may not be a direct relationship between any economies of scale realized by Funds and those realized by the Manager as assets increase. The Trustees do not believe there is a uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Trustees noted that in the fund industry as a whole, as well as among funds similar to the Funds, there is no uniformity or pattern in the fees and asset levels at which breakpoints (if any) apply. Depending on the age, size, and other characteristics of a particular fund and its manager’s cost structure, different conclusions can be drawn as to whether there are economies of scale to be realized at any particular level of assets, notwithstanding the intuitive conclusion that such economies exist, or will be realized at some level of total assets. Moreover, because different managers have different cost structures and service models, it is difficult to draw meaningful conclusions from the breakpoints that may have been adopted by other funds. The Trustees also noted that the advisory agreements for many funds do not have breakpoints at all, or if breakpoints exist, they may be at asset levels significantly greater than those of the individual Funds. The Trustees also noted that the total assets in all of the Funds as of June 30, 2014 were approximately $9.9 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.8 billion.

Having taken these factors into account, the Trustees concluded that the absence of breakpoints in the Funds’ advisory fee rate schedules was acceptable under each Fund’s circumstances.

The Trustees noted that the Manager has agreed to temporarily “cap” Fund expenses at certain levels, which has the effect of reducing expenses as would the implementation of advisory fee breakpoints. The Manager has committed to continue to consider the continuation of fee “caps” and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. It expects to consider whether or not to approve the Management Agreement at a meeting to be held prior to December 31, 2015, and will at that time, or prior thereto, consider: (a) the extent to which economies of scale can be realized, and (b) whether the advisory fee should be modified to reflect such economies of scale, if any.

 

18


Information about the Board of Trustees and Officers (Unaudited)

The Trust is managed by the Trustees in accordance with the laws of the state of Delaware governing business trusts. There are currently nine Trustees, two of whom are “interested persons” of the Trust within the meaning of that term under the 1940 Act. The Trustees and Officers of the Trust, their addresses, ages, their positions held with the Trust, their terms of office with the Trust and length of time served, their principal occupation(s) during the past five years, the number of portfolios in the Trust they oversee, and their other directorships held during the past five years are as follows:

Non-Interested Trustees(1)

 

Name, Address, and Age  

Positions

Held with

VIP Trust and

FOF Trust

 

Term of

Office(2)/Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust and

FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Peter R. Burnim, Age 67

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/07   Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to 2012; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Expert Witness, Massachusetts Department of Revenue, 2011 to 2012; Executive Vice President, Northstar Companies, 2002 to 2005; Senior Officer, Citibank and Citicorp for over 25 years   43   Argus Group Holdings; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; and Bank of Bermuda NY

Peggy L. Ettestad, Age 57

5701 Golden Hills Drive

Minneapolis, MN 55416

  Lead
Independent
Trustee
 

Since 10/14

(Trustee since 2/07)

  Managing Director, Red Canoe Management Consulting LLC, 2008 to present; Senior Managing Director, Residential Capital LLC, 2003 to 2008; Chief Operations Officer, Transamerica Reinsurance 2002 to 2003   43   Luther College

Roger Gelfenbien, Age 71

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   43   Virtus Funds (8 Funds)

Claire R. Leonardi, Age 59

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Chief Executive Officer, Connecticut Innovations, Inc., 2012 to present; General Partner, Fairview Capital, L.P., 1994 to 2012   43   Connecticut Technology Council and Connecticut Bioscience Innovation Fund

Dickson W. Lewis, Age 66

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04  

Retired; Consultant to Lifetouch National School Studios; Vice

President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2013; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice

President of Fortis Group, 1997 to 2002

  43   None

Peter W. McClean, Age 70

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Retired; President and CEO of Measurisk, LLC, 2001 to 2003; Chief Risk Management Officer at Bank Of Bermuda Ltd., 1996 to 2001   43   PNMAC Opportunity Fund; Northeast Bank; and FHI

Arthur C. Reeds III, Age 70

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 10/99   Retired; Senior Investment Officer, Hartford Foundation for Public Giving, 2000 to 2003; Chairman, Chief Executive and President of Conning Corp., 1999 to 2000; Investment Consultant 1997 to 1999   43   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and Age  

Positions

Held with

VIP Trust and

FOF Trust

 

Term of

Office(2)/Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust and

FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Robert DeChellis, Age 47

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   43   None

Brian Muench, Age 44

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 6/11   President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Advisory Management, Allianz Investment Management LLC from December 2005 to November 2010   43   None

 

19


Officers

 

Name, Address, and Age   

Positions

Held with

VIP and VIP

FOF Trust

  

Term of

Office(2)/Length

of Time Served

   Principal Occupation(s) During Past 5 Years

Brian Muench, Age 44

5701 Golden Hills Drive

Minneapolis, MN 55416

   President    Since 11/10    President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Allianz Investment Management LLC from December 2005 to November 2010.

Michael Radmer, Age 69

Dorsey & Whitney LLP,

Suite 1500 50 South Sixth Street Minneapolis, MN 55402-1498

   Secretary    Since 2/02    Partner, Dorsey and Whitney LLP since 1976.

Steve Rudden, Age 45

Citi Fund Services Ohio, Inc.

3435 Stelzer Road

Columbus, OH 43219

   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 6/14    Senior Vice President, Financial Administration, Citi Fund Services Ohio, Inc., April 2011 to present; Vice President, JPMorgan, April 2006 to April 2010.

Chris R. Pheiffer, Age 46

5701 Golden Hills Drive

Minneapolis, MN 55416

   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 2/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present; Deputy Chief Compliance Officer of the VIP Trust and the FOF Trust and Compliance Director, Allianz Life, February 2007 to February 2014.

 

(1) Member of the Audit Committee.

 

(2) Indefinite.

 

(3) Is an “interested person”, as defined by the 1940 Act, due to employment by Allianz.

 

(4) The Manager and the Trust are parties to a Chief Compliance Officer Agreement under which the Manager is compensated by the Trust for providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer. The Chief Compliance Officer and Anti-Money Laundering Compliance Officer is not considered a corporate officer or executive employee of the Trust.

 

20


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.

These Funds are not FDIC Insured.

  ANNRPT1214 2/15   


AZL MVP FusionSM Conservative Fund

Annual Report

December 31, 2014

 

LOGO


Table of Contents

Management Discussion and Analysis

Page 1

Expense Examples and Portfolio Composition

Page 3

Schedule of Portfolio Investments

Page 4

Statement of Assets and Liabilities

Page 5

Statement of Operations

Page 5

Statements of Changes in Net Assets

Page 6

Financial Highlights

Page 7

Notes to the Financial Statements

Page 8

Report of Independent Registered Public Accounting Firm

Page 13

Other Federal Income Tax Information

Page 14

Other Information

Page 15

Approval of Investment Advisory Agreement

Page 16

Information about the Board of Trustees and Officers

Page 18

This report is submitted for the general information of the shareholder of the Fund. The report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus, which contains details concerning the sales charges and other pertinent information.


AZL MVP FusionSM Conservative Fund Review (unaudited)

 

Allianz Investment Management LLC serves as Manager for the AZL MVP FusionSM Conservative Fund.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

What factors affected the Fund’s performance during the year ended December 31, 2014?

For the year ended December 31, 2014, the AZL MVP FusionSM Conservative Fund returned 4.81%. That compared to an 8.63% total return for its benchmark, the Conservative Composite Index, which is comprised of a 35% weighting in the S&P 500 Index1 and a 65% weighting in the Barclays U.S. Aggregate Bond Index2.

The AZL MVP FusionSM Conservative Fund is a fund of funds that achieves broad diversification by investing in underlying funds. It was invested in 27 funds at year-end. The Conservative Fund typically holds between 25% and 45% of its assets in equity funds and 55% to 75% of its assets in fixed income funds. The Fund also employs the MVP (Managed Volatility Portfolio) risk management process, which is intended to adjust the risk of the portfolio based on quantitative indicators of market risk, such as the current level of fund and market volatility.*

The U.S. equity market produced positive returns during the period, with the S&P 500 Index gaining 13.69%. Economic activity recovered after facing a contraction at the start of the year as extreme weather conditions across much of the U.S. created a challenging economic environment. Several economic indicators showed positive direction for most of the year. The U.S. employment situation improved, consumer confidence rose higher, the manufacturing sector rebounded, inflation remained below its long-term trend and the housing sector steadily improved. Consumers also benefited from the significant drop in oil prices that occurred toward the end of the year. The U.S. Federal Reserve (the Fed) exited its quantitative easing program by slowly reducing its bond purchases throughout the year, and concluded the program by making the final $15 billion purchase in October. Despite the continued economic gains, the Fed remained committed to keeping short-term interest rates anchored near zero until the economy could show further improvement.

Developed international equity markets lagged, with the MSCI EAFE Index declining 4.90% during the period. A continued weakness in Europe in addition to the contraction in Japan’s gross domestic product3 signaled further divergence between the U.S. and other major developed economies in 2014. Attempts to stimulate growth in Europe and Japan were met with varying degrees of success. One outcome from these stimulative efforts has been continued strength in the U.S. dollar. This currency impact has created an additional headwind for international returns.

Fixed income markets benefited from a decline in long-term interest rates during the last 12 months with the 10-year U.S. Treasury yield dropping 87 basis points (0.87%) during this period. Bond prices increase when interest rates decrease. Against this backdrop, the Barclays Capital U.S. Aggregate Bond Index gained 5.97%. Other segments of fixed income markets lagged during the year. Treasury

inflation-protected securities (TIPS) trailed during the year. High-yield bonds also faced lower returns as lower oil prices put pressure on leveraged companies in the energy sector and investors’ sensitivity to lower rated credit exposure increased. Global bonds experienced relative weakness during the period as well.

The Fund underperformed its composite benchmark in 2014 due to exposure to a broad range of asset classes that underperformed the composite benchmark, along with underperformance from a select group of underlying funds. Relative performance was hurt by the Fund’s allocation to small- and mid-cap stocks and international equities. Among the Fund’s fixed income holdings, exposure to TIPS, high-yield and global bonds also dragged on relative results. The Fund’s relative performance was also hampered by a select number of underlying funds that lagged their stated benchmark. A select group of underlying funds within small cap international equity and high-yield bonds beat their stated benchmark, positively contributing to relative performance.*

In the generally low volatility environment for most of 2014, the MVP risk management process worked as intended and largely maintained a neutral equity allocation relative to its target, resulting in a minimal impact on the Fund’s equity exposure and performance.*

 

Past performance does not guarantee future results.

 

* The Fund’s portfolio composition is subject to change. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the Fund in the future. The information contained in this commentary is for informational purposes only and should not be construed as a recommendation to purchase or sell securities in the sector mentioned. The Fund’s holdings and weightings are as of December 31, 2014.
1  The Standard & Poor’s 500 Index (“S&P 500”) is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole.
2  The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year.
3  Gross Domestic Product (GDP) is the monetary value of all the finished goods and services produced within a country’s borders in a specific time period, though GDP is usually calculated on an annual basis. It includes all of private and public consumption, government outlays, investments and exports less imports that occur within a defined territory.

Investors cannot invest directly in an index.

 
 

 

1


AZL MVP FusionSM Conservative Fund Review (unaudited)

 

Fund Objective

The Fund’s investment objective is to seek long-term capital appreciation with preservation of capital as an important consideration. This objective may be changed by the Trustees of the Fund without shareholder approval. The Fund seeks to achieve its objective by investing in a combination of Permitted Underlying Funds that represent different classes in the Fund’s asset allocation.

Investment Concerns

The Fund invests in underlying funds, so its investment performance is directly related to the performance of those underlying funds. Before investing, investors should assess the risks associated with and types of investments made by each of the underlying funds in which the Fund invests.

Stocks are more volatile and carry more risk and return potential than other forms of investments.

Small- to mid-capitalization companies typically have a higher risk of failure and historically have experienced a greater degree of volatility.

International investing may involve risk of capital loss from unfavorable fluctuations in currency values, from differences in generally accepted accounting principles or from economic or political instability in other nations.

Bonds offer a relatively stable level of income, although bond prices will fluctuate, providing the potential for principal gain or loss.

Investing in derivatives instruments involves risks that may be different from or greater than the risk associated with investing directly in securities or other traditional instruments.

For a complete description of these and other risks associated with investing in a mutual Fund, please refer to the Fund’s prospectus.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Growth of $10,000 Investment

 

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmark, as well as the two component indices of the Fund’s benchmark, and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2014

 

     1
Year
    3
Year
    5
Year
    Since
Inception
(10/23/09)
 

AZL MVP FusionSM Conservative Fund

     4.81 %      7.98 %      7.05 %      7.15 % 

Conservative Composite Index

     8.63 %      8.74 %      8.52 %      8.50 % 

S&P 500 Index

     13.69 %      20.41 %      15.45 %      15.67 % 

Barclays U.S. Aggregate Bond Index

     5.97 %      2.66 %      4.45 %      4.33 % 

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please visit www.Allianzlife.com.

 

Expense Ratio1

   Gross  

AZL MVP FusionSM Conservative Fund

     1.03 % 

The above expense ratio is based on the current Fund prospectus dated April 28, 2014. The Manager and the Fund have entered into a written contract limiting operating expenses, excluding certain expenses (such as interest expense and Acquired Fund fees and expenses), to 0.35% through April 30, 2016. Additional information pertaining to the December 31, 2014 expense ratios can be found in the financial highlights.

 

1  Acquired Fund Fees and Expenses are incurred indirectly by the Fund through the valuation of the Fund’s investments in the Permitted Underlying Funds. Accordingly, Acquired Fees and Expenses affect the Fund’s total returns. Because these fees and expenses are not included in the Fund’s financial highlights, the Fund’s total annual fund operating expenses do not correlate to the ratios of expenses to average net assets shown in the financial highlights table. Without Acquired Fund Fees and expenses the Fund’s gross ratio would be 0.24%.

 

   The total return of the Fund does not reflect the effect of any insurance charges, the annual maintenance fee or the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Such charges, fees and tax payments would reduce the performance quoted.

 

   The Fund’s performance is measured against a composite index (the “Conservative Composite Index”), which is comprised of 35% of the Standard & Poor’s 500 Index (“S&P 500”) and 65% of the Barclays U.S. Aggregate Bond Index. The S&P 500 is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole. The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year. These indices are unmanaged and do not reflect the deduction of fees associated with a mutual fund, such as investment management and fund accounting fees. The Fund’s performance reflects the deduction of fees for services provided to the Fund. Investors cannot invest directly in an index.
 

 

2


AZL MVP Fusion Conservative Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL MVP Fusion Conservative Fund (the “Fund”), you incur ongoing costs, including management fees, distribution fees, and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. Please note that the expenses shown in each table do not reflect expenses that apply to the subaccount or the insurance contract. If the expenses that apply to the subaccount of the insurance contract were included, your costs would have been higher.

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the periods presented below.

The Actual Expense table below provides information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL MVP Fusion Conservative Fund

       $ 1,000.00          $ 1,006.30          $ 1.21            0.24 %

The Hypothetical Expense table below 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, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL MVP Fusion Conservative Fund

       $ 1,000.00          $ 1,024.00          $ 1.22            0.24 %

 

* Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by 184/365 (to reflect the one half year period).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Fixed Income

      61.5 %

Domestic Equities

      24.2  

International Equities

      9.0  

Money Market

      2.6  
   

 

 

 

Total Investment Securities

      97.3  

Net other assets (liabilities)

      2.7  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Fusion Conservative Fund

Schedule of Portfolio Investments

December 31, 2014

Shares            Fair Value  

 

Affiliated Investment Companies (94.7%):

  

  146,453      AZL BlackRock Capital Appreciation Fund    $ 2,728,425  
  178,425      AZL Dreyfus Research Growth Fund      2,703,135  
  183,216      AZL Federated Clover Small Value Fund      4,065,573  
  343,443      AZL Gateway Fund      4,076,672  
  349,857      AZL International Index Fund      5,345,818  
  411,989      AZL Invesco Growth and Income Fund      6,740,134  
  295,275      AZL Invesco International Equity Fund      5,430,116  
  312,549      AZL JPMorgan International Opportunities Fund      5,341,461  
  490,829      AZL JPMorgan U.S. Equity Fund      8,088,866  
  3,747,727      AZL MetWest Total Return Bond Fund      37,739,616  
  118,761      AZL MFS Investors Trust Fund      2,725,571  
  216,915      AZL MFS Mid Cap Value Fund      2,722,282  
  620,609      AZL MFS Value Fund      8,086,530  
  115,919      AZL Mid Cap Index Fund      2,722,937  
  244,057      AZL Morgan Stanley Global Real Estate Fund      2,711,474  
  160,289      AZL Morgan Stanley Mid Cap Growth Fund      2,715,303  
  376,221      AZL Oppenheimer Discovery Fund      5,421,347  
  3,725,695      AZL Pyramis Core Bond Fund      37,778,544  
  178,609      AZL Russell 1000 Growth Index Fund      3,056,008  
  567,236      AZL Russell 1000 Value Index Fund      8,406,436  
Shares            Fair Value  

 

Affiliated Investment Companies, continued

  

  241,571      AZL Wells Fargo Large Cap Growth Fund    $ 2,722,503  
  295,599      NFJ Dividend Value Portfolio      4,064,492  
  282,510      PIMCO PVIT Global Advantage Strategy Bond Portfolio      2,661,241  
  1,728,945      PIMCO PVIT High Yield Portfolio      13,675,957  
  2,298,365      PIMCO PVIT Low Duration Portfolio      24,316,703  
  1,045,756      PIMCO PVIT Real Return Portfolio      13,396,134  
  3,371,455      PIMCO PVIT Total Return Portfolio      37,760,300  
     

 

 

 

 
 

Total Affiliated Investment Companies
(Cost $234,405,120)

     257,203,578  
     

 

 

 

 

Unaffiliated Investment Company (2.6%):

  
  7,000,184      Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.61%(a)      7,000,184  
     

 

 

 

 

Total Unaffiliated Investment Company (Cost $7,000,184)

     7,000,184  
     

 

 

 

 

Total Investment Securities (Cost $241,405,304)(b) — 97.3%

     264,203,762  

 

Net other assets (liabilities) — 2.7%

     7,239,662  
     

 

 

 

 

Net Assets — 100.0%

   $ 271,443,424  
     

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2014.

 

(a) The rate represents the effective yield at December 31, 2014.

 

(b) See Federal Tax Information listed in the Notes to the Financial Statements.

Futures Contracts

Cash of $6,563,539 has been segregated to cover margin requirements for the following open contracts as of December 31, 2014:

 

Description    Type      Expiration
Date
     Number of
Contracts
     Notional
Value
     Unrealized
Appreciation/
(Depreciation)
 

U.S. Treasury 10-Year Note March Futures

     Long         3/20/15         69       $ 8,748,984      $ 47,763  

S&P 500 Index E-Mini March Futures

     Long         3/20/15         45         4,617,900        74,479  
              

 

 

 

Total

               $ 122,242  
              

 

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Fusion Conservative Fund

Statement of Assets and Liabilities

December 31, 2014

 

Assets:

    

Investments in non-affiliates, at cost

     $ 7,000,184  

Investments in affiliates, at cost

       234,405,120  
    

 

 

 

Total Investment securities, at cost

     $ 241,405,304  
    

 

 

 

Investments in non-affiliates, at value

     $ 7,000,184  

Investments in affiliates, at value

       257,203,578  
    

 

 

 

Total Investment securities, at value

       264,203,762  

Segregated cash for collateral

       6,563,539  

Interest and dividends receivable

       394,561  

Receivable for capital shares issued

       780,703  

Receivable for investments sold

       58,539  

Receivable for variation margin on futures contracts

       15,094  

Prepaid expenses

       2,308  
    

 

 

 

Total Assets

       272,018,506  
    

 

 

 

Liabilities:

    

Cash overdraft

       74,326  

Payable for affiliated investments purchased

       381,775  

Payable for capital shares redeemed

       5,431  

Payable for variation margin on futures contracts

       54,675  

Manager fees payable

       46,027  

Administration fees payable

       3,679  

Custodian fees payable

       494  

Administrative and compliance services fees payable

       762  

Trustee fees payable

       15  

Other accrued liabilities

       7,898  
    

 

 

 

Total Liabilities

       575,082  
    

 

 

 

Net Assets

     $ 271,443,424  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 237,131,203  

Accumulated net investment income/(loss)

       3,752,329  

Accumulated net realized gains/(losses) from investment transactions

       7,639,192  

Net unrealized appreciation/(depreciation) on investments

       22,920,700  
    

 

 

 

Net Assets

     $ 271,443,424  
    

 

 

 

Shares of beneficial interest (unlimited number of shares authorized, no par value)

       21,483,583  

Net Asset Value (offering and redemption price per share)

     $ 12.63  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2014

 

Investment Income:

    

Dividends from affiliates

     $ 4,022,789  

Dividends

       207  
    

 

 

 

Total Investment Income

       4,022,996  
    

 

 

 

Expenses:

    

Manager fees

       540,831  

Administration fees

       52,440  

Custodian fees

       2,218  

Administrative and compliance services fees

       3,674  

Trustee fees

       14,318  

Professional fees

       11,842  

Shareholder reports

       7,711  

Other expenses

       5,184  
    

 

 

 

Total expenses

       638,218  
    

 

 

 

Net Investment Income/(Loss)

       3,384,778  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

Net realized gains/(losses) on securities transactions from affiliates

       4,994,111  

Net realized gains distributions from affiliated underlying funds

       3,145,842  

Net realized gains/(losses) on futures contracts

       1,000,784  

Change in net unrealized appreciation/depreciation on investments

       263,260  
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       9,403,997  
    

 

 

 

Change in Net Assets Resulting From Operations

     $ 12,788,775  
    

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


Statements of Changes in Net Assets

     AZL MVP Fusion Conservative Fund
      For the
Year Ended
December 31,
2014
   For the
Year Ended
December 31,
2013

Change in Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 3,384,778        $ 3,335,241  

Net realized gains/(losses) on investment transactions

       9,140,737          6,941,188  

Change in unrealized appreciation/depreciation on investments

       263,260          9,649,110  
    

 

 

      

 

 

 

Change in net assets resulting from operations

       12,788,775          19,925,539  
    

 

 

      

 

 

 

Dividends to Shareholders:

         

From net investment income

       (4,025,698 )        (5,617,234 )

From net realized gains

       (6,534,825 )        (2,647,800 )
    

 

 

      

 

 

 

Change in net assets resulting from dividends to shareholders

       (10,560,523 )        (8,265,034 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       40,295,850          40,121,835  

Proceeds from dividends reinvested

       10,560,523          8,265,034  

Value of shares redeemed

       (46,873,345 )        (48,139,776 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       3,983,028          247,093  
    

 

 

      

 

 

 

Change in net assets

       6,211,280          11,907,598  

Net Assets:

         

Beginning of period

       265,232,144          253,324,546  
    

 

 

      

 

 

 

End of period

     $ 271,443,424        $ 265,232,144  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 3,752,329        $ 4,025,691  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       3,167,571          3,248,870  

Dividends reinvested

       844,166          687,035  

Shares redeemed

       (3,694,660 )        (3,895,518 )
    

 

 

      

 

 

 

Change in shares

       317,077          40,387  
    

 

 

      

 

 

 

 

See accompanying notes to the financial statements.

 

6


AZL MVP Fusion Conservative Fund

Financial Highlights

(Selected data for a share of beneficial interest outstanding throughout the periods indicated)

 

     Year Ended December 31,
      2014   2013   2012   2011   2010

Net Asset Value, Beginning of Period

     $ 12.53       $ 11.99       $ 11.05       $ 11.18       $ 10.08  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                    

Net Investment Income/(Loss)

       0.16         0.16         0.14         0.04         0.13  

Net Realized and Unrealized Gains/(Losses) on Investments

       0.44         0.78         1.10         0.03         0.97  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       0.60         0.94         1.24         0.07         1.10  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                    

Net Investment Income

       (0.19 )       (0.27 )       (0.20 )       (0.17 )       — (a)

Net Realized Gains

       (0.31 )       (0.13 )       (0.10 )       (0.03 )       — (a)
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.50 )       (0.40 )       (0.30 )       (0.20 )       — (a)
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 12.63       $ 12.53       $ 11.99       $ 11.05       $ 11.18  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(b)

       4.81 %       7.96 %       11.27 %       0.64 %       10.96 %

Ratios to Average Net Assets/Supplemental Data:

                    

Net Assets, End of Period (000’s)

     $ 271,443       $ 265,232       $ 253,325       $ 188,191       $ 89,707  

Net Investment Income/(Loss)

       1.25 %       1.29 %       1.65 %       2.12 %       2.04 %

Expenses Before Reductions*(c)

       0.24 %       0.24 %       0.25 %       0.28 %       0.34 %

Expenses Net of Reductions*

       0.24 %       0.22 %       0.20 %       0.23 %       0.26 %

Portfolio Turnover Rate(d)

       36 %       15 %       36 %       19 %       34 %

 

* The expense ratios exclude the impact of fees/expenses paid by each underlying fund.

 

(a) Represents less than $0.005.

 

(b) The returns include reinvested dividends and fund level expenses, but exclude insurance contract charges. If these charges were included, the returns would have been lower.

 

(c) Excludes fee reductions, if any. If such fee reductions had not occurred, the ratios would have been as indicated.

 

(d) The portfolio turnover rate can be volatile due to the amount and timing of purchases and sales of fund shares during the period.

 

See accompanying notes to the financial statements.

 

7


AZL MVP Fusion Conservative Fund

Notes to the Financial Statements

December 31, 2014

 

1. Organization

The Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”) was organized as a Delaware statutory trust on June 16, 2004. The Trust is a diversified open-end management investment company registered under the Investment Company Act of 1940, as amended, (the “1940 Act”) and thus is determined to be an investment company for accounting purposes. The Trust consists of 12 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP Fusion Conservative Fund (the “Fund”), and 11 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests in other mutual funds. Underlying Funds invest in stock, bonds, and other securities and reflect varying amounts of potential investment risk and reward. The Underlying Funds record their investments at fair value. Periodically, the Fund will adjust its asset allocation as it seeks to achieve its investment objective.

The Trust is authorized to issue an unlimited number of shares of the Fund without par value. Shares of the Fund are available through the variable annuity contracts offered through the separate accounts of participating insurance companies.

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund may enter into contracts with its vendors and others that provide for general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects that risk of loss to be remote.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform with U.S. generally accepted accounting principles (“U.S. GAAP”). The preparation of financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and 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.

Security Valuation

The Fund records its investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between willing market participants at the measurement date. The valuation techniques used to determine fair value are further described in Note 4 below.

Investment Transactions and Investment Income

Investment transactions are recorded not later than on the business day following trade date. However, for financial reporting purposes, investment transactions are accounted for on trade date. Net realized gains and losses on investments sold are recorded on the basis of identified cost. Interest income is recorded on the accrual basis and includes, where applicable, the amortization of premiums or accretion of discounts. Dividend income is recorded on the ex-dividend date.

Dividends to Shareholders

Dividends to shareholders are recorded on the ex-dividend date. The Fund distributes its dividends from net investment income and net realized capital gains, if any, on an annual basis. The amount of dividends from net investment income and from net realized gains is determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These “book/tax” differences are either temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., return of capital, net operating loss, and reclassification of certain distributions), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and post October losses) do not require reclassification. Dividends to shareholders that exceed net investment income and net realized gains for tax purposes are reported as distributions of capital.

Expense Allocation

Expenses directly attributable to the Fund are charged directly to the Fund, while expenses attributable to more than one Fund are allocated among the respective Funds based upon relative net assets or some other reasonable method. Expenses which are attributable to more than one Trust are allocated across the Allianz Variable Insurance Products and Allianz Variable Insurance Products Fund of Funds Trusts based upon relative net assets or another reasonable basis. Allianz Investment Management LLC (the “Manager”), serves as the investment manager for the Trust and the Allianz Variable Insurance Products Trust.

Derivative Instruments

All open derivative positions at period end are reflected on the Fund’s Schedule of Portfolio Investments. The following is a description of the derivative instruments utilized by the Fund, including the primary underlying risk exposures related to each instrument type. The Fund’s allocation to the MVP (Managed Volatility Portfolio) risk management process may include (a) derivatives such as index futures, other futures contracts, options, and other similar securities and (b) cash, money market equivalents, short-term debt instruments, money market funds, and short-term debt funds to satisfy all applicable margin requirements and to provide additional portfolio liquidity to satisfy large redemptions and any margin calls. Due to the leverage provided by derivatives, the notional value of the Fund’s derivative positions could exceed 20% of the Fund’s value. The Fund may also use futures to gain equity exposure and may hold cash as a buffer in the event of market shocks.

Futures Contracts

During the year ended December 31, 2014, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in

 

8


AZL MVP Fusion Conservative Fund

Notes to the Financial Statements

December 31, 2014

accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and a payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the underlying securities and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. The notional amount of futures contracts outstanding was $13.4 million as of December 31, 2014. The monthly average notional amount for these contracts was $13.4 million for the year ended December 31, 2014. Realized gains and losses are reported as “Net realized gains/(losses) on futures contracts” on the Statement of Operations.

Summary of Derivative Instruments

The following is a summary of the fair values of derivative instruments on the Fund’s Statement of Assets and Liabilities, categorized by risk exposure, as of December 31, 2014:

 

   

Asset Derivative

   

Liability Derivative

 
Primary Risk Exposure   Statement of Assets and Liabilities Location   Total Fair
Value*
    Statement of Assets and Liabilities Location   Total Fair
Value*
 

Equity Risk Exposure

       
Equity Contracts   Receivable for variation margin on futures contracts   $ 74,479      Payable for variation margin on futures contracts   $ —   

Interest Rate Exposure

       
Interest Rate       47,763          —   

 

* For futures contracts, the amounts represent the cumulative appreciation/(depreciation) of these futures contracts as reported in the Schedule of Portfolio Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities as Variation Margin on Futures Contracts.

The following is a summary of the effect of derivative instruments on the Statement of Operations, categorized by risk exposure, for the year ended December 31, 2014:

 

Primary Risk Exposure    Location of Gains/(Losses)
on Derivatives
Recognized in Income
     Realized Gains/(Losses)
on Derivatives
Recognized in Income
       Change in Net Unrealized
Appreciation/
Depreciation on
Derivatives Recognized
in Income
 
Equity Risk Exposure             
Equity Contracts    Net Realized gains/(losses) on futures contracts/Change in unrealized appreciation/depreciation on investments      $ 697,654         $ (91,681 ) 
Interest Rate Risk Exposure             
Interest Rate           303,130           208,103   

3. Related Party Transactions

The Manager provides investment advisory and management services for the Fund. The Manager has contractually agreed to waive fees and reimburse the Fund to limit the annual expenses, excluding interest expense (e.g., cash overdraft fees), taxes, brokerage commissions, other expenditures that are capitalized in accordance with U.S. GAAP and other extraordinary expenses not incurred in the ordinary course of the Fund’s business, based on the daily net assets of the Fund, through April 30, 2016. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2014, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP Fusion Conservative Fund

         0.20 %          0.35 %

Any amounts contractually waived or reimbursed by the Manager in a particular fiscal year will be subject to repayment by the Fund to the Manager to the extent that from time to time through the next three fiscal years the repayment will not cause the Fund’s expenses to exceed the lesser of the stated limit at the time of the waiver or the current stated limit. Any amounts recouped by the Manager during the year are reflected on the Statement of Operations as “Recoupment of prior expenses reimbursed by the Manager.” At December 31, 2014, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2014, there were no voluntary waivers.

 

9


AZL MVP Fusion Conservative Fund

Notes to the Financial Statements

December 31, 2014

The Manager or an affiliate of the Manager serves as the investment adviser of certain underlying funds in which the Fund invests. At December 31, 2014, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. The Manager or an affiliate of the Manager is paid a separate fee from the underlying funds for such services. A summary of the Fund’s investments in affiliated investment companies for the year ended December 31, 2014 is as follows:

 

    

Fair Value

12/31/13

 

Purchases

at Cost

 

Proceeds from

Sales

 

Net

Realized
Gain(Loss)

  Change in
Unrealized
Appreciation/
Depreciation
  Fair Value
12/31/14
  Dividend
Income

AZL BlackRock Capital Appreciation Fund

    $ 5,460,034       $  894,898       $ (3,467,113 )      $ 1,027,186       $ (1,186,580 )      $ 2,728,425       $ —  

AZL Dreyfus Research Growth Fund

      2,731,509         495,749         (612,329 )       172,547         (84,341 )       2,703,135         4,316  

AZL Federated Clover Small Cap Value Fund

      4,081,135         1,284,680         (1,091,238 )       88,876         (297,880 )       4,065,573         34,435  

AZL Gateway Fund

      3,999,600         294,070         (293,325 )       16,722         59,605         4,076,672         48,481  

AZL International Index Fund

      5,503,873         1,150,292         (886,230 )       138,216         (560,333 )       5,345,818         96,910  

AZL Invesco Growth and Income Fund

      6,755,153         1,658,497         (2,085,441 )       471,717         (59,792 )       6,740,134         67,544  

AZL Invesco International Equity Fund

      5,487,378         1,044,882         (1,053,048 )       162,512         (211,608 )       5,430,116         81,218  

AZL JPMorgan International Opportunities Fund

      5,483,456         1,323,853         (1,003,673 )       74,958         (537,133 )       5,341,461         74,922  

AZL JPMorgan U.S. Equity Fund

      8,134,528         1,721,491         (2,848,395 )       836,237         245,005         8,088,866         60,625  

AZL MetWest Total Return Bond Fund

      —         37,812,340         (336,443 )       1,369         262,350         37,739,616         —  

AZL MFS Investors Trust Fund

      2,734,188         312,212         (531,552 )       133,060         77,663         2,725,571         19,776  

AZL MFS Mid Cap Value Fund

      2,738,800         356,582         (536,901 )       141,594         22,207         2,722,282         9,187  

AZL MFS Value Fund

      8,134,708         1,607,337         (2,385,076 )       604,029         125,532         8,086,530         112,643  

AZL Mid Cap Index Fund

      2,719,390         441,749         (577,545 )       130,767         8,576         2,722,937         17,947  

AZL Morgan Stanley Global Real Estate Fund

      2,703,207         133,201         (452,869 )       31,666         296,269         2,711,474         25,912  

AZL Morgan Stanley Mid Cap Growth Fund

      2,745,430         981,099         (819,097 )       182,803         (374,932 )       2,715,303         —  

AZL Oppenheimer Discovery Fund

      5,440,628         2,655,850         (2,293,846 )       511,090         (892,375 )       5,421,347         —  

AZL Pyramis Core Bond Fund

      29,981,879         10,267,893         (3,624,219 )       20,377         1,132,614         37,778,544         592,473  

AZL Russell 1000 Growth Index Fund

      3,068,982         517,376         (649,485 )       149,208         (30,073 )       3,056,008         29,573  

AZL Russell 1000 Value Index Fund

      8,429,028         2,353,489         (2,525,833 )       368,103         (218,351 )       8,406,436         124,910  

AZL Wells Fargo Large Cap Growth Fund

      —         2,758,810         (367,351 )       24,249         306,795         2,722,503         —  

NFJ Dividend Value Portfolio

      4,070,935         827,383         (1,011,958 )       212,366         (34,234 )       4,064,492         82,459  

PIMCO PVIT Global Advantage Strategy Bond Portfolio

      7,848,405         467,030         (5,689,626 )       (30,460 )       65,892         2,661,241         78,833  

PIMCO PVIT High Yield Portfolio

      10,592,161         4,559,252         (1,163,218 )       8,701         (320,939 )       13,675,957         674,971  

PIMCO PVIT Low Duration Portfolio

      21,066,176         5,337,892         (2,000,566 )       (21,837 )       (64,962 )       24,316,703         268,033  

PIMCO PVIT Real Return Portfolio

      18,354,376         1,410,780         (6,738,791 )       (815,296 )       1,185,065         13,396,134         197,585  

PIMCO PVIT Total Return Portfolio

      62,046,456         8,345,600         (33,949,059 )       (180,769 )       1,498,072         37,760,300         1,201,918  

PIMCO PVIT Unconstrained Bond Portfolio

      13,105,142         1,254,963         (14,628,950 )       534,120         (265,275 )       —         118,118  
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 253,416,557       $ 92,269,250       $ (93,623,177 )      $ 4,994,111       $ 146,837       $ 257,203,578       $ 4,022,789  
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Pursuant to separate agreements between the Funds and the Manager, the Manager provides a Chief Compliance Officer (“CCO”) and certain compliance oversight and regulatory filing services to the Trust. Under these agreements the Manager is entitled to an amount equal to a portion of the compensation and certain other expenses related to the individuals performing the CCO and compliance oversight services, as well as $100 per hour for time incurred in connection with the preparation and filing of certain documents with the Securities and Exchange Commission. The fees are paid to the Manager on a quarterly basis. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administrative and compliance services fees.”

Citi Fund Services Ohio, Inc. (“Citi” or the “Administrator”), a wholly owned subsidiary of Citigroup, Inc., with which an officer of the Trust is affiliated, serves as the Trust’s administrator, transfer agent, and fund accountant, and assists the Trust in all aspects of its administration and operation. The Administrator is entitled to a fee, accrued daily and paid monthly. In addition, the Administrator is entitled to annual account fees related to the transfer agency system, and a Trust-wide annual fee for providing infrastructure and support in implementing the written policies and procedures comprising the Fund’s compliance program. Fees payable to the Administrator are subject to certain reductions associated with services provided to new funds. Beginning January 1, 2015, these reductions are no longer applicable to new funds. The Administrator is also reimbursed for certain expenses incurred. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administration fees.”

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund and receives a Trust-wide annual fee of $7,500, paid by the Manager from its profits and not by the Trust, for recordkeeping and reporting services.

In addition, certain legal fees and expenses are paid to a law firm, Dorsey & Whitney LLP, of which the Secretary of the Fund is a partner. During the year ended December 31, 2014, $3,246 was paid from the Fund relating to these fees and expenses.

 

10


AZL MVP Fusion Conservative Fund

Notes to the Financial Statements

December 31, 2014

 

Certain Officers and Trustees of the Trust are affiliated with the Manager or the Administrator. Such Officers (except for the Trust’s CCO as noted above) and Trustees receive no compensation from the Trust for serving in their respective roles. For their service to the Trust and to the Allianz Variable Insurance Products Trust, each non-interested Trustee receives a $163,000 annual Board retainer and the Lead Director receives an additional $24,450 annually. In addition, the Trustees are reimbursed for certain expenses associated with attending Board meetings. Compensation to the Trustees is allocated between the Trust and the Allianz Variable Insurance Products Trust in proportion to the assets under management of each trust. During the year ended December 31, 2014, actual Trustee compensation was $1,155,670 in total for both trusts.

4. Investment Valuation Summary

The valuation techniques employed by the Fund, as described below, maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Fund’s investments are summarized in the three broad levels listed below:

 

  —  

Level 1 — quoted prices in active markets for identical assets

  —  

Level 2 — other significant observable inputs (including quoted prices for similar securities, interest rates, prepayments speeds, credit risk, etc.)

  —  

Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The Fund determines transfers between fair value hierarchy levels at the reporting period end. The inputs or methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments.

Investments in other investment companies are valued at their published net asset value (“NAV”). Security prices are generally provided by an independent third party pricing service approved by the Trust’s Board of Trustees (“Trustees”) as of the close of the New York Stock Exchange (“NYSE”) (generally 4:00 pm Eastern Time). The investments utilizing Level 1 valuations represent investments in open-end investment companies. Futures contracts are valued at the last sales price as of the close of the primary exchange and are typically categorized as Level 1 in the fair value hierarchy.

For the year ended December 31, 2014, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value.

The following is a summary of the valuation inputs used as of December 31, 2014 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Companies

       $ 257,203,578          $ —          $ 257,203,578  

Unaffiliated Investment Company

         7,000,184            —            7,000,184  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

         264,203,762            —            264,203,762  
      

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                    

Futures Contracts

         122,242            —            122,242  
      

 

 

        

 

 

        

 

 

 

Total Investments

       $ 264,326,004          $ —          $ 264,326,004  
      

 

 

        

 

 

        

 

 

 

 

* Other Financial Instruments would include any derivative instruments, such as futures contracts. These investments are generally recorded in the financial statements at the unrealized gain or loss on the investment.

5. Security Purchases and Sales

For the year ended December 31, 2014, cost of purchases and proceeds from sales of securities (excluding securities maturing less than one year from acquisition) were as follows:

 

        Purchases      Sales

AZL MVP Fusion Conservative Fund

       $ 92,269,250          $ 93,623,177  

6. Investment Risks

Derivatives Risk: The Fund may invest directly or through affiliated or unaffiliated mutual funds or unregistered investment pools in derivative instruments such as futures, options, and options on futures. A derivative is a financial contract whose value depends on, or is derived from, the value of an underlying asset, reference rate, or risk. Use of derivative instruments involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional investments. Derivatives are subject to a number of other risks, such as liquidity risk, interest rate risk, market risk, credit risk, and selection risk. Derivatives also involve the risk of mispricing or improper valuation and the risk that changes in the value may not correlate perfectly with the underlying asset, rate, or index. Using derivatives may result in losses, possibly in excess of the principal amount invested. Also, suitable derivative transactions may not be available in all circumstances. The other party to a derivatives contract could default.

7. Federal Tax Information

It is the Fund’s policy to continue to comply with the requirements of the Internal Revenue Code under Subchapter M, applicable to regulated investment companies, and to distribute all of its taxable income, including any net realized gains on investments, to its shareholders. Therefore, no provision is made for federal income taxes.

Management of the Fund has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

 

11


AZL MVP Fusion Conservative Fund

Notes to the Financial Statements

December 31, 2014

Cost for federal income tax purposes at December 31, 2014 is $242,837,378. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 23,783,524   

Unrealized depreciation

    (2,417,140 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 21,366,384   
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2014 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL MVP Fusion Conservative Fund

       $ 4,342,171          $ 6,218,352          $ 10,560,523  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

The tax character of dividends paid to shareholders during the year ended December 31, 2013 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL MVP Fusion Conservative Fund

       $ 5,683,665          $ 2,581,369          $ 8,265,034  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

As of December 31, 2014, the components of accumulated earnings on a tax basis were as follows:

 

        Undistributed
Ordinary
Income
     Undistributed
Long-Term
Capital Gains
     Accumulated
Capital and
Other Losses
     Unrealized
Appreciation/
(Depreciation)(a)
     Total
Accumulated
Earnings/
(Deficit)

AZL MVP Fusion Conservative Fund

       $ 4,227,032          $ 8,718,805          $ —          $ 21,366,384          $ 34,312,221  

 

(a) The difference between book-basis and tax-basis unrealized appreciation/(depreciation) is attributable primarily to tax deferral of losses on wash sales.

8. Subsequent Events

Management has evaluated events and transactions subsequent to period end through the date the financial statements were issued, for purposes of recognition or disclosure in these financial statements and there are no subsequent events to report.

 

12


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

We have audited the accompanying statement of assets and liabilities of AZL MVP Fusion Conservative Fund (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the schedule of portfolio investments, as of December 31, 2014, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2014, by correspondence with brokers and transfer agents of the underlying funds. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of December 31, 2014, the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Columbus, Ohio

February 25, 2015

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2014, 17.50% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deduction available to corporate shareholders.

During the year ended December 31, 2014, the Fund declared net long-term capital gain distributions of $6,218,352.

During the year ended December 31, 2014, the Fund declared net short-term capital gain distributions of $316,474.

 

14


Other Information (Unaudited)

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request, by visiting the Securities and Exchange Commission’s (“Commission”) website at www.sec.gov, or by calling 800-624-0197.

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30th is available (i) without charge, upon request, by calling 800-624-0197; (ii) on the Allianz Variable Insurance Products Fund of Funds Trust’s website at https://www.allianzlife.com; and (iii) on the Commission’s website at http://www.sec.gov.

The Fund files complete Schedules of Portfolio Holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. Schedules of Portfolio Holdings for the Fund in this report are available without charge on the Commission’s website at http://www.sec.gov, or may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330.

 

15


Approval of Investment Advisory Agreement (Unaudited)

Subject to the general supervision of the Board of Trustees and in accordance with each Fund’s investment objectives and restrictions, investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). The Manager manages each Fund pursuant to an investment management agreement (the “Management Agreement”) with the Trust in respect of each such Fund. The Management Agreement provides that the Manager, subject to the supervision and approval of the Board of Trustees, is responsible for the management of each Fund. For management services, each Fund pays the Manager an investment advisory fee based upon each Fund’s average daily net assets. The Manager has contractually agreed to limit the expenses of each Fund by reimbursing each Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2016.

Wilshire Funds Management (“Wilshire”) serves as a consultant to the Manager in preparing statistical and other factual information for use in the creation and maintenance of the asset allocation models for the Fusion Funds (the AZL MVP Fusion Conservative, Balanced, Moderate and Growth Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Permitted Underlying Investments and the Fund’s asset allocations among the Permitted Underlying Investments. The Manager, not any Fund, pays a consultant fee to Wilshire. Wilshire began serving in its capacity as a consultant beginning January 1, 2010.

In reviewing the services provided by the Manager and the terms of the Management Agreement, the Board receives and reviews information related to the Manager’s experience and expertise in the variable insurance marketplace. Currently, the Funds are offered only through variable annuities and variable life insurance policies, and not in the retail fund market. In addition, the Board receives information regarding the Manager’s expertise with regard to portfolio diversification and asset allocation requirements within variable insurance products issued by Allianz Life Insurance Company of North America and its subsidiary, Allianz Life Insurance Company of New York. Currently, the Funds are offered only through Allianz Life and Allianz of New York variable products.

As required by the Investment Company Act of 1940 (the “1940 Act”), the Trust’s Board has reviewed and approved the Management Agreement with the Manager. The Board’s decision to approve this contract reflects the exercise of its business judgment on whether to approve new arrangements and continue the existing arrangements. During its review of the contract, the Board considered many factors, among the most material of which are: the Funds’ investment objectives, the Manager’s management philosophy, personnel, processes and investment performance, including its compliance history and the adequacy of its compliance processes; the preferences and expectations of Fund shareholders (and underlying contract owners) and their relative sophistication; the continuing state of competition in the mutual fund industry; and comparable fees in the mutual fund industry.

The Board also considered the compensation and benefits received by the Manager. This includes fees received for services provided to a Fund by employees of the Manager or of affiliates of the Manager and research services received by the Manager from brokers that execute Fund trades, as well as advisory fees. The Board considered the fact that: (1) the Manager and the Trust are parties to an Administrative Service Agreement and Compliance Services Agreement, under which the Manager is compensated by the Trust for performing certain administrative and compliance services including providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer; and (2) Allianz Life Financial Services LLC, an affiliated person of the Manager, is a registered securities broker-dealer and receives (along with its affiliated persons) payments made by the Underlying Funds pursuant to Rule 12b-1.

The Board is aware that various courts have interpreted provisions of the 1940 Act and have indicated in their decisions that the following factors may be relevant to the Manager’s compensation: the nature and quality of the services provided by the Manager, including the performance of the funds; the Manager’s cost of providing the services; the extent to which the Manager may realize “economies of scale” as the funds grow larger; any indirect benefits that may accrue to the Manager and its affiliates as a result of the Manager’s relationship with the funds; performance and expenses of comparable funds; the profitability to the Manager from acting as adviser to the funds; and the extent which the independent Board members are fully informed about all facts bearing on the Manager’s services and fees. The Trust’s Board is aware of these factors and took them into account in its review of the Management Agreement for the Funds.

The Board considered and weighed these circumstances in light of its experience in governing the Trust, and is assisted in its deliberations by the advice of legal counsel to the Independent Trustees. In this regard, the Board requests and receives a significant amount of information about the Funds and the Manager. Some of this information is provided at each regular meeting of the Board; additional information is provided in connection with the particular meeting or meetings at which the Board’s formal review of an advisory contract occurs. In between regularly scheduled meetings, the Board may receive information on particular matters as the need arises. Thus, the Board’s evaluation of the Management Agreement is informed by reports covering such matters as: the Manager’s investment philosophy, personnel and processes, and the Fund’s investment performance (in absolute terms as well as in relationship to its benchmark). In connection with comparing the performance of each Fund versus its benchmark, the Board receives reports on the extent to which the Fund’s performance may be attributed to various applicable factors, such as asset class allocation decisions and volatility management strategies, the performance of the Underlying Funds, rebalancing decisions, and the impact of cash positions and Fund fees and expenses. The Board also receives reports on the Funds’ expenses (including the advisory fee itself and the overall expense structure of the Funds, both in absolute terms and relative to similar and/or competing funds, with due regard for contractual or voluntary expense limitations); the nature and extent of the advisory and other services provided to the Fund by the Manager and its affiliates; compliance and audit reports concerning the Funds and the companies that service them; and relevant developments in the mutual fund industry and how the Funds and/or the Manager are responding to them.

The Board also receives financial information about the Manager, including reports on the compensation and benefits the Manager derives from its relationships with the Funds. These reports cover not only the fees under the Management Agreement, but also fees, if any, received for providing other services to the Funds. The reports also discuss any indirect or “fall out” benefits the Manager or its affiliates may derive from its relationship with the Funds.

The Management Agreement was most recently considered at Board of Trustees meetings held in the fall of 2014. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2014, and at an “in person” Board of Trustees meeting held October 21, 2014. The Agreement was approved at the Board meeting of October 21, 2014. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2016. In connection with such meetings, the Trustees requested and evaluated extensive materials from the Manager, including performance and expense information for other investment companies with similar investment objectives derived from data compiled by an independent third party provider and other sources believed to be reliable by the Manager. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with experienced counsel who are independent of the Manager and received a memorandum from such counsel discussing the legal standards for their consideration of the proposed approvals/ continuances. The independent (“disinterested”) Trustees also discussed the proposed approvals/continuances in a private session with such counsel at which no representatives of the Manager were present. In reaching their determinations relating to the approval and/or continuance of the Agreement, in respect of each Fund, the Trustees considered all factors they believed relevant. The Board based its decision to approve the Management Agreement on the totality of the circumstances and relevant factors, and with a view to past and future long-term considerations. Not all of the factors and considerations discussed above and below are necessarily relevant to each Fund, and the Board did not assign relative weights to factors discussed herein or deem any one or group of them to be controlling in and of themselves.

 

16


An SEC rule requires that shareholder reports include a discussion of certain factors relating to the selection of the investment adviser and the approval of the advisory fee. The “factors” enumerated by the SEC are set forth below in italics, as well as the Board’s conclusions regarding such factors:

(1) The nature, extent and quality of services provided by the Manager. The Trustees noted that the Manager, subject to the control of the Board of Trustees, administers each Fund’s business and other affairs. The Trustees noted that the Manager also provides the Trust and each Fund with such administrative and other services (exclusive of, and in addition to, any such services provided by any others retained by the Trust on behalf of the Funds) and executive and other personnel as are necessary for the operation of the Trust and the Funds. Except for the Trust’s Chief Compliance Officer, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

The Trustees considered the scope and quality of services provided by the Manager and noted that the scope of such services provided had expanded as a result of recent regulatory and other developments. The Trustees noted that, for example, the Manager is responsible for maintaining and monitoring its own compliance program, and this compliance program has been continuously refined and enhanced in light of new regulatory requirements. The Trustees considered the capabilities and resources which the Manager has dedicated to performing services on behalf of the Trust and its Funds. The quality of administrative and other services, including the Manager’s role in coordinating the activities of the Trust’s other service providers, also was considered. The Trustees concluded that, overall, they were satisfied with the nature, extent and quality of services provided (and expected to be provided) to the Trust and to each of the Funds under the Management Agreement.

(2) The investment performance of the Fund and the Manager. In connection with the fall 2014 contract review process, Trustees received extensive information on the performance results of the Funds. (Of the 12 Funds, one Fund, the AZL MVP T. Rowe Price Capital Appreciation Fund, did not have at least 12 months of performance history.) Historical performance information of at least three years was available for each of the AZL MVP Fusion Conservative, AZL MVP Fusion Balanced, AZL MVP Fusion Moderate and AZL MVP Fusion Growth Funds and the AZL Balanced and Growth Index Strategy Funds. Performance information includes information on absolute total return, performance versus the appropriate benchmark(s), the contribution to performance of the Manager’s asset class allocation decisions and volatility management strategies (the volatility management strategy was modified to incorporate a volatility cap in the second quarter of 2013), the performance of the Underlying Funds, and the impact on performance of rebalancing decisions, cash and Fund fees. For example, in connection with the Board of Trustees meeting held October 21, 2014, the Manager reported that for the three year period ended June 30, 2014, the AZL MVP Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 43rd, 73rd, 74th, and 86th percentiles respectively, in their [Lipper] peer groups, and for the one year period ended June 30, 2014 they ranked in the 49th, 74th, 32nd, and 82nd percentiles, respectively. For the three year period ended June 30, 2014, the AZL Balanced Index Strategy and AZL Growth Index Strategy Funds ranked in the 47th and 27th percentiles of their peer groups, respectively, and for the one year ended June 30, 2014 they ranked in the 69th and 27th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the two year period ended June 30, 2014, the AZL Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 20th, 50th, 12th, and 24th percentiles respectively; the AZL MVP Balanced Index Strategy and AZL MVP Growth Index Strategy Funds ranked in the 30th and 1st percentiles respectively; and the AZL MVP BlackRock Global Allocation, AZL MVP Invesco Equity & Income and the AZL MVP Franklin Templeton Founding Strategy Plus Funds ranked in the 47th, 1st, and 8th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014, the Trustees determined that the investment performance of the Funds was acceptable.

(3) The costs of services to be provided and profits to be realized by the Manager and its affiliates from the relationship with the Funds. The Board considered that the Manager receives an advisory fee from each of the Funds. The Manager reported that for the MVP Fusion Funds the advisory fee paid put these Funds in the 38th percentile of the customized peer group. The Manager reported that for the Index Strategy Funds the advisory fee paid put them in the 32nd percentile (or lower) of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Allocation, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity & Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 7th percentile of the customized peer group. Trustees were provided with information on the total expense ratios of the Funds and other funds in the customized peer groups, and the Manager reported upon the challenges in making peer group comparisons for the Funds.

The Manager provided information concerning the profitability of the Manager’s investment advisory activities for the period from 2011 through June 30, 2014. The Trustees recognized that it is difficult to make comparisons of profitability from investment company advisory agreements because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocation of expenses and the adviser’s capital structure and cost of capital. In considering profitability information, the Trustees considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Trustees focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Trustees recognized that the Manager should, in the abstract, be entitled to earn a reasonable level of profits for the services it provides to each Fund.

Based upon the information provided, the Board concluded that the Funds’ advisory fees and expense ratios are not unreasonable, and determined that there was no evidence that the Manager’s level of profitability from its relationship with the Funds was excessive.

(4) and (5) The extent to which economies of scale would be realized as the Funds grow, and whether fee levels reflect these economies of scale. The Trustees noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Trustees recognized that breakpoints may be an appropriate way for the Manager to share its economies of scale, if any, with Funds that have substantial assets. However, they also recognized that there may not be a direct relationship between any economies of scale realized by Funds and those realized by the Manager as assets increase. The Trustees do not believe there is a uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Trustees noted that in the fund industry as a whole, as well as among funds similar to the Funds, there is no uniformity or pattern in the fees and asset levels at which breakpoints (if any) apply. Depending on the age, size, and other characteristics of a particular fund and its manager’s cost structure, different conclusions can be drawn as to whether there are economies of scale to be realized at any particular level of assets, notwithstanding the intuitive conclusion that such economies exist, or will be realized at some level of total assets. Moreover, because different managers have different cost structures and service models, it is difficult to draw meaningful conclusions from the breakpoints that may have been adopted by other funds. The Trustees also noted that the advisory agreements for many funds do not have breakpoints at all, or if breakpoints exist, they may be at asset levels significantly greater than those of the individual Funds. The Trustees also noted that the total assets in all of the Funds as of June 30, 2014 were approximately $9.9 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.8 billion.

Having taken these factors into account, the Trustees concluded that the absence of breakpoints in the Funds’ advisory fee rate schedules was acceptable under each Fund’s circumstances.

The Trustees noted that the Manager has agreed to temporarily “cap” Fund expenses at certain levels, which has the effect of reducing expenses as would the implementation of advisory fee breakpoints. The Manager has committed to continue to consider the continuation of fee “caps” and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. It expects to consider whether or not to approve the Management Agreement at a meeting to be held prior to December 31, 2015, and will at that time, or prior thereto, consider: (a) the extent to which economies of scale can be realized, and (b) whether the advisory fee should be modified to reflect such economies of scale, if any.

 

17


Information about the Board of Trustees and Officers (Unaudited)

The Trust is managed by the Trustees in accordance with the laws of the state of Delaware governing business trusts. There are currently nine Trustees, two of whom are “interested persons” of the Trust within the meaning of that term under the 1940 Act. The Trustees and Officers of the Trust, their addresses, ages, their positions held with the Trust, their terms of office with the Trust and length of time served, their principal occupation(s) during the past five years, the number of portfolios in the Trust they oversee, and their other directorships held during the past five years are as follows:

Non-Interested Trustees(1)

 

Name, Address, and Age   Positions
Held with
VIP Trust and
FOF Trust
  Term of
Office(2)/Length
of Time Served
  Principal Occupation(s)
During Past 5 Years
  Number of
Portfolios
Overseen for
VIP Trust and
FOF Trust
  Other
Directorships
Held Outside the
AZL Fund Complex

Peter R. Burnim, Age 67

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/07   Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to 2012; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Expert Witness, Massachusetts Department of Revenue, 2011 to 2012; Executive Vice President, Northstar Companies, 2002 to 2005; Senior Officer, Citibank and Citicorp for over 25 years   43   Argus Group Holdings; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; and Bank of Bermuda NY

Peggy L. Ettestad, Age 57

5701 Golden Hills Drive

Minneapolis, MN 55416

  Lead
Independent
Trustee
 

Since 10/14
(Trustee since 2/07)

  Managing Director, Red Canoe Management Consulting LLC, 2008 to present; Senior Managing Director, Residential Capital LLC, 2003 to 2008; Chief Operations Officer, Transamerica Reinsurance 2002 to 2003   43   Luther College

Roger Gelfenbien, Age 71

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   43   Virtus Funds (8 Funds)

Claire R. Leonardi, Age 59

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Chief Executive Officer, Connecticut Innovations, Inc., 2012 to present; General Partner, Fairview Capital, L.P., 1994 to 2012   43   Connecticut Technology Council and Connecticut Bioscience Innovation Fund

Dickson W. Lewis, Age 66

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Retired; Consultant to Lifetouch National School Studios; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2013; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   43   None

Peter W. McClean, Age 70

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Retired; President and CEO of Measurisk, LLC, 2001 to 2003; Chief Risk Management Officer at Bank Of Bermuda Ltd., 1996 to 2001   43   PNMAC Opportunity Fund; Northeast Bank; and FHI

Arthur C. Reeds III, Age 70

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 10/99   Retired; Senior Investment Officer, Hartford Foundation for Public Giving, 2000 to 2003; Chairman, Chief Executive and President of Conning Corp., 1999 to 2000; Investment Consultant 1997 to 1999   43   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and Age   Positions
Held with
VIP Trust and
FOF Trust
  Term of
Office(2)/Length
of Time Served
  Principal Occupation(s)
During Past 5 Years
  Number of
Portfolios
Overseen for
VIP Trust and
FOF Trust
  Other
Directorships
Held Outside the
AZL Fund Complex

Robert DeChellis, Age 47

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   43   None

Brian Muench, Age 44

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 6/11   President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Advisory Management, Allianz Investment Management LLC from December 2005 to November 2010   43   None

 

18


Officers

 

Name, Address, and Age    Positions
Held with
VIP and VIP
FOF Trust
   Term of
Office(2)/Length
of Time Served
   Principal Occupation(s) During Past 5 Years

Brian Muench, Age 44

5701 Golden Hills Drive

Minneapolis, MN 55416

   President    Since 11/10    President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Allianz Investment Management LLC from December 2005 to November 2010.

Michael Radmer, Age 69

Dorsey & Whitney LLP,

Suite 1500 50 South Sixth Street Minneapolis, MN 55402-1498

   Secretary    Since 2/02    Partner, Dorsey and Whitney LLP since 1976.

Steve Rudden, Age 45

Citi Fund Services Ohio, Inc.

3435 Stelzer Road

Columbus, OH 43219

   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 6/14    Senior Vice President, Financial Administration, Citi Fund Services Ohio, Inc., April 2011 to present; Vice President, JPMorgan, April 2006 to April 2010.

Chris R. Pheiffer, Age 46

5701 Golden Hills Drive

Minneapolis, MN 55416

   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 2/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present; Deputy Chief Compliance Officer of the VIP Trust and the FOF Trust and Compliance Director, Allianz Life, February 2007 to February 2014.

 

(1) Member of the Audit Committee.

 

(2) Indefinite.

 

(3) Is an “interested person”, as defined by the 1940 Act, due to employment by Allianz.

 

(4) The Manager and the Trust are parties to a Chief Compliance Officer Agreement under which the Manager is compensated by the Trust for providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer. The Chief Compliance Officer and Anti-Money Laundering Compliance Officer is not considered a corporate officer or executive employee of the Trust.

 

19


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.

These Funds are not FDIC Insured.

ANNRPT1214 2/15


AZL MVP FusionSM Growth Fund

Annual Report

December 31, 2014

 

LOGO


Table of Contents

Management Discussion and Analysis

Page 1

Expense Examples and Portfolio Composition

Page 3

Schedule of Portfolio Investments

Page 4

Statement of Assets and Liabilities

Page 5

Statement of Operations

Page 5

Statements of Changes in Net Assets

Page 6

Financial Highlights

Page 7

Notes to the Financial Statements

Page 8

Report of Independent Registered Public Accounting Firm

Page 13

Other Federal Income Tax Information

Page 14

Other Information

Page 15

Approval of Investment Advisory Agreement

Page 16

Information about the Board of Trustees and Officers

Page 18

This report is submitted for the general information of the shareholder of the Fund. The report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus, which contains details concerning the sales charges and other pertinent information.


AZL MVP FusionSM Growth Fund Review (unaudited)

 

Allianz Investment Management LLC serves as the Manager for the AZL MVP FusionSM Growth Fund.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

What factors affected the Fund’s performance during the year ended December 31, 2014?

For the year ended December 31, 2014, the AZL MVP FusionSM Growth Fund returned 4.36%. That compared to a 12.12% total return for its benchmark, the Growth Composite Index, which is comprised of an 80% weighting in the S&P 500 Index1 and a 20% weighting in the Barclays U.S. Aggregate Bond Index2.

The AZL MVP Fusion Growth Fund is a fund of funds that achieves broad diversification by investing in underlying funds. It was invested in 29 funds at year-end. The Growth Fund typically holds between 70% and 90% of its assets in equity funds and 10% to 30% of its assets in fixed income funds. The Fund also employs the MVP (Managed Volatility Portfolio) risk management process, which is intended to adjust the risk of the portfolio based on quantitative indicators of market risk, such as the current level of fund and market volatility.

The U.S. equity market produced positive returns during the period, with the S&P 500 Index gaining 13.69%. Economic activity recovered after facing a contraction at the start of the year as extreme weather conditions across much of the U.S. created a challenging economic environment. Several economic indicators showed positive direction for most of the year. The U.S. employment situation improved, consumer confidence rose higher, the manufacturing sector rebounded, inflation remained below its long-term trend and the housing sector steadily improved. Consumers also benefited from the significant drop in oil prices that occurred toward the end of the year. The U.S. Federal Reserve (the Fed) exited its quantitative easing program by slowly reducing its bond purchases throughout the year, and concluded the program by making the final $15 billion purchase in October. Despite the continued economic gains, the Fed remained committed to keeping short-term interest rates anchored near zero until the economy could show further improvement.

Developed international equity markets lagged, with the MSCI EAFE Index declining 4.90% during the period. A continued weakness in Europe in addition to the contraction in Japan’s gross domestic product3 signaled further divergence between the U.S. and other major developed economies in 2014. Attempts to stimulate growth in Europe and Japan were met with varying degrees of success. One outcome from these stimulative efforts has been continued strength in the U.S. dollar. This currency impact has created an additional headwind for international returns. Emerging markets also faced challenges in 2014, with the MSCI Emerging Markets Index declining 2.19% during this period. Concerns about growth in China and the strength of the U.S. dollar weighed on the outlook for emerging countries in 2014.

Fixed income markets benefited from a decline in long-term interest rates during the last 12 months with the 10-year U.S. Treasury yield dropping 87 basis points (0.87%) during this period. Bond prices increase when interest rates decrease. Against this backdrop, the Barclays Capital U.S.

Aggregate Bond Index gained 5.97%. Other segments of fixed income markets lagged during the year. Treasury inflation-protected securities (TIPS) trailed during the year. High-yield bonds also faced lower returns as lower oil prices put pressure on leveraged companies in the energy sector and investors’ sensitivity to lower rated credit exposure increased. Global bonds experienced relative weakness during the period as well.

The Fund underperformed its composite benchmark in 2014 due to exposure to a broad range of asset classes that underperformed the composite benchmark, along with underperformance from a select group of underlying funds. Relative performance was hurt from the Fund’s allocation to small- and mid-cap stocks, international equities and emerging market equities. In the Fund’s fixed income holdings, exposure to TIPS, high-yield and global bonds dragged on relative returns. The Fund’s relative performance was also hampered by a select number of underlying funds that lagged their stated benchmark. A select group of underlying funds within small cap, international equity and high-yield bonds beat their stated benchmark, positively contributing to relative performance.*

In the generally low volatility environment for most of 2014, the MVP risk management process worked as intended and largely maintained a neutral equity allocation relative to its target, resulting in a minimal impact on the Fund’s equity exposure and performance.*

 

Past performance does not guarantee future results.

 

* The Fund’s portfolio composition is subject to change. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the Fund in the future. The information contained in this commentary is for informational purposes only and should not be construed as a recommendation to purchase or sell securities in the sector mentioned. The Fund’s holdings and weightings are as of December 31, 2014.
1  The Standard & Poor’s 500 Index (“S&P 500”) is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole.
2  The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fxed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year.
3  Gross Domestic Product (GDP) is the monetary value of all the finished goods and services produced within a country’s borders in a specific time period, though GDP is usually calculated on an annual basis. It includes all of private and public consumption, government outlays, investments and exports less imports that occur within a defined territory.

Investors cannot invest directly in an index.

 
 

 

1


AZL MVP FusionSM Growth Fund Review (unaudited)

 

Fund Objective

The Fund’s investment objective is to seek long-term capital appreciation. This objective may be changed by the Trustees of the Fund without shareholder approval. The Fund seeks to achieve its objective by investing in a combination of Permitted Underlying Funds that represent different classes in the Fund’s asset allocation.

Investment Concerns

The Fund invests in underlying funds, so its investment performance is directly related to the performance of those underlying funds. Before investing, investors should assess the risks associated with and types of investments made by each of the underlying funds in which the Fund invests.

Stocks are more volatile and carry more risk and return potential than other forms of investments.

Small- to mid-capitalization companies typically have a higher risk of failure and historically have experienced a greater degree of volatility.

International investing may involve risk of capital loss from unfavorable fluctuations in currency values, from differences in generally accepted accounting principles or from economic or political instability in other nations.

Bonds offer a relatively stable level of income, although bond prices will fluctuate, providing the potential for principal gain or loss.

Investing in derivatives instruments involves risks that may be different from or greater than the risk associated with investing directly in securities or other traditional instruments.

For a complete description of these and other risks associated with investing in a mutual Fund, please refer to the Fund’s prospectus.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Growth of $10,000 Investment

 

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmark, as well as the two component indices of the Fund’s benchmark, and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2014

 

    1
Year
    3
Year
    5
Year
    Since
Inception
(4/29/05)
 

AZL MVP FusionSM Growth Fund

    4.36 %      12.08 %      8.73 %      5.19 % 

Growth Composite Index

    12.12 %      16.77 %      13.42 %      7.94 % 

S&P 500 Index

    13.69 %      20.41 %      15.45 %      8.40 % 

Barclays U.S. Aggregate Bond Index

    5.97 %      2.66 %      4.45 %      4.78 % 

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please visit www.Allianzlife.com.

 

Expense Ratio1

   Gross  

AZL MVP FusionSM Growth Fund

     1.16 % 

The above expense ratio is based on the current Fund prospectus dated April 28, 2014. The Manager and the Fund have entered into a written contract limiting operating expenses, excluding certain expenses (such as interest expense and Acquired Fund fees and expenses), to 0.30% through April 30, 2016. Additional information pertaining to the December 31, 2014 expense ratios can be found in the financial highlights.

 

1  Acquired Fund Fees and Expenses are incurred indirectly by the Fund through the valuation of the Fund’s investments in the Permitted Underlying Funds. Accordingly, Acquired Fees and Expenses affect the Fund’s total returns. Because these fees and expenses are not included in the Fund’s financial highlights, the Fund’s total annual fund operating expenses do not correlate to the ratios of expenses to average net assets shown in the financial highlights table. Without Acquired Fund Fees and expenses the Fund’s gross ratio would be 0.22%.

 

   The total return of the Fund does not reflect the effect of any insurance charges, the annual maintenance fee or the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Such charges, fees and tax payments would reduce the performance quoted.

 

   The Fund’s performance is measured against a composite index the (“Growth Composite Index”), which is comprised of 80% of the Standard & Poor’s 500 Index (“S&P 500”) and 20% of the Barclays U.S. Aggregate Bond Index. The S&P 500 is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole. The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year. These indices are unmanaged and do not reflect the deduction of fees associated with a mutual fund, such as investment management and fund accounting fees. The Fund’s performance reflects the deduction of fees for services provided to the Fund. Investors cannot invest directly in an index.
 

 

2


AZL MVP Fusion Growth Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL MVP Fusion Growth Fund (the “Fund”), you incur ongoing costs, including management fees, distribution fees, and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. Please note that the expenses shown in each table do not reflect expenses that apply to the subaccount or the insurance contract. If the expenses that apply to the subaccount of the insurance contract were included, your costs would have been higher.

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the periods presented below.

The Actual Expense table below provides information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL MVP Fusion Growth Fund

       $ 1,000.00          $ 994.90          $ 1.11            0.22 %

The Hypothetical Expense table below 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, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL MVP Fusion Growth Fund

       $ 1,000.00          $ 1,024.10          $ 1.12            0.22 %

 

* Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by 184/365 (to reflect the one half year period).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Domestic Equities

      44.9 %

International Equities

      31.8  

Fixed Income

      18.4  

Money Market

      3.8  
   

 

 

 

Total Investment Securities

      98.9  

Net other assets (liabilities)

      1.1  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Fusion Growth Fund

Schedule of Portfolio Investments

December 31, 2014

Shares            Fair Value  
     

 

Affiliated Investment Companies (95.1%):

  
  1,422,484      AZL BlackRock Capital Appreciation Fund    $ 26,500,875  
  1,742,135      AZL Dreyfus Research Growth Fund      26,393,340  
  1,196,454      AZL Federated Clover Small Value Fund      26,549,309  
  2,177,722      AZL Gateway Fund      25,849,557  
  3,252,801      AZL International Index Fund      49,702,805  
  1,614,306      AZL Invesco Growth and Income Fund      26,410,038  
  3,271,595      AZL Invesco International Equity Fund      60,164,639  
  3,943,547      AZL JPMorgan International Opportunities Fund      67,395,226  
  3,172,449      AZL JPMorgan U.S. Equity Fund      52,281,965  
  3,351,000      AZL MetWest Total Return Bond Fund      33,744,568  
  776,091      AZL MFS Investors Trust Fund      17,811,292  
  1,428,141      AZL MFS Mid Cap Value Fund      17,923,175  
  2,685,082      AZL MFS Value Fund      34,986,619  
  386,782      AZL Mid Cap Index Fund      9,085,516  
  2,349,057      AZL Morgan Stanley Global Real Estate Fund      26,098,025  
  1,051,223      AZL Morgan Stanley Mid Cap Growth Fund      17,807,714  
  2,872,242      AZL NFJ International Value Fund      33,059,509  
  1,838,780      AZL Oppenheimer Discovery Fund      26,496,826  
  3,315,402      AZL Pyramis Core Bond Fund      33,618,179  
  1,293,804      AZL Russell 1000 Growth Index Fund      22,136,992  
Shares            Fair Value  
     

 

Affiliated Investment Companies, continued

  
  2,653,531      AZL Russell 1000 Value Index Fund    $ 39,325,334  
  1,645,730      AZL Schroder Emerging Markets Equity Fund, Class 2      12,079,658  
  1,970,628      AZL Wells Fargo Large Cap Growth Fund      22,208,980  
  1,296,723      NFJ Dividend Value Portfolio      17,829,946  
  2,593,357      PIMCO PVIT Global Advantage Strategy Bond Portfolio      24,429,424  
  1,087,966      PIMCO PVIT High Yield Portfolio      8,605,808  
  811,704      PIMCO PVIT Low Duration Portfolio      8,587,823  
  1,282,451      PIMCO PVIT Real Return Portfolio      16,428,197  
  3,018,989      PIMCO PVIT Total Return Portfolio      33,812,676  
     

 

 

 

 

Total Affiliated Investment Companies (Cost $613,439,194)

     817,324,015  
     

 

 

 

 

Unaffiliated Investment Company (3.8%):

  
  33,000,865      Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.61%(a)      33,000,865  
     

 

 

 

 

Total Unaffiliated Investment Company (Cost $33,000,865)

     33,000,865  
     

 

 

 

 

Total Investment Securities (Cost $646,440,059)(b) — 98.9%

   $ 850,324,880  

 

Net other assets (liabilities) — 1.1%

     9,448,493  
     

 

 

 

 

Net Assets — 100.0%

   $ 859,773,373  
     

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2014.

 

(a) The rate represents the effective yield at December 31, 2014.

 

(b) See Federal Tax Information listed in the Notes to the Financial Statements.

Futures Contracts

Cash of $10,291,878 has been segregated to cover margin requirements for the following open contracts as of December 31, 2014:

 

Description    Type      Expiration
Date
     Number of
Contracts
     Notional
Value
     Unrealized
Appreciation/
(Depreciation)
 

U.S. Treasury 10-Year Note March Futures

     Long         3/20/15         68       $ 8,622,188      $ 46,358  

S&P 500 Index E-Mini March Futures

     Long         3/20/15         333         34,172,460        553,443  
              

 

 

 

Total

               $ 599,801  
              

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Fusion Growth Fund

Statement of Assets and Liabilities

December 31, 2014

 

Assets:

    

Investments in non-affiliates, at cost

     $ 33,000,865  

Investments in affiliates, at cost

       613,439,194  
    

 

 

 

Total Investment securities, at cost

     $ 646,440,059  
    

 

 

 

Investments in non-affiliates, at value

     $ 33,000,865  

Investments in affiliates, at value

       817,324,015  
    

 

 

 

Total Investment securities, at value

       850,324,880  

Segregated cash for collateral

       10,291,878  

Interest and dividends receivable

       356,258  

Receivable for investments sold

       98,371  

Receivable for variation margin on futures contracts

       16,128  

Prepaid expenses

       7,347  
    

 

 

 

Total Assets

       861,094,862  
    

 

 

 

Liabilities:

    

Cash overdraft

       149,516  

Payable for affiliated investments purchased

       344,720  

Payable for capital shares redeemed

       240,793  

Payable for variation margin on futures contracts

       406,014  

Manager fees payable

       146,978  

Administration fees payable

       3,866  

Custodian fees payable

       448  

Administrative and compliance services fees payable

       2,465  

Trustee fees payable

       49  

Other accrued liabilities

       26,640  
    

 

 

 

Total Liabilities

       1,321,489  
    

 

 

 

Net Assets

     $ 859,773,373  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 790,660,475  

Accumulated net investment income/(loss)

       9,834,469  

Accumulated net realized gains/(losses) from investment transactions

       (145,206,193 )

Net unrealized appreciation/(depreciation) on investments

       204,484,622  
    

 

 

 

Net Assets

     $ 859,773,373  
    

 

 

 

Shares of beneficial interest (unlimited number of shares authorized, no par value)

       66,877,829  

Net Asset Value (offering and redemption price per share)

     $ 12.86  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2014

 

Investment Income:

    

Dividends from affiliates

     $ 10,050,305  

Dividends

       975  
    

 

 

 

Total Investment Income

       10,051,280  
    

 

 

 

Expenses:

    

Manager fees

       1,797,662  

Administration fees

       56,907  

Custodian fees

       2,023  

Administrative and compliance services fees

       12,295  

Trustee fees

       47,896  

Professional fees

       38,858  

Shareholder reports

       25,653  

Other expenses

       19,238  
    

 

 

 

Total expenses

       2,000,532  
    

 

 

 

Net Investment Income/(Loss)

       8,050,748  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

Net realized gains/(losses) on securities transactions from affiliates

       37,626,206  

Net realized gains distributions from affiliated underlying funds

       20,327,375  

Net realized gains/(losses) on futures contracts

       5,534,082  

Change in net unrealized appreciation/depreciation on investments

       (33,339,195 )
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       30,148,468  
    

 

 

 

Change in Net Assets Resulting From Operations

     $ 38,199,216  
    

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


Statements of Changes in Net Assets

     AZL MVP Fusion Growth Fund
      For the
Year Ended
December 31,
2014
   For the
Year Ended
December 31,
2013

Change in Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 8,050,748        $ 9,805,613  

Net realized gains/(losses) on investment transactions

       63,487,663          27,772,737  

Change in unrealized appreciation/depreciation on investments

       (33,339,195 )        114,059,163  
    

 

 

      

 

 

 

Change in net assets resulting from operations

       38,199,216          151,637,513  
    

 

 

      

 

 

 

Dividends to Shareholders:

         

From net investment income

       (11,282,347 )        (11,573,333 )
    

 

 

      

 

 

 

Change in net assets resulting from dividends to shareholders

       (11,282,347 )        (11,573,333 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       17,404,243          65,079,007  

Proceeds from dividends reinvested

       11,282,347          11,573,333  

Value of shares redeemed

       (124,883,787 )        (112,784,551 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       (96,197,197 )        (36,132,211 )
    

 

 

      

 

 

 

Change in net assets

       (69,280,328 )        103,931,969  

Net Assets:

         

Beginning of period

       929,053,701          825,121,732  
    

 

 

      

 

 

 

End of period

     $ 859,773,373        $ 929,053,701  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 9,834,469        $ 11,282,288  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       1,375,970          5,600,116  

Dividends reinvested

       878,004          995,127  

Shares redeemed

       (9,880,723 )        (9,837,483 )
    

 

 

      

 

 

 

Change in shares

       (7,626,749 )        (3,242,240 )
    

 

 

      

 

 

 

 

See accompanying notes to the financial statements.

 

6


AZL MVP Fusion Growth Fund

Financial Highlights

(Selected data for a share of beneficial interest outstanding throughout the periods indicated)

     Year Ended December 31,
      2014   2013   2012   2011   2010

Net Asset Value, Beginning of Period

     $ 12.47       $ 10.61       $ 9.51       $ 10.15       $ 9.15  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                    

Net Investment Income/(Loss)

       0.13         0.14         0.12         0.16         0.12  

Net Realized and Unrealized Gains/(Losses) on Investments

       0.42         1.88         1.14         (0.61 )       1.05  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       0.55         2.02         1.26         (0.45 )       1.17  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                    

Net Investment Income

       (0.16 )       (0.16 )       (0.16 )       (0.19 )       (0.17 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.16 )       (0.16 )       (0.16 )       (0.19 )       (0.17 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 12.86       $ 12.47       $ 10.61       $ 9.51       $ 10.15  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(a)

       4.36 %       19.10 %       13.29 %       (4.43 )%       12.90 %

Ratios to Average Net Assets/Supplemental Data:

                    

Net Assets, End of Period (000’s)

     $ 859,773       $ 929,054       $ 825,122       $ 727,185       $ 864,986  

Net Investment Income/(Loss)

       0.90 %       1.12 %       1.16 %       1.32 %       1.16 %

Expenses Before Reductions*(b)

       0.22 %       0.22 %       0.23 %       0.23 %       0.24 %

Expenses Net of Reductions*

       0.22 %       0.21 %       0.18 %       0.18 %       0.19 %

Portfolio Turnover Rate(c)

       15 %       8 %       25 %       24 %       48 %

 

* The expense ratios exclude the impact of fees/expenses paid by each underlying fund.

 

(a) The returns include reinvested dividends and fund level expenses, but exclude insurance contract charges. If these charges were included, the returns would have been lower.

 

(b) Excludes fee reductions, if any. If such fee reductions had not occurred, the ratios would have been as indicated.

 

(c) The portfolio turnover rate can be volatile due to the amount and timing of purchases and sales of fund shares during the period.

 

See accompanying notes to the financial statements.

 

7


AZL MVP Fusion Growth Fund

Notes to the Financial Statements

December 31, 2014

 

1. Organization

The Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”) was organized as a Delaware statutory trust on June 16, 2004. The Trust is a diversified open-end management investment company registered under the Investment Company Act of 1940, as amended, (the “1940 Act”) and thus is determined to be an investment company for accounting purposes. The Trust consists of 12 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP Fusion Growth Fund (the “Fund”), and 11 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests in other mutual funds. Underlying Funds invest in stock, bonds, and other securities and reflect varying amounts of potential investment risk and reward. The Underlying Funds record their investments at fair value. Periodically, the Fund will adjust its asset allocation as it seeks to achieve its investment objective.

The Trust is authorized to issue an unlimited number of shares of the Fund without par value. Shares of the Fund are available through the variable annuity contracts offered through the separate accounts of participating insurance companies.

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund may enter into contracts with its vendors and others that provide for general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects that risk of loss to be remote.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform with U.S. generally accepted accounting principles (“U.S. GAAP”). The preparation of financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and 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.

Security Valuation

The Fund records its investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between willing market participants at the measurement date. The valuation techniques used to determine fair value are further described in Note 4 below.

Investment Transactions and Investment Income

Investment transactions are recorded not later than on the business day following trade date. However, for financial reporting purposes, investment transactions are accounted for on trade date. Net realized gains and losses on investments sold are recorded on the basis of identified cost. Interest income is recorded on the accrual basis and includes, where applicable, the amortization of premiums or accretion of discounts. Dividend income is recorded on the ex-dividend date.

Dividends to Shareholders

Dividends to shareholders are recorded on the ex-dividend date. The Fund distributes its dividends from net investment income and net realized capital gains, if any, on an annual basis. The amount of dividends from net investment income and from net realized gains is determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These “book/tax” differences are either temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., return of capital, net operating loss, and reclassification of certain distributions), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and post October losses) do not require reclassification. Dividends to shareholders that exceed net investment income and net realized gains for tax purposes are reported as distributions of capital.

Expense Allocation

Expenses directly attributable to the Fund are charged directly to the Fund, while expenses attributable to more than one Fund are allocated among the respective Funds based upon relative net assets or some other reasonable method. Expenses which are attributable to more than one Trust are allocated across the Allianz Variable Insurance Products and Allianz Variable Insurance Products Fund of Funds Trusts based upon relative net assets or another reasonable basis. Allianz Investment Management LLC (the “Manager”), serves as the investment manager for the Trust and the Allianz Variable Insurance Products Trust.

Derivative Instruments

All open derivative positions at period end are reflected on the Fund’s Schedule of Portfolio Investments. The following is a description of the derivative instruments utilized by the Fund, including the primary underlying risk exposures related to each instrument type. The Fund’s allocation to the MVP (Managed Volatility Portfolio) risk management process may include (a) derivatives such as index futures, other futures contracts, options, and other similar securities and (b) cash, money market equivalents, short-term debt instruments, money market funds, and short-term debt funds to satisfy all applicable margin requirements and to provide additional portfolio liquidity to satisfy large redemptions and any margin calls. Due to the leverage provided by derivatives, the notional value of the Fund’s derivative positions could exceed 20% of the Fund’s value. The Fund may also use futures to gain equity exposure and may hold cash as a buffer in the event of market shocks.

 

8


AZL MVP Fusion Growth Fund

Notes to the Financial Statements

December 31, 2014

 

Futures Contracts

During the year ended December 31, 2014, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and a payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the underlying securities and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. The notional amount of futures contracts outstanding was $42.8 million as of December 31, 2014. The monthly average notional amount for these contracts was $44.8 million for the year ended December 31, 2014. Realized gains and losses are reported as “Net realized gains/(losses) on futures contracts” on the Statement of Operations.

Summary of Derivative Instruments

The following is a summary of the fair values of derivative instruments on the Fund’s Statement of Assets and Liabilities, categorized by risk exposure, as of December 31, 2014:

 

   

Asset Derivative

   

Liability Derivative

 
Primary Risk Exposure   Statement of Assets and Liabilities Location   Total Fair
Value*
    Statement of Assets and Liabilities Location   Total Fair
Value*
 

Equity Risk Exposure

       

Equity Contracts

  Receivable for variation margin on futures contracts   $ 553,443      Payable for variation margin on futures contracts   $ —   
Interest Rate Risk Exposure        
Interest Rate       46,358          —   

 

* For futures contracts, the amounts represent the cumulative appreciation/(depreciation) of these futures contracts as reported in the Schedule of Portfolio Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities as Variation Margin on Futures Contracts.

The following is a summary of the effect of derivative instruments on the Statement of Operations, categorized by risk exposure, for the year ended December 31, 2014:

 

Primary Risk Exposure   

Location of Gains/(Losses)

on Derivatives

Recognized in Income

     Realized Gains/(Losses)
on Derivatives
Recognized in Income
       Change in Net Unrealized
Appreciation/
Depreciation on
Derivatives Recognized
in Income
 

Equity Risk Exposure

            

Equity Contracts

   Net Realized gains/(losses) on futures contracts/Change in unrealized appreciation/depreciation on investments      $ 5,211,343         $ (776,316 ) 
Interest Rate Risk Exposure             

Interest Rate

          322,739           212,877   

3. Related Party Transactions

The Manager provides investment advisory and management services for the Fund. The Manager has contractually agreed to waive fees and reimburse the Fund to limit the annual expenses, excluding interest expense (e.g., cash overdraft fees), taxes, brokerage commissions, other expenditures that are capitalized in accordance with U.S. GAAP and other extraordinary expenses not incurred in the ordinary course of the Fund’s business, based on the daily net assets of the Fund, through April 30, 2016. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2014, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP Fusion Growth Fund

         0.20 %          0.30 %

Any amounts contractually waived or reimbursed by the Manager in a particular fiscal year will be subject to repayment by the Fund to the Manager to the extent that from time to time through the next three fiscal years the repayment will not cause the Fund’s expenses to exceed the lesser of the stated limit at the time of the waiver or the current stated limit. Any amounts recouped by the Manager during the year are reflected on the Statement of Operations as “Recoupment of prior expenses reimbursed by the Manager.” At December 31, 2014, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2014, there were no voluntary waivers.

 

9


AZL MVP Fusion Growth Fund

Notes to the Financial Statements

December 31, 2014

 

The Manager or an affiliate of the Manager serves as the investment adviser of certain underlying funds in which the Fund invests. At December 31, 2014, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. The Manager or an affiliate of the Manager is paid a separate fee from the underlying funds for such services. A summary of the Fund’s investments in affiliated investment companies for the year ended December 31, 2014 is as follows:

 

     Fair Value
12/31/13
  Purchases
at Cost
  Proceeds from
Sales
  Net
Realized
Gain(Loss)
  Change in
Unrealized
Appreciation/
Depreciation
  Fair Value
12/31/14
  Dividend
Income

AZL BlackRock Capital Appreciation Fund

    $ 37,570,443       $ 2,720,987       $ (13,020,128 )     $ 6,519,010       $ (7,289,437 )     $ 26,500,875       $ —  

AZL Dreyfus Research Growth Fund

      28,245,459         2,085,036         (4,722,448 )       1,366,690         (581,397 )       26,393,340         42,367  

AZL Federated Clover Small Cap Value Fund

      23,439,393         7,791,525         (3,186,294 )       524,420         (2,019,735 )       26,549,309         225,362  

AZL Gateway Fund

      27,458,157         359,370         (2,449,342 )       89,396         391,976         25,849,557         316,770  

AZL International Index Fund

      56,254,746         950,751         (3,303,669 )       625,218         (4,824,241 )       49,702,805         943,767  

AZL Invesco Growth and Income Fund

      32,791,050         1,119,529         (9,052,315 )       2,482,533         (930,759 )       26,410,038         265,699  

AZL Invesco International Equity Fund

      65,853,897         984,248         (6,017,426 )       1,524,870         (2,180,950 )       60,164,639         927,151  

AZL JPMorgan International Opportunities Fund

      75,163,553         2,021,184         (3,512,212 )       291,277         (6,568,576 )       67,395,226         964,327  

AZL JPMorgan U.S. Equity Fund

      56,205,001         644,822         (11,401,827 )       5,970,064         863,905         52,281,965         396,253  

AZL MetWest Total Return Bond Fund

      —         33,585,025         (75,412 )       385         234,570         33,744,568         —  

AZL MFS Investors Trust Fund

      28,302,339         492,124         (12,337,424 )       6,656,844         (5,302,591 )       17,811,292         129,626  

AZL MFS Mid Cap Value Fund

      18,837,111         814,065         (2,806,369 )       1,100,835         (22,467 )       17,923,175         60,245  

AZL MFS Value Fund

      37,631,044         552,219         (6,233,252 )       2,151,441         885,167         34,986,619         490,517  

AZL Mid Cap Index Fund

      9,410,972         374,379         (1,128,422 )       386,259         42,328         9,085,516         59,482  

AZL Morgan Stanley Global Real Estate Fund

      27,241,027         314,432         (4,713,629 )       569,878         2,686,317         26,098,025         252,292  

AZL Morgan Stanley Mid Cap Growth Fund

      18,871,314         3,583,835         (3,270,074 )       855,722         (2,233,083 )       17,807,714         —  

AZL NFJ International Value Fund

      36,878,350         2,764,148         (2,796,576 )       (128,723 )       (3,657,690 )       33,059,509         664,368  

AZL Oppenheimer Discovery Fund

      28,101,647         5,304,519         (4,717,279 )       917,855         (3,109,916 )       26,496,826         —  

AZL Pyramis Core Bond Fund

      31,587,327         6,103,371         (5,241,663 )       51,122         1,118,022         33,618,179         499,213  

AZL Russell 1000 Growth Index Fund

      23,500,673         1,784,146         (3,974,625 )       947,695         (120,897 )       22,136,992         215,265  

AZL Russell 1000 Value Index Fund

      42,073,933         4,238,134         (7,603,795 )       1,414,290         (797,228 )       39,325,334         588,411  

AZL Schroder Emerging Markets Equity Fund

      13,400,361         792,273         (1,422,138 )       118,186         (809,024 )       12,079,658         76,019  

AZL Wells Fargo Large Cap Growth Fund

      —         22,353,210         (2,802,401 )       174,339         2,483,832         22,208,980         —  

NFJ Dividend Value Portfolio

      23,369,218         1,091,856         (7,457,032 )       1,685,454         (859,550 )       17,829,946         368,805  

PIMCO PVIT Global Advantage Strategy Bond Portfolio

      26,987,246         1,371,148         (3,113,236 )       (81,828 )       (733,906 )       24,429,424         515,089  

PIMCO PVIT High Yield Portfolio

      9,154,463         507,160         (875,445 )       5,049         (185,419 )       8,605,808         476,460  

PIMCO PVIT Low Duration Portfolio

      —         9,144,469         (496,367 )       (1,460 )       (58,819 )       8,587,823         75,069  

PIMCO PVIT Real Return Portfolio

      26,945,803         950,018         (12,073,888 )       (234,992 )       841,256         16,428,197         266,707  

PIMCO PVIT Total Return Portfolio

      59,461,343         4,348,590         (31,157,394 )       859,279         300,858         33,812,676         1,015,448  

PIMCO PVIT Unconstrained Bond Portfolio

      18,013,828         9,723,106         (28,183,730 )       785,098         (338,302 )       —         215,593  
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 882,749,698       $ 128,869,679       $ (199,145,812 )     $ 37,626,206       $ (32,775,756 )     $ 817,324,015       $ 10,050,305  
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Pursuant to separate agreements between the Funds and the Manager, the Manager provides a Chief Compliance Officer (“CCO”) and certain compliance oversight and regulatory filing services to the Trust. Under these agreements the Manager is entitled to an amount equal to a portion of the compensation and certain other expenses related to the individuals performing the CCO and compliance oversight services, as well as $100 per hour for time incurred in connection with the preparation and filing of certain documents with the Securities and Exchange Commission. The fees are paid to the Manager on a quarterly basis. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administrative and compliance services fees.”

Citi Fund Services Ohio, Inc. (“Citi” or the “Administrator”), a wholly owned subsidiary of Citigroup, Inc., with which an officer of the Trust is affiliated, serves as the Trust’s administrator, transfer agent, and fund accountant, and assists the Trust in all aspects of its administration and operation. The Administrator is entitled to a fee, accrued daily and paid monthly. In addition, the Administrator is entitled to annual account fees related to the transfer agency system, and a Trust-wide annual fee for providing infrastructure and support in implementing the written policies and procedures comprising the Fund’s compliance program. Fees payable to the Administrator are subject to certain reductions associated with services provided to new funds. Beginning January 1, 2015, these reductions are no longer applicable to new funds. The Administrator is also reimbursed for certain expenses incurred. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administration fees.”

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund and receives a Trust-wide annual fee of $7,500, paid by the Manager from its profits and not by the Trust, for recordkeeping and reporting services.

 

10


AZL MVP Fusion Growth Fund

Notes to the Financial Statements

December 31, 2014

 

In addition, certain legal fees and expenses are paid to a law firm, Dorsey & Whitney LLP, of which the Secretary of the Fund is a partner. During the year ended December 31, 2014, $10,850 was paid from the Fund relating to these fees and expenses.

Certain Officers and Trustees of the Trust are affiliated with the Manager or the Administrator. Such Officers (except for the Trust’s CCO as noted above) and Trustees receive no compensation from the Trust for serving in their respective roles. For their service to the Trust and to the Allianz Variable Insurance Products Trust, each non-interested Trustee receives a $163,000 annual Board retainer and the Lead Director receives an additional $24,450 annually. In addition, the Trustees are reimbursed for certain expenses associated with attending Board meetings. Compensation to the Trustees is allocated between the Trust and the Allianz Variable Insurance Products Trust in proportion to the assets under management of each trust. During the year ended December 31, 2014, actual Trustee compensation was $1,155,670 in total for both trusts.

4. Investment Valuation Summary

The valuation techniques employed by the Fund, as described below, maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Fund’s investments are summarized in the three broad levels listed below:

 

  —  

Level 1 — quoted prices in active markets for identical assets

  —  

Level 2 — other significant observable inputs (including quoted prices for similar securities, interest rates, prepayments speeds, credit risk, etc.)

  —  

Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The Fund determines transfers between fair value hierarchy levels at the reporting period end. The inputs or methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments.

Investments in other investment companies are valued at their published net asset value (“NAV”). Security prices are generally provided by an independent third party pricing service approved by the Trust’s Board of Trustees (“Trustees”) as of the close of the New York Stock Exchange (“NYSE”) (generally 4:00 pm Eastern Time). The investments utilizing Level 1 valuations represent investments in open-end investment companies. Futures contracts are valued at the last sales price as of the close of the primary exchange and are typically categorized as Level 1 in the fair value hierarchy.

For the year ended December 31, 2014, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value.

The following is a summary of the valuation inputs used as of December 31, 2014 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Companies

       $ 817,324,015          $ —          $ 817,324,015  

Unaffiliated Investment Company

         33,000,865            —            33,000,865  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

         850,324,880            —            850,324,880  
      

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                    

Futures Contracts

         599,801            —            599,801  
      

 

 

        

 

 

        

 

 

 

Total Investments

       $ 850,924,681          $ —          $ 850,924,681  
      

 

 

        

 

 

        

 

 

 

 

* Other Financial Instruments would include any derivative instruments, such as futures contracts. These investments are generally recorded in the financial statements at the unrealized gain or loss on the investment.

5. Security Purchases and Sales

For the year ended December 31, 2014, cost of purchases and proceeds from sales of securities (excluding securities maturing less than one year from acquisition) were as follows:

 

        Purchases      Sales

AZL MVP Fusion Growth Fund

       $ 128,869,679          $ 199,145,812  

6. Investment Risks

Derivatives Risk: The Fund may invest directly or through affiliated or unaffiliated mutual funds or unregistered investment pools in derivative instruments such as futures, options, and options on futures. A derivative is a financial contract whose value depends on, or is derived from, the value of an underlying asset, reference rate, or risk. Use of derivative instruments involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional investments. Derivatives are subject to a number of other risks, such as liquidity risk, interest rate risk, market risk, credit risk, and selection risk. Derivatives also involve the risk of mispricing or improper valuation and the risk that changes in the value may not correlate perfectly with the underlying asset, rate, or index. Using derivatives may result in losses, possibly in excess of the principal amount invested. Also, suitable derivative transactions may not be available in all circumstances. The other party to a derivatives contract could default.

7. Federal Tax Information

It is the Fund’s policy to continue to comply with the requirements of the Internal Revenue Code under Subchapter M, applicable to regulated investment companies, and to distribute all of its taxable income, including any net realized gains on investments, to its shareholders. Therefore, no provision is made for federal income taxes.

 

11


AZL MVP Fusion Growth Fund

Notes to the Financial Statements

December 31, 2014

Management of the Fund has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

Cost for federal income tax purposes at December 31, 2014 is $683,950,901. The gross unrealized appreciation/ (depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 208,750,482   

Unrealized depreciation

    (42,376,503 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 166,373,979   
 

 

 

 

As of the end of its tax year ended December 31, 2014, the Fund has capital loss carry forwards (“CLCFs”) as summarized in the tables below. CLCFs subject to expiration are applied as short-term capital loss regardless of whether the originating capital loss was short-term or long-term. CLCFs that are not subject to expiration must be utilized before those that are subject to expiration. The Board does not intend to authorize a distribution of any realized gain for the Fund until any applicable CLCF has been offset or expires.

CLCFs subject to expiration:

 

        Expires
12/31/2017

AZL MVP Fusion Growth Fund

       $ 107,095,550  

CLCFs not subject to expiration:

During the year ended December 31, 2014, the Fund utilized $57,504,670 in CLCFs to offset capital gains.

The tax character of dividends paid to shareholders during the year ended December 31, 2014 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL MVP Fusion Growth Fund

       $ 11,282,347          $ —          $ 11,282,347  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

The tax character of dividends paid to shareholders during the year ended December 31, 2013 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL MVP Fusion Growth Fund

       $ 11,573,333          $ —          $ 11,573,333  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

As of December 31, 2014, the components of accumulated earnings on a tax basis were as follows:

 

        Undistributed
Ordinary
Income
     Undistributed
Long-Term
Capital Gains
     Accumulated
Capital and
Other Losses
    

Unrealized

Appreciation/
(Depreciation)(a)

    

Total
Accumulated

Earnings/

(Deficit)

AZL MVP Fusion Growth Fund

       $ 9,834,469          $ —          $ (107,095,550 )        $ 166,373,979          $ 69,112,898  

 

(a) The difference between book-basis and tax-basis unrealized appreciation/(depreciation) is attributable primarily to tax deferral of losses on wash sales.

8. Subsequent Events

Management has evaluated events and transactions subsequent to period end through the date the financial statements were issued, for purposes of recognition or disclosure in these financial statements and there are no subsequent events to report.

 

12


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

We have audited the accompanying statement of assets and liabilities of AZL MVP Fusion Growth Fund (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the schedule of portfolio investments, as of December 31, 2014, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2014, by correspondence with the brokers and transfer agents of the underlying funds. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of December 31, 2014, the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Columbus, Ohio

February 25, 2015

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2014, 35.81% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deduction available to corporate shareholders.

 

14


Other Information (Unaudited)

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request, by visiting the Securities and Exchange Commission’s (‘‘Commission’’) website at www.sec.gov, or by calling 800-624-0197.

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30th is available (i) without charge, upon request, by calling 800-624-0197; (ii) on the Allianz Variable Insurance Products Fund of Funds Trust’s website at https://www.allianzlife.com; and (iii) on the Commission’s website at http://www.sec.gov.

The Fund files complete Schedules of Portfolio Holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. Schedules of Portfolio Holdings for the Fund in this report are available without charge on the Commission’s website at http://www.sec.gov, or may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330.

 

15


Approval of Investment Advisory Agreement (Unaudited)

Subject to the general supervision of the Board of Trustees and in accordance with each Fund’s investment objectives and restrictions, investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). The Manager manages each Fund pursuant to an investment management agreement (the “Management Agreement”) with the Trust in respect of each such Fund. The Management Agreement provides that the Manager, subject to the supervision and approval of the Board of Trustees, is responsible for the management of each Fund. For management services, each Fund pays the Manager an investment advisory fee based upon each Fund’s average daily net assets. The Manager has contractually agreed to limit the expenses of each Fund by reimbursing each Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2016.

Wilshire Funds Management (“Wilshire”) serves as a consultant to the Manager in preparing statistical and other factual information for use in the creation and maintenance of the asset allocation models for the Fusion Funds (the AZL MVP Fusion Conservative, Balanced, Moderate and Growth Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Permitted Underlying Investments and the Fund’s asset allocations among the Permitted Underlying Investments. The Manager, not any Fund, pays a consultant fee to Wilshire. Wilshire began serving in its capacity as a consultant beginning January 1, 2010.

In reviewing the services provided by the Manager and the terms of the Management Agreement, the Board receives and reviews information related to the Manager’s experience and expertise in the variable insurance marketplace. Currently, the Funds are offered only through variable annuities and variable life insurance policies, and not in the retail fund market. In addition, the Board receives information regarding the Manager’s expertise with regard to portfolio diversification and asset allocation requirements within variable insurance products issued by Allianz Life Insurance Company of North America and its subsidiary, Allianz Life Insurance Company of New York. Currently, the Funds are offered only through Allianz Life and Allianz of New York variable products.

As required by the Investment Company Act of 1940 (the “1940 Act”), the Trust’s Board has reviewed and approved the Management Agreement with the Manager. The Board’s decision to approve this contract reflects the exercise of its business judgment on whether to approve new arrangements and continue the existing arrangements. During its review of the contract, the Board considered many factors, among the most material of which are: the Funds’ investment objectives, the Manager’s management philosophy, personnel, processes and investment performance, including its compliance history and the adequacy of its compliance processes; the preferences and expectations of Fund shareholders (and underlying contract owners) and their relative sophistication; the continuing state of competition in the mutual fund industry; and comparable fees in the mutual fund industry.

The Board also considered the compensation and benefits received by the Manager. This includes fees received for services provided to a Fund by employees of the Manager or of affiliates of the Manager and research services received by the Manager from brokers that execute Fund trades, as well as advisory fees. The Board considered the fact that: (1) the Manager and the Trust are parties to an Administrative Service Agreement and Compliance Services Agreement, under which the Manager is compensated by the Trust for performing certain administrative and compliance services including providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer; and (2) Allianz Life Financial Services LLC, an affiliated person of the Manager, is a registered securities broker-dealer and receives (along with its affiliated persons) payments made by the Underlying Funds pursuant to Rule 12b-1.

The Board is aware that various courts have interpreted provisions of the 1940 Act and have indicated in their decisions that the following factors may be relevant to the Manager’s compensation: the nature and quality of the services provided by the Manager, including the performance of the funds; the Manager’s cost of providing the services; the extent to which the Manager may realize “economies of scale” as the funds grow larger; any indirect benefits that may accrue to the Manager and its affiliates as a result of the Manager’s relationship with the funds; performance and expenses of comparable funds; the profitability to the Manager from acting as adviser to the funds; and the extent which the independent Board members are fully informed about all facts bearing on the Manager’s services and fees. The Trust’s Board is aware of these factors and took them into account in its review of the Management Agreement for the Funds.

The Board considered and weighed these circumstances in light of its experience in governing the Trust, and is assisted in its deliberations by the advice of legal counsel to the Independent Trustees. In this regard, the Board requests and receives a significant amount of information about the Funds and the Manager. Some of this information is provided at each regular meeting of the Board; additional information is provided in connection with the particular meeting or meetings at which the Board’s formal review of an advisory contract occurs. In between regularly scheduled meetings, the Board may receive information on particular matters as the need arises. Thus, the Board’s evaluation of the Management Agreement is informed by reports covering such matters as: the Manager’s investment philosophy, personnel and processes, and the Fund’s investment performance (in absolute terms as well as in relationship to its benchmark). In connection with comparing the performance of each Fund versus its benchmark, the Board receives reports on the extent to which the Fund’s performance may be attributed to various applicable factors, such as asset class allocation decisions and volatility management strategies, the performance of the Underlying Funds, rebalancing decisions, and the impact of cash positions and Fund fees and expenses. The Board also receives reports on the Funds’ expenses (including the advisory fee itself and the overall expense structure of the Funds, both in absolute terms and relative to similar and/or competing funds, with due regard for contractual or voluntary expense limitations); the nature and extent of the advisory and other services provided to the Fund by the Manager and its affiliates; compliance and audit reports concerning the Funds and the companies that service them; and relevant developments in the mutual fund industry and how the Funds and/or the Manager are responding to them.

The Board also receives financial information about the Manager, including reports on the compensation and benefits the Manager derives from its relationships with the Funds. These reports cover not only the fees under the Management Agreement, but also fees, if any, received for providing other services to the Funds. The reports also discuss any indirect or “fall out” benefits the Manager or its affiliates may derive from its relationship with the Funds.

The Management Agreement was most recently considered at Board of Trustees meetings held in the fall of 2014. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2014, and at an “in person” Board of Trustees meeting held October 21, 2014. The Agreement was approved at the Board meeting of October 21, 2014. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2016. In connection with such meetings, the Trustees requested and evaluated extensive materials from the Manager, including performance and expense information for other investment companies with similar investment objectives derived from data compiled by an independent third party provider and other sources believed to be reliable by the Manager. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with experienced counsel who are independent of the Manager and received a memorandum from such counsel discussing the legal standards for their consideration of the proposed approvals/ continuances. The independent (“disinterested”) Trustees also discussed the proposed approvals/continuances in a private session with such counsel at which no representatives of the Manager were present. In reaching their determinations relating to the approval and/or continuance of the Agreement, in respect of each Fund, the Trustees considered all factors they believed relevant. The Board based its decision to approve the Management Agreement on the totality of the circumstances and relevant factors, and with a view to past and future long-term considerations. Not all of the factors and considerations discussed above and below are necessarily relevant to each Fund, and the Board did not assign relative weights to factors discussed herein or deem any one or group of them to be controlling in and of themselves.

 

16


An SEC rule requires that shareholder reports include a discussion of certain factors relating to the selection of the investment adviser and the approval of the advisory fee. The “factors” enumerated by the SEC are set forth below in italics, as well as the Board’s conclusions regarding such factors:

(1) The nature, extent and quality of services provided by the Manager. The Trustees noted that the Manager, subject to the control of the Board of Trustees, administers each Fund’s business and other affairs. The Trustees noted that the Manager also provides the Trust and each Fund with such administrative and other services (exclusive of, and in addition to, any such services provided by any others retained by the Trust on behalf of the Funds) and executive and other personnel as are necessary for the operation of the Trust and the Funds. Except for the Trust’s Chief Compliance Officer, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

The Trustees considered the scope and quality of services provided by the Manager and noted that the scope of such services provided had expanded as a result of recent regulatory and other developments. The Trustees noted that, for example, the Manager is responsible for maintaining and monitoring its own compliance program, and this compliance program has been continuously refined and enhanced in light of new regulatory requirements. The Trustees considered the capabilities and resources which the Manager has dedicated to performing services on behalf of the Trust and its Funds. The quality of administrative and other services, including the Manager’s role in coordinating the activities of the Trust’s other service providers, also was considered. The Trustees concluded that, overall, they were satisfied with the nature, extent and quality of services provided (and expected to be provided) to the Trust and to each of the Funds under the Management Agreement.

(2) The investment performance of the Fund and the Manager. In connection with the fall 2014 contract review process, Trustees received extensive information on the performance results of the Funds. (Of the 12 Funds, one Fund, the AZL MVP T. Rowe Price Capital Appreciation Fund, did not have at least 12 months of performance history.) Historical performance information of at least three years was available for each of the AZL MVP Fusion Conservative, AZL MVP Fusion Balanced, AZL MVP Fusion Moderate and AZL MVP Fusion Growth Funds and the AZL Balanced and Growth Index Strategy Funds. Performance information includes information on absolute total return, performance versus the appropriate benchmark(s), the contribution to performance of the Manager’s asset class allocation decisions and volatility management strategies (the volatility management strategy was modified to incorporate a volatility cap in the second quarter of 2013), the performance of the Underlying Funds, and the impact on performance of rebalancing decisions, cash and Fund fees. For example, in connection with the Board of Trustees meeting held October 21, 2014, the Manager reported that for the three year period ended June 30, 2014, the AZL MVP Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 43rd, 73rd, 74th, and 86th percentiles respectively, in their [Lipper] peer groups, and for the one year period ended June 30, 2014 they ranked in the 49th, 74th, 32nd, and 82nd percentiles, respectively. For the three year period ended June 30, 2014, the AZL Balanced Index Strategy and AZL Growth Index Strategy Funds ranked in the 47th and 27th percentiles of their peer groups, respectively, and for the one year ended June 30, 2014 they ranked in the 69th and 27th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the two year period ended June 30, 2014, the AZL Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 20th, 50th, 12th, and 24th percentiles respectively; the AZL MVP Balanced Index Strategy and AZL MVP Growth Index Strategy Funds ranked in the 30th and 1st percentiles respectively; and the AZL MVP BlackRock Global Allocation, AZL MVP Invesco Equity & Income and the AZL MVP Franklin Templeton Founding Strategy Plus Funds ranked in the 47th, 1st, and 8th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014, the Trustees determined that the investment performance of the Funds was acceptable.

(3) The costs of services to be provided and profits to be realized by the Manager and its affiliates from the relationship with the Funds. The Board considered that the Manager receives an advisory fee from each of the Funds. The Manager reported that for the MVP Fusion Funds the advisory fee paid put these Funds in the 38th percentile of the customized peer group. The Manager reported that for the Index Strategy Funds the advisory fee paid put them in the 32nd percentile (or lower) of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Allocation, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity & Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 7th percentile of the customized peer group. Trustees were provided with information on the total expense ratios of the Funds and other funds in the customized peer groups, and the Manager reported upon the challenges in making peer group comparisons for the Funds.

The Manager provided information concerning the profitability of the Manager’s investment advisory activities for the period from 2011 through June 30, 2014. The Trustees recognized that it is difficult to make comparisons of profitability from investment company advisory agreements because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocation of expenses and the adviser’s capital structure and cost of capital. In considering profitability information, the Trustees considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Trustees focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Trustees recognized that the Manager should, in the abstract, be entitled to earn a reasonable level of profits for the services it provides to each Fund.

Based upon the information provided, the Board concluded that the Funds’ advisory fees and expense ratios are not unreasonable, and determined that there was no evidence that the Manager’s level of profitability from its relationship with the Funds was excessive.

(4) and (5) The extent to which economies of scale would be realized as the Funds grow, and whether fee levels reflect these economies of scale. The Trustees noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Trustees recognized that breakpoints may be an appropriate way for the Manager to share its economies of scale, if any, with Funds that have substantial assets. However, they also recognized that there may not be a direct relationship between any economies of scale realized by Funds and those realized by the Manager as assets increase. The Trustees do not believe there is a uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Trustees noted that in the fund industry as a whole, as well as among funds similar to the Funds, there is no uniformity or pattern in the fees and asset levels at which breakpoints (if any) apply. Depending on the age, size, and other characteristics of a particular fund and its manager’s cost structure, different conclusions can be drawn as to whether there are economies of scale to be realized at any particular level of assets, notwithstanding the intuitive conclusion that such economies exist, or will be realized at some level of total assets. Moreover, because different managers have different cost structures and service models, it is difficult to draw meaningful conclusions from the breakpoints that may have been adopted by other funds. The Trustees also noted that the advisory agreements for many funds do not have breakpoints at all, or if breakpoints exist, they may be at asset levels significantly greater than those of the individual Funds. The Trustees also noted that the total assets in all of the Funds as of June 30, 2014 were approximately $9.9 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.8 billion.

Having taken these factors into account, the Trustees concluded that the absence of breakpoints in the Funds’ advisory fee rate schedules was acceptable under each Fund’s circumstances.

The Trustees noted that the Manager has agreed to temporarily “cap” Fund expenses at certain levels, which has the effect of reducing expenses as would the implementation of advisory fee breakpoints. The Manager has committed to continue to consider the continuation of fee “caps” and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. It expects to consider whether or not to approve the Management Agreement at a meeting to be held prior to December 31, 2015, and will at that time, or prior thereto, consider: (a) the extent to which economies of scale can be realized, and (b) whether the advisory fee should be modified to reflect such economies of scale, if any.

 

17


Information about the Board of Trustees and Officers (Unaudited)

The Trust is managed by the Trustees in accordance with the laws of the state of Delaware governing business trusts. There are currently nine Trustees, two of whom are “interested persons” of the Trust within the meaning of that term under the 1940 Act. The Trustees and Officers of the Trust, their addresses, ages, their positions held with the Trust, their terms of office with the Trust and length of time served, their principal occupation(s) during the past five years, the number of portfolios in the Trust they oversee, and their other directorships held during the past five years are as follows:

Non-Interested Trustees(1)

 

Name, Address, and Age  

Positions

Held with

VIP Trust
and FOF Trust

 

Term of

Office(2)/Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust
and FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Peter R. Burnim, Age 67
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to 2012; Chairman, Northstar Group Holdings Ltd.Bermuda, 2011 to present; Expert Witness, Massachusetts Department of Revenue, 2011 to 2012; Executive Vice President, Northstar Companies, 2002 to 2005; Senior Officer, Citibank and Citicorp for over 25 years   43   Argus Group Holdings; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; and Bank of Bermuda NY
Peggy L. Ettestad, Age 57
5701 Golden Hills Drive
Minneapolis, MN 55416
  Lead
Independent
Trustee
 

Since 10/14

(Trustee since 2/07)

  Managing Director, Red Canoe Management Consulting LLC, 2008 to present; Senior Managing Director, Residential Capital LLC, 2003 to 2008; Chief Operations Officer, Transamerica Reinsurance 2002 to 2003   43   Luther College
Roger Gelfenbien, Age 71
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   43   Virtus Funds (8 Funds)
Claire R. Leonardi, Age 59
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Chief Executive Officer, Connecticut Innovations, Inc., 2012 to present; General Partner, Fairview Capital, L.P., 1994 to 2012   43   Connecticut Technology Council and Connecticut Bioscience Innovation Fund
Dickson W. Lewis, Age 66
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; Consultant to Lifetouch National School Studios; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2013; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   43   None
Peter W. McClean, Age 70
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; President and CEO of Measurisk, LLC, 2001 to 2003; Chief Risk Management Officer at Bank Of Bermuda Ltd., 1996 to 2001   43   PNMAC Opportunity Fund; Northeast Bank; and FHI
Arthur C. Reeds III, Age 70
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 10/99   Retired; Senior Investment Officer, Hartford Foundation for Public Giving, 2000 to 2003; Chairman, Chief Executive and President of Conning Corp., 1999 to 2000; Investment Consultant 1997 to 1999   43   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and Age  

Positions

Held with

VIP Trust
and FOF Trust

 

Term of

Office(2)/Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust
and FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Robert DeChellis, Age 47
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   43   None
Brian Muench, Age 44
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 6/11   President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Advisory Management, Allianz Investment Management LLC from December 2005 to November 2010   43   None

 

18


Officers

 

Name, Address, and Age   

Positions

Held with

VIP and VIP

FOF Trust

  

Term of

Office(2)/Length

of Time Served

   Principal Occupation(s) During Past 5 Years
Brian Muench, Age 44
5701 Golden Hills Drive
Minneapolis, MN 55416
   President    Since 11/10    President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Allianz Investment Management LLC from December 2005 to November 2010.
Michael Radmer, Age 69
Dorsey & Whitney LLP,
Suite 1500 50 South Sixth Street
Minneapolis, MN 55402-1498
   Secretary    Since 2/02    Partner, Dorsey and Whitney LLP since 1976.
Steve Rudden, Age 45
Citi Fund Services Ohio, Inc.
3435 Stelzer Road
Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 6/14    Senior Vice President, Financial Administration, Citi Fund Services Ohio, Inc., April 2011 to present; Vice President, JPMorgan, April 2006 to April 2010.
Chris R. Pheiffer, Age 46
5701 Golden Hills Drive
Minneapolis, MN 55416
   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 2/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present; Deputy Chief Compliance Officer of the VIP Trust and the FOF Trust and Compliance Director, Allianz Life, February 2007 to February 2014.

 

(1) Member of the Audit Committee.

 

(2) Indefinite.

 

(3) Is an “interested person”, as defined by the 1940 Act, due to employment by Allianz.

 

(4) The Manager and the Trust are parties to a Chief Compliance Officer Agreement under which the Manager is compensated by the Trust for providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer. The Chief Compliance Officer and Anti-Money Laundering Compliance Officer is not considered a corporate officer or executive employee of the Trust.

 

19


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.

These Funds are not FDIC Insured.

  ANNRPT1214 2/15   


AZL MVP FusionSM Moderate Fund

Annual Report

December 31, 2014

 

LOGO


Table of Contents

Management Discussion and Analysis

Page 1

Expense Examples and Portfolio Composition

Page 3

Schedule of Portfolio Investments

Page 4

Statement of Assets and Liabilities

Page 5

Statement of Operations

Page 5

Statements of Changes in Net Assets

Page 6

Financial Highlights

Page 7

Notes to the Financial Statements

Page 8

Report of Independent Registered Public Accounting Firm

Page 14

Other Federal Income Tax Information

Page 15

Other Information

Page 16

Approval of Investment Advisory Agreement

Page 17

Information about the Board of Trustees and Officers

Page 19

This report is submitted for the general information of the shareholder of the Fund. The report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus, which contains details concerning the sales charges and other pertinent information.


AZL MVP FusionSM Moderate Fund Review (unaudited)

 

Allianz Investment Management LLC serves as the Manager for the AZL MVP FusionSM Moderate Fund.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

What factors affected the Fund’s performance during the year ended December 31, 2014?

For the year ended December 31, 2014, the AZL MVP FusionSM Moderate Fund returned 4.24%. That compared to a 10.95% total return for its benchmark, the Moderate Composite Index, which is comprised of a 65% weighting in the S&P 500 Index1 and a 35% weighting in the Barclays U.S. Aggregate Bond Index2.

The AZL MVP FusionSM Moderate Fund is a fund of funds that achieves broad diversification by investing in underlying funds. It was invested in 29 funds at year-end. The Moderate Fund typically holds between 55% and 75% of its assets in equity funds and 25% to 45% of its assets in fixed income funds. The Fund also employs the MVP (Managed Volatility Portfolio) risk management process, which is intended to adjust the risk of the portfolio based on quantitative indicators of market risk, such as the current level of fund and market volatility.*

The U.S. equity market produced positive returns during the period, with the S&P 500 Index gaining 13.69%. Economic activity recovered after facing a contraction at the start of the year as extreme weather conditions across much of the U.S. created a challenging economic environment. Several economic indicators showed positive direction for most of the year. The U.S. employment situation improved, consumer confidence rose higher, the manufacturing sector rebounded, inflation remained below its long-term trend and the housing sector steadily improved. Consumers also benefited from the significant drop in oil prices that occurred toward the end of the year. The U.S. Federal Reserve (the Fed) exited its quantitative easing program by slowly reducing its bond purchases throughout the year, and concluded the program by making the final $15 billion purchase in October. Despite the continued economic gains, the Fed remained committed to keeping short-term interest rates anchored near zero until the economy could show further improvement.

Developed international equity markets lagged, with the MSCI EAFE Index declining 4.90% during the period. A continued weakness in Europe in addition to the contraction in Japan’s gross domestic product3 signaled further divergence between the U.S. and other major developed economies in 2014. Attempts to stimulate growth in Europe and Japan were met with varying degrees of success. One outcome from these stimulative efforts has been continued strength in the U.S. dollar. This currency impact has created an additional headwind for international returns. Emerging markets also faced challenges in 2014, with the MSCI Emerging Markets Index declining 2.19% during this period. Concerns about growth in China and the strength of the U.S. dollar weighed on the outlook for emerging countries in 2014.

Fixed income markets benefited from a decline in long-term interest rates during the last 12 months with the 10-year U.S. Treasury yield dropping 87 basis points (0.87%) during this period. Bond prices increase when interest rates decrease. Against this backdrop, the Barclays Capital U.S. Aggregate Bond Index gained 5.97%. Other segments of fixed income markets lagged during the year. Treasury inflation-protected securities (TIPS) trailed during the year. High-yield bonds also faced lower returns as lower oil

prices put pressure on leveraged companies in the energy sector and investors’ sensitivity to lower rated credit exposure increased. Global bonds experienced relative weakness during the period as well.

The Fund underperformed its composite benchmark in 2014 due to exposure to a broad range of asset classes that underperformed the composite benchmark along with underperformance from a select group of underlying funds. Relative performance was hurt by the Fund’s allocation to small- and mid-cap stocks, international equities and emerging market equities. Among the Fund’s fixed income holdings, exposure to TIPS, high-yield and global bonds dragged on relative results.

The Fund’s relative performance was also hampered by a select number of underlying funds that lagged their stated benchmark. A select group of underlying funds within small cap, international equity and high-yield bonds beat their stated benchmarks, positively contributing to relative performance.*

In the generally low volatility environment for most of 2014, the MVP risk management process worked as intended and largely maintained a neutral equity allocation relative to its target, resulting in a minimal impact on the Fund’s equity exposure and performance.*

 

Past performance does not guarantee future results.

 

* The Fund’s portfolio composition is subject to change. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the Fund in the future. The information contained in this commentary is for informational purposes only and should not be construed as a recommendation to purchase or sell securities in the sector mentioned. The Fund’s holdings and weightings are as of December 31, 2014.
1  The Standard & Poor’s 500 Index (“S&P 500”) is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole.
2  The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year.
3  Gross Domestic Product (GDP) is the monetary value of all the finished goods and services produced within a country’s borders in a specific time period, though GDP is usually calculated on an annual basis. It includes all of private and public consumption, government outlays, investments and exports less imports that occur within a defined territory.

Investors cannot invest directly in an index.

 
 

 

1


AZL MVP FusionSM Moderate Fund Review (unaudited)

 

Fund Objective

The Fund’s investment objective is to seek long-term capital appreciation. This objective may be changed by the Trustees of the Fund without shareholder approval. The Fund seeks to achieve its objective by investing in a combination of Permitted Underlying Funds that represent different classes in the Fund’s asset allocation.

Investment Concerns

The Fund invests in underlying funds, so its investment performance is directly related to the performance of those underlying funds. Before investing, investors should assess the risks associated with and types of investments made by each of the underlying funds in which the Fund invests.

Stocks are more volatile and carry more risk and return potential than other forms of investments.

Small- to mid-capitalization companies typically have a higher risk of failure and historically have experienced a greater degree of volatility.

International investing may involve risk of capital loss from unfavorable fluctuations in currency values, from differences in generally accepted accounting principles or from economic or political instability in other nations.

Bonds offer a relatively stable level of income, although bond prices will fluctuate, providing the potential for principal gain or loss.

Investing in derivatives instruments involves risks that may be different from or greater than the risk associated with investing directly in securities or other traditional instruments.

For a complete description of these and other risks associated with investing in a mutual Fund, please refer to the Fund’s prospectus.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Growth of $10,000 Investment

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmark, as well as the two component indices of the Fund’s benchmark, and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2014

 

     1
Year
    3
Year
    5
Year
    Since
Inception
(4/29/05)
 

AZL MVP FusionSM Moderate Fund

     4.24 %      10.55 %      7.96 %      5.26 % 

Moderate Composite Index

     10.95 %      14.07 %      11.83 %      7.51 % 

S&P 500 Index

     13.69 %      20.41 %      15.45 %      8.40 % 

Barclays U.S. Aggregate Bond Index

     5.97 %      2.66 %      4.45 %      4.78 % 

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please visit www.Allianzlife.com.

 

Expense Ratio1

   Gross  

AZL MVP FusionSM Moderate Fund

     1.11 % 

The above expense ratio is based on the current Fund prospectus dated April 28, 2014. The Manager and the Fund have entered into a written contract limiting operating expenses, excluding certain expenses (such as interest expense and Acquired Fund fees and expenses), to 0.30% through April 30, 2016. Additional information pertaining to the December 31, 2014 expense ratios can be found in the financial highlights.

 

1  Acquired Fund Fees and Expenses are incurred indirectly by the Fund through the valuation of the Fund’s investments in the Permitted Underlying Funds. Accordingly, Acquired Fees and Expenses affect the Fund’s total returns. Because these fees and expenses are not included in the Fund’s financial highlights, the Fund’s total annual fund operating expenses do not correlate to the ratios of expenses to average net assets shown in the financial highlights table. Without Acquired Fund Fees and expenses the Fund’s gross ratio would be 0.22%.

 

   The total return of the Fund does not reflect the effect of any insurance charges, the annual maintenance fee or the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Such charges, fees and tax payments would reduce the performance quoted.

 

   The Fund’s performance is measured against a composite index the (“Moderate Composite Index”), which is comprised of 65% of the Standard & Poor’s 500 Index (“S&P 500”) and 35% of the Barclays U.S. Aggregate Bond Index. The S&P 500 is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole. The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year. These indices are unmanaged and do not reflect the deduction of fees associated with a mutual fund, such as investment management and fund accounting fees. The Fund’s performance reflects the deduction of fees for services provided to the Fund. Investors cannot invest directly in an index.
 

 

2


AZL MVP Fusion Moderate Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL MVP Fusion Moderate Fund (the “Fund”), you incur ongoing costs, including management fees, distribution fees, and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. Please note that the expenses shown in each table do not reflect expenses that apply to the subaccount or the insurance contract. If the expenses that apply to the subaccount of the insurance contract were included, your costs would have been higher.

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the periods presented below.

The Actual Expense table below provides information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 -  12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL MVP Fusion Moderate Fund

       $ 1,000.00          $ 996.80          $ 1.11            0.22 %

The Hypothetical Expense table below 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, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL MVP Fusion Moderate Fund

       $ 1,000.00          $ 1,024.10          $ 1.12            0.22 %

 

* Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by 184/365 (to reflect the one half year period).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Domestic Equities

      37.6 %

Fixed Income

      32.9  

International Equities

      24.6  

Money Market

      3.5  
   

 

 

 

Total Investment Securities

      98.6  

Net other assets (liabilities)

      1.4  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Fusion Moderate Fund

Schedule of Portfolio Investments

December 31, 2014

Shares            Fair Value  
     

 

Affiliated Investment Companies (95.1%):

  

  3,058,843      AZL BlackRock Capital Appreciation Fund    $ 56,986,238  
  3,737,506      AZL Dreyfus Research Growth Fund      56,623,219  
  2,534,773      AZL Federated Clover Small Value Fund      56,246,615  
  5,883,012      AZL Gateway Fund      69,831,357  
  8,365,396      AZL International Index Fund      127,823,253  
  5,131,539      AZL Invesco Growth and Income Fund      83,951,971  
  7,914,597      AZL Invesco International Equity Fund      145,549,441  
  9,070,734      AZL JPMorgan International Opportunities Fund      155,018,852  
  8,387,904      AZL JPMorgan U.S. Equity Fund      138,232,655  
  19,994,224      AZL MetWest Total Return Bond Fund      201,341,839  
  2,480,101      AZL MFS Investors Trust Fund      56,918,316  
  3,451,828      AZL MFS Mid Cap Value Fund      43,320,440  
  7,486,868      AZL MFS Value Fund      97,553,893  
  1,248,838      AZL Mid Cap Index Fund      29,335,210  
  5,085,614      AZL Morgan Stanley Global Real Estate Fund      56,501,171  
  2,456,230      AZL Morgan Stanley Mid Cap Growth Fund      41,608,536  
  7,712,598      AZL NFJ International Value Fund      88,772,000  
  4,904,434      AZL Oppenheimer Discovery Fund      70,672,892  
  19,855,368      AZL Pyramis Core Bond Fund      201,333,431  
  3,919,127      AZL Russell 1000 Growth Index Fund      67,056,266  
  7,252,243      AZL Russell 1000 Value Index Fund      107,478,243  
Shares            Fair Value  

 

Affiliated Investment Companies, continued

  

     
  3,456,142      AZL Schroder Emerging Markets Equity Fund, Class 2    $ 25,368,083  
  5,050,467      AZL Wells Fargo Large Cap Growth Fund      56,918,760  
  4,127,086      NFJ Dividend Value Portfolio      56,747,437  
  8,333,273      PIMCO PVIT Global Advantage Strategy Bond Portfolio      78,499,434  
  6,970,436      PIMCO PVIT High Yield Portfolio      55,136,145  
  7,784,929      PIMCO PVIT Low Duration Portfolio      82,364,548  
  6,286,760      PIMCO PVIT Real Return Portfolio      80,533,389  
  18,017,807      PIMCO PVIT Total Return Portfolio      201,799,438  
     

 

 

 

 

Total Affiliated Investment Companies (Cost $2,095,111,324)

     2,589,523,072  
     

 

 

 

 

Unaffiliated Investment Company (3.5%):

  
  96,002,517      Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.61%(a)      96,002,517  
     

 

 

 

 

Total Unaffiliated Investment Company (Cost $96,002,517)

     96,002,517  
     

 

 

 

 
 

Total Investment Securities
(Cost $2,191,113,841)(b) — 98.6%

   $ 2,685,525,589  

 

Net other assets (liabilities) — 1.4%

     38,885,959  
     

 

 

 

 

Net Assets — 100.0%

   $ 2,724,411,548  
     

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2014.

 

(a) The rate represents the effective yield at December 31, 2014.

 

(b) See Federal Tax Information listed in the Notes to the Financial Statements.

Futures Contracts

Cash of $40,967,611 has been segregated to cover margin requirements for the following open contracts as of December 31, 2014:

 

Description    Type      Expiration
Date
     Number of
Contracts
     Notional
Value
     Unrealized
Appreciation/
(Depreciation)
 

U.S. Treasury 10-Year Note March Futures

     Long         3/20/15         378       $ 47,929,219      $ 256,799  

S&P 500 Index E-Mini March Futures

     Long         3/20/15         856         87,842,720        1,426,879  
              

 

 

 

Total

               $ 1,683,678  
              

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Fusion Moderate Fund

Statement of Assets and Liabilities

December 31, 2014

 

Assets:

    

Investments in non-affiliates, at cost

     $ 96,002,517  

Investments in affiliates, at cost

       2,095,111,324  
    

 

 

 

Total Investment securities, at cost

     $ 2,191,113,841  
    

 

 

 

Investments in non-affiliates, at value

     $ 96,002,517  

Investments in affiliates, at value

       2,589,523,072  
    

 

 

 

Total Investment securities, at value

       2,685,525,589  

Segregated cash for collateral

       40,967,611  

Interest and dividends receivable

       2,066,926  

Receivable for affiliated investments sold

       779,039  

Receivable for variation margin on futures contracts

       87,069  

Prepaid expenses

       22,779  
    

 

 

 

Total Assets

       2,729,449,013  
    

 

 

 

Liabilities:

    

Cash overdraft

       953,640  

Payable for affiliated investments purchased

       1,998,403  

Payable for capital shares redeemed

       491,624  

Payable for variation margin on futures contracts

       1,044,327  

Manager fees payable

       464,292  

Administration fees payable

       3,704  

Custodian fees payable

       461  

Administrative and compliance services fees payable

       7,254  

Trustee fees payable

       145  

Other accrued liabilities

       73,615  
    

 

 

 

Total Liabilities

       5,037,465  
    

 

 

 

Net Assets

     $ 2,724,411,548  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 2,136,410,567  

Accumulated net investment income/(loss)

       33,171,463  

Accumulated net realized gains/(losses) from investment transactions

       58,734,092  

Net unrealized appreciation/(depreciation) on investments

       496,095,426  
    

 

 

 

Net Assets

     $ 2,724,411,548  
    

 

 

 

Shares of beneficial interest (unlimited number of shares authorized, no par value)

       208,710,088  

Net Asset Value (offering and redemption price per share)

     $ 13.05  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2014

 

Investment Income:

    

Dividends from affiliates

     $ 34,600,493  

Dividends

       2,838  
    

 

 

 

Total Investment Income

       34,603,331  
    

 

 

 

Expenses:

    

Manager fees

       5,505,882  

Administration fees

       69,715  

Custodian fees

       2,291  

Administrative and compliance services fees

       37,460  

Trustee fees

       145,445  

Professional fees

       119,672  

Shareholder reports

       71,549  

Other expenses

       56,796  
    

 

 

 

Total expenses

       6,008,810  
    

 

 

 

Net Investment Income/(Loss)

       28,594,521  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

Net realized gains/(losses) on securities transactions from affiliates

       57,100,965  

Net realized gains distributions from affiliated underlying funds

       50,283,378  

Net realized gains/(losses) on futures contracts

       14,755,578  

Change in net unrealized appreciation/depreciation on investments

       (35,669,080 )
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       86,470,841  
    

 

 

 

Change in Net Assets Resulting From Operations

     $ 115,065,362  
    

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


Statements of Changes in Net Assets

     AZL MVP Fusion Moderate Fund
      For the
Year Ended
December 31,
2014
   For the
Year Ended
December 31,
2013

Change in Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 28,594,521        $ 29,736,844  

Net realized gains/(losses) on investment transactions

       122,139,921          41,394,331  

Change in unrealized appreciation/depreciation on investments

       (35,669,080 )        271,102,916  
    

 

 

      

 

 

 

Change in net assets resulting from operations

       115,065,362          342,234,091  
    

 

 

      

 

 

 

Dividends to Shareholders:

         

From net investment income

       (35,104,942 )        (36,803,773 )
    

 

 

      

 

 

 

Change in net assets resulting from dividends to shareholders

       (35,104,942 )        (36,803,773 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       58,591,865          148,369,871  

Proceeds from shares issued in merger

       —          316,567,026  

Proceeds from dividends reinvested

       35,104,942          36,803,773  

Value of shares redeemed

       (202,433,238 )        (122,566,179 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       (108,736,431 )        379,174,491  
    

 

 

      

 

 

 

Change in net assets

       (28,776,011 )        684,604,809  

Net Assets:

         

Beginning of period

       2,753,187,559          2,068,582,750  
    

 

 

      

 

 

 

End of period

     $ 2,724,411,548        $ 2,753,187,559  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 33,171,463        $ 35,104,890  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       4,555,478          12,332,796  

Shares issued in merger

       —          26,874,597  

Dividends reinvested

       2,694,163          3,087,565  

Shares redeemed

       (15,696,602 )        (10,402,400 )
    

 

 

      

 

 

 

Change in shares

       (8,446,961 )        31,892,558  
    

 

 

      

 

 

 

 

See accompanying notes to the financial statements.

 

6


AZL MVP Fusion Moderate Fund

Financial Highlights

(Selected data for a share of beneficial interest outstanding throughout the periods indicated)

 

     Year Ended December 31,
      2014   2013   2012   2011   2010

Net Asset Value, Beginning of Period

     $ 12.68       $ 11.17       $ 10.09       $ 10.58       $ 9.63  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                    

Net Investment Income/(Loss)

       0.14         0.11         0.13         0.14         0.05  

Net Realized and Unrealized Gains/(Losses) on Investments

       0.40         1.57         1.13         (0.44 )       1.07  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       0.54         1.68         1.26         (0.30 )       1.12  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                    

Net Investment Income

       (0.17 )       (0.17 )       (0.18 )       (0.19 )       (0.17 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.17 )       (0.17 )       (0.18 )       (0.19 )       (0.17 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 13.05       $ 12.68       $ 11.17       $ 10.09       $ 10.58  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(a)

       4.24 %       15.17 %       12.53 %       (2.84 )%       11.74 %

Ratios to Average Net Assets/Supplemental Data:

                    

Net Assets, End of Period (000’s)

     $ 2,724,412       $ 2,753,188       $ 2,068,583       $ 1,808,566       $ 1,545,100  

Net Investment Income/(Loss)

       1.04 %       1.22 %       1.34 %       1.63 %       1.47 %

Expenses Before Reductions*(b)

       0.22 %       0.22 %       0.23 %       0.22 %       0.24 %

Expenses Net of Reductions*

       0.22 %       0.21 %       0.18 %       0.17 %       0.19 %

Portfolio Turnover Rate(c)

       20 %       5 %       23 %       19 %       32 %

 

* The expense ratios exclude the impact of fees/expenses paid by each underlying fund.

 

(a) The returns include reinvested dividends and fund level expenses, but exclude insurance contract charges. If these charges were included, the returns would have been lower.

 

(b) Excludes fee reductions, if any. If such fee reductions had not occurred, the ratios would have been as indicated.

 

(c) The portfolio turnover rate can be volatile due to the amount and timing of purchases and sales of fund shares during the period.

 

See accompanying notes to the financial statements.

 

7


AZL MVP Fusion Moderate Fund

Notes to the Financial Statements

December 31, 2014

 

1. Organization

The Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”) was organized as a Delaware statutory trust on June 16, 2004. The Trust is a diversified open-end management investment company registered under the Investment Company Act of 1940, as amended, (the “1940 Act”) and thus is determined to be an investment company for accounting purposes. The Trust consists of 12 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP Fusion Moderate Fund (the “Fund”), and 11 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests in other mutual funds. Underlying Funds invest in stock, bonds, and other securities and reflect varying amounts of potential investment risk and reward. The Underlying Funds record their investments at fair value. Periodically, the Fund will adjust its asset allocation as it seeks to achieve its investment objective.

The Trust is authorized to issue an unlimited number of shares of the Fund without par value. Shares of the Fund are available through the variable annuity contracts offered through the separate accounts of participating insurance companies.

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund may enter into contracts with its vendors and others that provide for general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects that risk of loss to be remote.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform with U.S. generally accepted accounting principles (“U.S. GAAP”). The preparation of financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and 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.

Security Valuation

The Fund records its investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between willing market participants at the measurement date. The valuation techniques used to determine fair value are further described in Note 4 below.

Investment Transactions and Investment Income

Investment transactions are recorded not later than on the business day following trade date. However, for financial reporting purposes, investment transactions are accounted for on trade date. Net realized gains and losses on investments sold are recorded on the basis of identified cost. Interest income is recorded on the accrual basis and includes, where applicable, the amortization of premiums or accretion of discounts. Dividend income is recorded on the ex-dividend date.

Dividends to Shareholders

Dividends to shareholders are recorded on the ex-dividend date. The Fund distributes its dividends from net investment income and net realized capital gains, if any, on an annual basis. The amount of dividends from net investment income and from net realized gains is determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These “book/tax” differences are either temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., return of capital, net operating loss, and reclassification of certain distributions), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and post October losses) do not require reclassification. Dividends to shareholders that exceed net investment income and net realized gains for tax purposes are reported as distributions of capital.

Expense Allocation

Expenses directly attributable to the Fund are charged directly to the Fund, while expenses attributable to more than one Fund are allocated among the respective Funds based upon relative net assets or some other reasonable method. Expenses which are attributable to more than one Trust are allocated across the Allianz Variable Insurance Products and Allianz Variable Insurance Products Fund of Funds Trusts based upon relative net assets or another reasonable basis. Allianz Investment Management LLC (the “Manager”), serves as the investment manager for the Trust and the Allianz Variable Insurance Products Trust.

Derivative Instruments

All open derivative positions at period end are reflected on the Fund’s Schedule of Portfolio Investments. The following is a description of the derivative instruments utilized by the Fund, including the primary underlying risk exposures related to each instrument type. The Fund’s allocation to the MVP (Managed Volatility Portfolio) risk management process may include (a) derivatives such as index futures, other futures contracts, options, and other similar securities and (b) cash, money market equivalents, short-term debt instruments, money market funds, and short-term debt funds to satisfy all applicable margin requirements and to provide additional portfolio liquidity to satisfy large redemptions and any margin calls. Due to the leverage provided by derivatives, the notional value of the Fund’s derivative positions could exceed 20% of the Fund’s value. The Fund may also use futures to gain equity exposure and may hold cash as a buffer in the event of market shocks.

Futures Contracts

During the year ended December 31, 2014, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in

 

8


AZL MVP Fusion Moderate Fund

Notes to the Financial Statements

December 31, 2014

 

accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and a payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the underlying securities and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. The notional amount of futures contracts outstanding was $135.8 million as of December 31, 2014. The monthly average notional amount for these contracts was $137.7 million for the year ended December 31, 2014. Realized gains and losses are reported as “Net realized gains/(losses) on futures contracts” on the Statement of Operations.

Summary of Derivative Instruments

The following is a summary of the fair values of derivative instruments on the Fund’s Statement of Assets and Liabilities, categorized by risk exposure, as of December 31, 2014:

 

   

Asset Derivative

   

Liability Derivative

 
Primary Risk Exposure   Statement of Assets and Liabilities Location   Total Fair
Value*
    Statement of Assets and Liabilities Location   Total Fair
Value*
 
Equity Risk Exposure        
Equity Contracts   Receivable for variation margin on futures contracts   $ 1,426,879      Payable for variation margin on futures contracts   $ —   
Interest Risk Exposure        
Interest Rate       256,799          —   

 

* For futures contracts, the amounts represent the cumulative appreciation/(depreciation) of these futures contracts as reported in the Schedule of Portfolio Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities as Variation Margin on Futures Contracts.

The following is a summary of the effect of derivative instruments on the Statement of Operations, categorized by risk exposure, for the year ended December 31, 2014:

 

Primary Risk Exposure    Location of Gains/(Losses)
on Derivatives
Recognized in Income
     Realized Gains/(Losses)
on Derivatives
Recognized in Income
       Change in Net Unrealized
Appreciation/
Depreciation on
Derivatives Recognized
in Income
 
Equity Risk Exposure             
Equity Contracts    Net Realized gains/(losses) on futures contracts/Change in unrealized appreciation/depreciation on investments      $ 13,034,145         $ (1,786,180 ) 
Interest Rate Risk Exposure             
Interest Rate           1,721,433           1,136,681   

3. Related Party Transactions

The Manager provides investment advisory and management services for the Fund. The Manager has contractually agreed to waive fees and reimburse the Fund to limit the annual expenses, excluding interest expense (e.g., cash overdraft fees), taxes, brokerage commissions, other expenditures that are capitalized in accordance with U.S. GAAP and other extraordinary expenses not incurred in the ordinary course of the Fund’s business, based on the daily net assets of the Fund, through April 30, 2016. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2014, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP Fusion Moderate Fund

         0.20 %          0.30 %

Any amounts contractually waived or reimbursed by the Manager in a particular fiscal year will be subject to repayment by the Fund to the Manager to the extent that from time to time through the next three fiscal years the repayment will not cause the Fund’s expenses to exceed the lesser of the stated limit at the time of the waiver or the current stated limit. Any amounts recouped by the Manager during the year are reflected on the Statement of Operations as “Recoupment of prior expenses reimbursed by the Manager.” At December 31, 2014, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2014, there were no voluntary waivers.

 

9


AZL MVP Fusion Moderate Fund

Notes to the Financial Statements

December 31, 2014

 

The Manager or an affiliate of the Manager serves as the investment adviser of certain underlying funds in which the Fund invests. At December 31, 2014, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. The Manager or an affiliate of the Manager is paid a separate fee from the underlying funds for such services. A summary of the Fund’s investments in affiliated investment companies for the year ended December 31, 2014 is as follows:

 

     Fair Value
12/31/13
 

Purchases

at Cost

  Proceeds from
Sales
 

Net

Realized
Gain(Loss)

  Change in
Unrealized
Appreciation/
Depreciation
  Fair Value
12/31/14
  Dividend
Income

AZL BlackRock Capital Appreciation Fund

    $ 115,581,921       $ 5,642,914       $ (61,032,285 )     $ 18,416,098       $ (21,622,410 )     $ 56,986,238       $ —  

AZL Dreyfus Research Growth Fund

      59,676,396         2,976,592         (7,652,286 )       2,089,577         (467,060 )       56,623,219         87,892  

AZL Federated Clover Small Cap Value Fund

      73,585,473         7,107,561         (21,704,884 )       4,621,578         (7,363,113 )       56,246,615         463,337  

AZL Gateway Fund

      64,108,605         4,863,671         (435,609 )       17,685         1,277,005         69,831,357         819,330  

AZL International Index Fund

      138,577,462         3,830,745         (3,857,221 )       524,830         (11,252,563 )       127,823,253         2,400,837  

AZL Invesco Growth and Income Fund

      85,282,089         3,473,953         (9,382,940 )       2,286,968         2,291,901         83,951,971         824,477  

AZL Invesco International Equity Fund

      145,904,078         4,106,052         (2,706,318 )       445,981         (2,200,352 )       145,549,441         2,242,952  

AZL JPMorgan International Opportunities Fund

      165,794,478         6,774,715         (3,204,284 )       304,183         (14,650,240 )       155,018,852         2,215,644  

AZL JPMorgan U.S. Equity Fund

      142,763,569         1,022,793         (23,143,849 )       7,774,429         9,815,713         138,232,655         1,022,793  

AZL MetWest Total Return Bond Fund

      —         201,116,856         (1,182,412 )       7,799         1,399,596         201,341,839         —  

AZL MFS Investors Trust Fund

      58,969,878         1,532,163         (7,833,024 )       2,096,518         2,152,781         56,918,316         403,574  

AZL MFS Mid Cap Value Fund

      44,831,986         1,912,691         (5,944,331 )       1,722,116         797,978         43,320,440         141,549  

AZL MFS Value Fund

      100,843,193         1,332,974         (12,897,354 )       3,510,315         4,764,765         97,553,893         1,332,974  

AZL Mid Cap Index Fund

      29,875,099         1,175,874         (3,040,228 )       715,466         608,999         29,335,210         186,824  

AZL Morgan Stanley Global Real Estate Fund

      50,675,782         1,872,695         (2,563,063 )       232,027         6,283,730         56,501,171         524,750  

AZL Morgan Stanley Mid Cap Growth Fund

      44,653,519         4,889,564         (4,575,930 )       1,067,824         (4,426,441 )       41,608,536         —  

AZL NFJ International Value Fund

      87,346,197         13,669,729         (1,924,843 )       (229,030 )       (10,090,053 )       88,772,000         1,797,213  

AZL Oppenheimer Discovery Fund

      71,992,221         11,175,504         (6,828,418 )       1,436,552         (7,102,967 )       70,672,892         —  

AZL Pyramis Core Bond Fund

      187,569,003         38,546,337         (31,587,638 )       173,866         6,631,863         201,333,431         2,713,804  

AZL Russell 1000 Growth Index Fund

      80,489,962         5,243,823         (21,110,512 )       6,044,560         (3,611,567 )       67,056,266         634,825  

AZL Russell 1000 Value Index Fund

      99,150,050         17,498,970         (10,514,671 )       1,665,496         (321,602 )       107,478,243         1,574,967  

AZL Schroder Emerging Markets Equity Fund

      24,776,480         3,298,336         (1,246,726 )       28,676         (1,488,683 )       25,368,083         159,644  

AZL Wells Fargo Large Cap Growth Fund

      —         53,036,546         (2,413,732 )       175,146         6,120,800         56,918,760         —  

NFJ Dividend Value Portfolio

      57,493,173         3,120,767         (6,137,973 )       1,376,928         894,542         56,747,437         1,128,387  

PIMCO PVIT Global Advantage Strategy Bond Portfolio

      76,358,466         5,216,182         (239,271 )       (4,673 )       (2,831,270 )       78,499,434         1,571,810  

PIMCO PVIT High Yield Portfolio

      51,103,132         5,194,632         —         —         (1,161,619 )       55,136,145         2,875,932  

PIMCO PVIT Low Duration Portfolio

      —         82,932,199         —         —         (567,651 )       82,364,548         696,898  

PIMCO PVIT Real Return Portfolio

      103,172,839         1,907,698         (26,621,078 )       (2,529,251 )       4,603,181         80,533,389         1,204,491  

PIMCO PVIT Total Return Portfolio

      379,139,436         20,226,566         (205,577,049 )       (44,534 )       8,055,019         201,799,438         6,861,731  

PIMCO PVIT Unconstrained Bond Portfolio

      76,580,653         5,280,046         (83,474,671 )       3,173,835         (1,559,863 )       —         713,858  
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
    $ 2,616,295,140       $ 519,979,148       $ (568,832,600 )     $ 57,100,965       $ (35,019,581 )     $ 2,589,523,072       $ 34,600,493  
   

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Pursuant to separate agreements between the Funds and the Manager, the Manager provides a Chief Compliance Officer (“CCO”) and certain compliance oversight and regulatory filing services to the Trust. Under these agreements the Manager is entitled to an amount equal to a portion of the compensation and certain other expenses related to the individuals performing the CCO and compliance oversight services, as well as $100 per hour for time incurred in connection with the preparation and filing of certain documents with the Securities and Exchange Commission. The fees are paid to the Manager on a quarterly basis. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administrative and compliance services fees.”

Citi Fund Services Ohio, Inc. (“Citi” or the “Administrator”), a wholly owned subsidiary of Citigroup, Inc., with which an officer of the Trust is affiliated, serves as the Trust’s administrator, transfer agent, and fund accountant, and assists the Trust in all aspects of its administration and operation. The Administrator is entitled to a fee, accrued daily and paid monthly. In addition, the Administrator is entitled to annual account fees related to the transfer agency system, and a Trust-wide annual fee for providing infrastructure and support in implementing the written policies and procedures comprising the Fund’s compliance program. Fees payable to the Administrator are subject to certain reductions associated with services provided to new funds. Beginning January 1, 2015, these reductions are no longer applicable to new funds. The Administrator is also reimbursed for certain expenses incurred. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administration fees.”

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund and receives a Trust-wide annual fee of $7,500, paid by the Manager from its profits and not by the Trust, for recordkeeping and reporting services.

 

10


AZL MVP Fusion Moderate Fund

Notes to the Financial Statements

December 31, 2014

 

In addition, certain legal fees and expenses are paid to a law firm, Dorsey & Whitney LLP, of which the Secretary of the Fund is a partner. During the year ended December 31, 2014, $33,009 was paid from the Fund relating to these fees and expenses.

Certain Officers and Trustees of the Trust are affiliated with the Manager or the Administrator. Such Officers (except for the Trust’s CCO as noted above) and Trustees receive no compensation from the Trust for serving in their respective roles. For their service to the Trust and to the Allianz Variable Insurance Products Trust, each non-interested Trustee receives a $163,000 annual Board retainer and the Lead Director receives an additional $24,450 annually. In addition, the Trustees are reimbursed for certain expenses associated with attending Board meetings. Compensation to the Trustees is allocated between the Trust and the Allianz Variable Insurance Products Trust in proportion to the assets under management of each trust. During the year ended December 31, 2014, actual Trustee compensation was $1,155,670 in total for both trusts.

4. Investment Valuation Summary

The valuation techniques employed by the Fund, as described below, maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Fund’s investments are summarized in the three broad levels listed below:

 

  —  

Level 1 — quoted prices in active markets for identical assets

  —  

Level 2 — other significant observable inputs (including quoted prices for similar securities, interest rates, prepayments speeds, credit risk, etc.)

  —  

Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The Fund determines transfers between fair value hierarchy levels at the reporting period end. The inputs or methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments.

Investments in other investment companies are valued at their published net asset value (“NAV”). Security prices are generally provided by an independent third party pricing service approved by the Trust’s Board of Trustees (“Trustees”) as of the close of the New York Stock Exchange (“NYSE”) (generally 4:00 pm Eastern Time). The investments utilizing Level 1 valuations represent investments in open-end investment companies. Futures contracts are valued at the last sales price as of the close of the primary exchange and are typically categorized as Level 1 in the fair value hierarchy.

For the year ended December 31, 2014, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value.

The following is a summary of the valuation inputs used as of December 31, 2014 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Companies

       $ 2,589,523,072          $ —          $ 2,589,523,072  

Unaffiliated Investment Company

         96,002,517            —            96,002,517  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

         2,685,525,589            —            2,685,525,589  
      

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                    

Futures Contracts

         1,683,678            —            1,683,678  
      

 

 

        

 

 

        

 

 

 

Total Investments

       $ 2,687,209,267          $ —          $ 2,687,209,267  
      

 

 

        

 

 

        

 

 

 

 

* Other Financial Instruments would include any derivative instruments, such as futures contracts. These investments are generally recorded in the financial statements at the unrealized gain or loss on the investment.

5. Security Purchases and Sales

For the year ended December 31, 2014, cost of purchases and proceeds from sales of securities (excluding securities maturing less than one year from acquisition) were as follows:

 

        Purchases      Sales

AZL MVP Fusion Moderate Fund

       $ 519,979,148          $ 568,832,600  

6. Investment Risks

Derivatives Risk: The Fund may invest directly or through affiliated or unaffiliated mutual funds or unregistered investment pools in derivative instruments such as futures, options, and options on futures. A derivative is a financial contract whose value depends on, or is derived from, the value of an underlying asset, reference rate, or risk. Use of derivative instruments involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional investments. Derivatives are subject to a number of other risks, such as liquidity risk, interest rate risk, market risk, credit risk, and selection risk. Derivatives also involve the risk of mispricing or improper valuation and the risk that changes in the value may not correlate perfectly with the underlying asset, rate, or index. Using derivatives may result in losses, possibly in excess of the principal amount invested. Also, suitable derivative transactions may not be available in all circumstances. The other party to a derivatives contract could default.

7. Federal Tax Information

It is the Fund’s policy to continue to comply with the requirements of the Internal Revenue Code under Subchapter M, applicable to regulated investment companies, and to distribute all of its taxable income, including any net realized gains on investments, to its shareholders. Therefore, no provision is made for federal income taxes.

 

11


AZL MVP Fusion Moderate Fund

Notes to the Financial Statements

December 31, 2014

Management of the Fund has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

Cost for federal income tax purposes at December 31, 2014 is $2,230,202,919. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 507,308,671   

Unrealized depreciation

    (51,986,001 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 455,322,670   
 

 

 

 

During the year ended December 31, 2014, the Fund utilized $17,162,227 in capital loss carry forwards to offset capital gains.

The tax character of dividends paid to shareholders during the year ended December 31, 2014 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL MVP Fusion Moderate Fund

       $ 35,104,942          $ —          $ 35,104,942  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

The tax character of dividends paid to shareholders during the year ended December 31, 2013 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL MVP Fusion Moderate Fund

       $ 36,803,773          $ —          $ 36,803,773  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

As of December 31, 2014, the components of accumulated earnings on a tax basis were as follows:

 

        Undistributed
Ordinary
Income
     Undistributed
Long-Term
Capital Gains
     Accumulated
Capital and
Other Losses
     Unrealized
Appreciation/
(Depreciation)(a)
     Total
Accumulated
Earnings/
(Deficit)

AZL MVP Fusion Moderate Fund

       $ 33,171,463          $ 99,506,848          $ —          $ 455,322,670          $ 588,000,981  

 

(a) The difference between book-basis and tax-basis unrealized appreciation/(depreciation) is attributable primarily to tax deferral of losses on wash sales.

8. Acquisition of Funds

On April 26, 2013, the Fund acquired all of the net assets of the AZL MVP Fusion Moderate Fund, an open-end investment company, pursuant to a plan of reorganization approved by AZL MVP Fusion Moderate Fund shareholders on April 24, 2013. The purpose of the transaction was to combine two funds managed by the Manager with comparable investment objectives and strategies. The acquisition was accomplished by a tax-free exchange of 26,874,897 shares of the Fund, valued at $316,567,026, for 27,547,105 shares of the AZL MVP Fusion Moderate Fund outstanding on April 26, 2013.

The investment portfolio of the AZL MVP Fusion Moderate Fund, with a fair value of $300,786,728 and identified cost of $278,882,682 at April 26, 2013, was the principal asset acquired by the Fund. For financial reporting purposes, assets received and shares issued by the Fund were recorded at fair value; however, the cost basis of the investments received from the AZL MVP Fusion Moderate Fund was carried forward to align ongoing reporting of the Fund’s realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes. Immediately prior to the merger, the net assets of the Fund were $2,146,421,277. All fees and expenses incurred by the AZL MVP Fusion Moderate Fund and the Fund directly in connection with the plan of reorganization were borne by the Funds.

 

12


AZL MVP Fusion Moderate Fund

Notes to the Financial Statements

December 31, 2014

Assuming the acquisition had been completed on January 1, 2013, the beginning of the annual reporting period of the Fund, the Fund’s pro forma results of operations for the year ended December 31, 2013, are as follows:

 

Net investment income/(loss)

  $ 29,999,976   

Net realized/unrealized gains/losses)

    327,641,283   
 

 

 

 

Change in net assets resulting from operations

  $ 357,641,259   
 

 

 

 

Because the combined investment portfolios have been managed as a single integrated portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of the AZL MVP Fusion Moderate Fund that have been included in the Fund’s statement of operations since April 26, 2013.

9. Ownership and Principal Holders

The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a fund creates presumptions of control of the fund, under section 2(a)(9) of the 1940 Act. As of December 31, 2014, the Fund had a controlling interest (in excess of 50%) in the AZL International Index Fund, AZL NFJ International Fund, the AZL Russell 1000 Growth Index Fund, and the AZL Wells Fargo Large Cap Growth Fund, which are affiliated with the Investment Adviser.

10. Subsequent Events

Management has evaluated events and transactions subsequent to period end through the date the financial statements were issued, for purposes of recognition or disclosure in these financial statements and there are no subsequent events to report.

 

13


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

We have audited the accompanying statement of assets and liabilities of AZL MVP Fusion Moderate Fund (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the schedule of portfolio investments, as of December 31, 2014, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2014, by correspondence with the brokers and transfer agents of the underlying funds. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of December 31, 2014, the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Columbus, Ohio

February 25, 2015

 

14


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2014, 29.41% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deduction available to corporate shareholders.

 

15


Other Information (Unaudited)

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request, by visiting the Securities and Exchange Commission’s (“Commission”) website at www.sec.gov, or by calling 800-624-0197.

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30th is available (i) without charge, upon request, by calling 800-624-0197; (ii) on the Allianz Variable Insurance Products Fund of Funds Trust’s website at https://www.allianzlife.com; and (iii) on the Commission’s website at http://www.sec.gov.

The Fund files complete Schedules of Portfolio Holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. Schedules of Portfolio Holdings for the Fund in this report are available without charge on the Commission’s website at http://www.sec.gov, or may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330.

 

16


Approval of Investment Advisory Agreement (Unaudited)

Subject to the general supervision of the Board of Trustees and in accordance with each Fund’s investment objectives and restrictions, investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). The Manager manages each Fund pursuant to an investment management agreement (the “Management Agreement”) with the Trust in respect of each such Fund. The Management Agreement provides that the Manager, subject to the supervision and approval of the Board of Trustees, is responsible for the management of each Fund. For management services, each Fund pays the Manager an investment advisory fee based upon each Fund’s average daily net assets. The Manager has contractually agreed to limit the expenses of each Fund by reimbursing each Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2016.

Wilshire Funds Management (“Wilshire”) serves as a consultant to the Manager in preparing statistical and other factual information for use in the creation and maintenance of the asset allocation models for the Fusion Funds (the AZL MVP Fusion Conservative, Balanced, Moderate and Growth Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Permitted Underlying Investments and the Fund’s asset allocations among the Permitted Underlying Investments. The Manager, not any Fund, pays a consultant fee to Wilshire. Wilshire began serving in its capacity as a consultant beginning January 1, 2010.

In reviewing the services provided by the Manager and the terms of the Management Agreement, the Board receives and reviews information related to the Manager’s experience and expertise in the variable insurance marketplace. Currently, the Funds are offered only through variable annuities and variable life insurance policies, and not in the retail fund market. In addition, the Board receives information regarding the Manager’s expertise with regard to portfolio diversification and asset allocation requirements within variable insurance products issued by Allianz Life Insurance Company of North America and its subsidiary, Allianz Life Insurance Company of New York. Currently, the Funds are offered only through Allianz Life and Allianz of New York variable products.

As required by the Investment Company Act of 1940 (the “1940 Act”), the Trust’s Board has reviewed and approved the Management Agreement with the Manager. The Board’s decision to approve this contract reflects the exercise of its business judgment on whether to approve new arrangements and continue the existing arrangements. During its review of the contract, the Board considered many factors, among the most material of which are: the Funds’ investment objectives, the Manager’s management philosophy, personnel, processes and investment performance, including its compliance history and the adequacy of its compliance processes; the preferences and expectations of Fund shareholders (and underlying contract owners) and their relative sophistication; the continuing state of competition in the mutual fund industry; and comparable fees in the mutual fund industry.

The Board also considered the compensation and benefits received by the Manager. This includes fees received for services provided to a Fund by employees of the Manager or of affiliates of the Manager and research services received by the Manager from brokers that execute Fund trades, as well as advisory fees. The Board considered the fact that: (1) the Manager and the Trust are parties to an Administrative Service Agreement and Compliance Services Agreement, under which the Manager is compensated by the Trust for performing certain administrative and compliance services including providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer; and (2) Allianz Life Financial Services LLC, an affiliated person of the Manager, is a registered securities broker-dealer and receives (along with its affiliated persons) payments made by the Underlying Funds pursuant to Rule 12b-1.

The Board is aware that various courts have interpreted provisions of the 1940 Act and have indicated in their decisions that the following factors may be relevant to the Manager’s compensation: the nature and quality of the services provided by the Manager, including the performance of the funds; the Manager’s cost of providing the services; the extent to which the Manager may realize “economies of scale” as the funds grow larger; any indirect benefits that may accrue to the Manager and its affiliates as a result of the Manager’s relationship with the funds; performance and expenses of comparable funds; the profitability to the Manager from acting as adviser to the funds; and the extent which the independent Board members are fully informed about all facts bearing on the Manager’s services and fees. The Trust’s Board is aware of these factors and took them into account in its review of the Management Agreement for the Funds.

The Board considered and weighed these circumstances in light of its experience in governing the Trust, and is assisted in its deliberations by the advice of legal counsel to the Independent Trustees. In this regard, the Board requests and receives a significant amount of information about the Funds and the Manager. Some of this information is provided at each regular meeting of the Board; additional information is provided in connection with the particular meeting or meetings at which the Board’s formal review of an advisory contract occurs. In between regularly scheduled meetings, the Board may receive information on particular matters as the need arises. Thus, the Board’s evaluation of the Management Agreement is informed by reports covering such matters as: the Manager’s investment philosophy, personnel and processes, and the Fund’s investment performance (in absolute terms as well as in relationship to its benchmark). In connection with comparing the performance of each Fund versus its benchmark, the Board receives reports on the extent to which the Fund’s performance may be attributed to various applicable factors, such as asset class allocation decisions and volatility management strategies, the performance of the Underlying Funds, rebalancing decisions, and the impact of cash positions and Fund fees and expenses. The Board also receives reports on the Funds’ expenses (including the advisory fee itself and the overall expense structure of the Funds, both in absolute terms and relative to similar and/or competing funds, with due regard for contractual or voluntary expense limitations); the nature and extent of the advisory and other services provided to the Fund by the Manager and its affiliates; compliance and audit reports concerning the Funds and the companies that service them; and relevant developments in the mutual fund industry and how the Funds and/or the Manager are responding to them.

The Board also receives financial information about the Manager, including reports on the compensation and benefits the Manager derives from its relationships with the Funds. These reports cover not only the fees under the Management Agreement, but also fees, if any, received for providing other services to the Funds. The reports also discuss any indirect or “fall out” benefits the Manager or its affiliates may derive from its relationship with the Funds.

The Management Agreement was most recently considered at Board of Trustees meetings held in the fall of 2014. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2014, and at an “in person” Board of Trustees meeting held October 21, 2014. The Agreement was approved at the Board meeting of October 21, 2014. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2016. In connection with such meetings, the Trustees requested and evaluated extensive materials from the Manager, including performance and expense information for other investment companies with similar investment objectives derived from data compiled by an independent third party provider and other sources believed to be reliable by the Manager. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with experienced counsel who are independent of the Manager and received a memorandum from such counsel discussing the legal standards for their consideration of the proposed approvals/ continuances. The independent (“disinterested”) Trustees also discussed the proposed approvals/continuances in a private session with such counsel at which no representatives of the Manager were present. In reaching their determinations relating to the approval and/or continuance of the Agreement, in respect of each Fund, the Trustees considered all factors they believed relevant. The Board based its decision to approve the Management Agreement on the totality of the circumstances and relevant factors, and with a view to past and future long-term considerations. Not all of the factors and considerations discussed above and below are necessarily relevant to each Fund, and the Board did not assign relative weights to factors discussed herein or deem any one or group of them to be controlling in and of themselves.

 

17


An SEC rule requires that shareholder reports include a discussion of certain factors relating to the selection of the investment adviser and the approval of the advisory fee. The “factors” enumerated by the SEC are set forth below in italics, as well as the Board’s conclusions regarding such factors:

(1) The nature, extent and quality of services provided by the Manager. The Trustees noted that the Manager, subject to the control of the Board of Trustees, administers each Fund’s business and other affairs. The Trustees noted that the Manager also provides the Trust and each Fund with such administrative and other services (exclusive of, and in addition to, any such services provided by any others retained by the Trust on behalf of the Funds) and executive and other personnel as are necessary for the operation of the Trust and the Funds. Except for the Trust’s Chief Compliance Officer, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

The Trustees considered the scope and quality of services provided by the Manager and noted that the scope of such services provided had expanded as a result of recent regulatory and other developments. The Trustees noted that, for example, the Manager is responsible for maintaining and monitoring its own compliance program, and this compliance program has been continuously refined and enhanced in light of new regulatory requirements. The Trustees considered the capabilities and resources which the Manager has dedicated to performing services on behalf of the Trust and its Funds. The quality of administrative and other services, including the Manager’s role in coordinating the activities of the Trust’s other service providers, also was considered. The Trustees concluded that, overall, they were satisfied with the nature, extent and quality of services provided (and expected to be provided) to the Trust and to each of the Funds under the Management Agreement.

(2) The investment performance of the Fund and the Manager. In connection with the fall 2014 contract review process, Trustees received extensive information on the performance results of the Funds. (Of the 12 Funds, one Fund, the AZL MVP T. Rowe Price Capital Appreciation Fund, did not have at least 12 months of performance history.) Historical performance information of at least three years was available for each of the AZL MVP Fusion Conservative, AZL MVP Fusion Balanced, AZL MVP Fusion Moderate and AZL MVP Fusion Growth Funds and the AZL Balanced and Growth Index Strategy Funds. Performance information includes information on absolute total return, performance versus the appropriate benchmark(s), the contribution to performance of the Manager’s asset class allocation decisions and volatility management strategies (the volatility management strategy was modified to incorporate a volatility cap in the second quarter of 2013), the performance of the Underlying Funds, and the impact on performance of rebalancing decisions, cash and Fund fees. For example, in connection with the Board of Trustees meeting held October 21, 2014, the Manager reported that for the three year period ended June 30, 2014, the AZL MVP Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 43rd, 73rd, 74th, and 86th percentiles respectively, in their [Lipper] peer groups, and for the one year period ended June 30, 2014 they ranked in the 49th, 74th, 32nd, and 82nd percentiles, respectively. For the three year period ended June 30, 2014, the AZL Balanced Index Strategy and AZL Growth Index Strategy Funds ranked in the 47th and 27th percentiles of their peer groups, respectively, and for the one year ended June 30, 2014 they ranked in the 69th and 27th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the two year period ended June 30, 2014, the AZL Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 20th, 50th, 12th, and 24th percentiles respectively; the AZL MVP Balanced Index Strategy and AZL MVP Growth Index Strategy Funds ranked in the 30th and 1st percentiles respectively; and the AZL MVP BlackRock Global Allocation, AZL MVP Invesco Equity & Income and the AZL MVP Franklin Templeton Founding Strategy Plus Funds ranked in the 47th, 1st, and 8th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014, the Trustees determined that the investment performance of the Funds was acceptable.

(3) The costs of services to be provided and profits to be realized by the Manager and its affiliates from the relationship with the Funds. The Board considered that the Manager receives an advisory fee from each of the Funds. The Manager reported that for the MVP Fusion Funds the advisory fee paid put these Funds in the 38th percentile of the customized peer group. The Manager reported that for the Index Strategy Funds the advisory fee paid put them in the 32nd percentile (or lower) of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Allocation, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity & Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 7th percentile of the customized peer group. Trustees were provided with information on the total expense ratios of the Funds and other funds in the customized peer groups, and the Manager reported upon the challenges in making peer group comparisons for the Funds.

The Manager provided information concerning the profitability of the Manager’s investment advisory activities for the period from 2011 through June 30, 2014. The Trustees recognized that it is difficult to make comparisons of profitability from investment company advisory agreements because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocation of expenses and the adviser’s capital structure and cost of capital. In considering profitability information, the Trustees considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Trustees focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Trustees recognized that the Manager should, in the abstract, be entitled to earn a reasonable level of profits for the services it provides to each Fund.

Based upon the information provided, the Board concluded that the Funds’ advisory fees and expense ratios are not unreasonable, and determined that there was no evidence that the Manager’s level of profitability from its relationship with the Funds was excessive.

(4) and (5) The extent to which economies of scale would be realized as the Funds grow, and whether fee levels reflect these economies of scale. The Trustees noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Trustees recognized that breakpoints may be an appropriate way for the Manager to share its economies of scale, if any, with Funds that have substantial assets. However, they also recognized that there may not be a direct relationship between any economies of scale realized by Funds and those realized by the Manager as assets increase. The Trustees do not believe there is a uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Trustees noted that in the fund industry as a whole, as well as among funds similar to the Funds, there is no uniformity or pattern in the fees and asset levels at which breakpoints (if any) apply. Depending on the age, size, and other characteristics of a particular fund and its manager’s cost structure, different conclusions can be drawn as to whether there are economies of scale to be realized at any particular level of assets, notwithstanding the intuitive conclusion that such economies exist, or will be realized at some level of total assets. Moreover, because different managers have different cost structures and service models, it is difficult to draw meaningful conclusions from the breakpoints that may have been adopted by other funds. The Trustees also noted that the advisory agreements for many funds do not have breakpoints at all, or if breakpoints exist, they may be at asset levels significantly greater than those of the individual Funds. The Trustees also noted that the total assets in all of the Funds as of June 30, 2014 were approximately $9.9 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.8 billion.

Having taken these factors into account, the Trustees concluded that the absence of breakpoints in the Funds’ advisory fee rate schedules was acceptable under each Fund’s circumstances.

The Trustees noted that the Manager has agreed to temporarily “cap” Fund expenses at certain levels, which has the effect of reducing expenses as would the implementation of advisory fee breakpoints. The Manager has committed to continue to consider the continuation of fee “caps” and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. It expects to consider whether or not to approve the Management Agreement at a meeting to be held prior to December 31, 2015, and will at that time, or prior thereto, consider: (a) the extent to which economies of scale can be realized, and (b) whether the advisory fee should be modified to reflect such economies of scale, if any.

 

18


Information about the Board of Trustees and Officers (Unaudited)

The Trust is managed by the Trustees in accordance with the laws of the state of Delaware governing business trusts. There are currently nine Trustees, two of whom are “interested persons” of the Trust within the meaning of that term under the 1940 Act. The Trustees and Officers of the Trust, their addresses, ages, their positions held with the Trust, their terms of office with the Trust and length of time served, their principal occupation(s) during the past five years, the number of portfolios in the Trust they oversee, and their other directorships held during the past five years are as follows:

Non-Interested Trustees(1)

 

Name, Address, and Age  

Positions

Held with

VIP Trust and

FOF Trust

 

Term of

Office(2)/Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust and

FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Peter R. Burnim, Age 67

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/07   Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to 2012; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Expert Witness, Massachusetts Department of Revenue, 2011 to 2012; Executive Vice President, Northstar Companies, 2002 to 2005; Senior Officer, Citibank and Citicorp for over 25 years   43   Argus Group Holdings; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; and Bank of Bermuda NY

Peggy L. Ettestad, Age 57

5701 Golden Hills Drive

Minneapolis, MN 55416

  Lead
Independent
Trustee
 

Since 10/14

(Trustee since 2/07)

  Managing Director, Red Canoe Management Consulting LLC, 2008 to present; Senior Managing Director, Residential Capital LLC, 2003 to 2008; Chief Operations Officer, Transamerica Reinsurance 2002 to 2003   43   Luther College

Roger Gelfenbien, Age 71

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   43   Virtus Funds (8 Funds)

Claire R. Leonardi, Age 59

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Chief Executive Officer, Connecticut Innovations, Inc., 2012 to present; General Partner, Fairview Capital, L.P., 1994 to 2012   43   Connecticut Technology Council and Connecticut Bioscience Innovation Fund

Dickson W. Lewis, Age 66

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Retired; Consultant to Lifetouch National School Studios; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2013; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   43   None

Peter W. McClean, Age 70

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Retired; President and CEO of Measurisk, LLC, 2001 to 2003; Chief Risk Management Officer at Bank Of Bermuda Ltd., 1996 to 2001   43   PNMAC Opportunity Fund; Northeast Bank; and FHI

Arthur C. Reeds III, Age 70

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 10/99   Retired; Senior Investment Officer, Hartford Foundation for Public Giving, 2000 to 2003; Chairman, Chief Executive and President of Conning Corp., 1999 to 2000; Investment Consultant 1997 to 1999   43   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and Age  

Positions

Held with

VIP Trust and

FOF Trust

 

Term of

Office(2)/Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust and

FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Robert DeChellis, Age 47

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   43   None

Brian Muench, Age 44

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 6/11   President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Advisory Management, Allianz Investment Management LLC from December 2005 to November 2010   43   None

 

19


Officers

 

Name, Address, and Age   

Positions

Held with

VIP and VIP

FOF Trust

  

Term of

Office(2)/Length

of Time Served

   Principal Occupation(s) During Past 5 Years

Brian Muench, Age 44

5701 Golden Hills Drive

Minneapolis, MN 55416

   President    Since 11/10    President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Allianz Investment Management LLC from December 2005 to November 2010.

Michael Radmer, Age 69

Dorsey & Whitney LLP,

Suite 1500 50 South Sixth Street Minneapolis, MN 55402-1498

   Secretary    Since 2/02    Partner, Dorsey and Whitney LLP since 1976.

Steve Rudden, Age 45

Citi Fund Services Ohio, Inc.

3435 Stelzer Road

Columbus, OH 43219

   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 6/14    Senior Vice President, Financial Administration, Citi Fund Services Ohio, Inc., April 2011 to present; Vice President, JPMorgan, April 2006 to April 2010.

Chris R. Pheiffer, Age 46

5701 Golden Hills Drive

Minneapolis, MN 55416

   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 2/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present; Deputy Chief Compliance Officer of the VIP Trust and the FOF Trust and Compliance Director, Allianz Life, February 2007 to February 2014.

 

(1) Member of the Audit Committee.

 

(2) Indefinite.

 

(3) Is an “interested person”, as defined by the 1940 Act, due to employment by Allianz.

 

(4) The Manager and the Trust are parties to a Chief Compliance Officer Agreement under which the Manager is compensated by the Trust for providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer. The Chief Compliance Officer and Anti-Money Laundering Compliance Officer is not considered a corporate officer or executive employee of the Trust.

 

20


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.

These Funds are not FDIC Insured.

  ANNRPT1214 2/15   


AZL® MVP Growth Index Strategy Fund

Annual Report

December 31, 2014

 

LOGO


Table of Contents

Management Discussion and Analysis

Page 1

Expense Examples and Portfolio Composition

Page 3

Schedule of Portfolio Investments

Page 4

Statement of Assets and Liabilities

Page 5

Statement of Operations

Page 5

Statements of Changes in Net Assets

Page 6

Financial Highlights

Page 7

Notes to the Financial Statements

Page 8

Report of Independent Registered Public Accounting Firm

Page 13

Other Federal Income Tax Information

Page 14

Other Information

Page 15

Approval of Investment Advisory Agreement

Page 16

Information about the Board of Trustees and Officers

Page 18

This report is submitted for the general information of the shareholder of the Fund. The report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus, which contains details concerning the sales charges and other pertinent information.


AZL® MVP Growth Index Strategy Fund Review (unaudited)

 

Allianz Investment Management LLC serves as the Manager for the AZL® MVP Growth Index Strategy Fund.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

What factors affected the Fund’s performance for the year ended December 31, 2014?

For the year ended December 31, 2014, the AZL® MVP Growth Index Strategy Fund returned 6.47%. That compared to a 11.73% total return for its benchmark, the Growth Composite Index, which is comprised of an 75% weighting in the S&P 500 Index1 and a 25% weighting in the Barclays U.S. Aggregate Bond Index2.

The AZL® MVP Growth Index Strategy Fund is a fund of funds that pursues broad diversification across four equity sub-portfolios and one fixed-income sub-portfolio. The four equity sub-portfolios pursue passive strategies that aim to achieve, before fees, returns similar to the S&P 500 Index, the S&P 400 Index3, the S&P 6004 Index, and the MSCI EAFE Index5, which represents shares of large companies in developed foreign markets. The fixed income sub-portfolio is an enhanced bond index strategy that seeks to achieve a return that exceeds the Barclays Capital U.S. Aggregate Bond Index. Generally, the Fund allocates 65% to 85% of its assets to the underlying equity index funds and between 15% and 35% to the underlying bond index fund. The Fund also employs the MVP (Managed Volatility Portfolio) risk management process, which is intended to adjust the risk of the portfolio based on quantitative indicators of market risk, such as the current level of fund and market volatility.*

The U.S. equity market produced positive returns during the period, with the S&P 500 Index gaining 13.69%. Economic activity recovered after facing a contraction at the start of the year as extreme weather conditions across much of the U.S. created a challenging economic environment. Several economic indicators showed positive direction for most of the year. The U.S. employment situation improved, consumer confidence rose higher, the manufacturing sector rebounded, inflation remained below its long-term trend and the housing sector steadily improved. Consumers also benefited from the significant drop in oil prices that occurred toward the end of the year. The Federal Reserve (the Fed) exited its quantitative easing program by slowly reducing its bond purchases throughout the year, and concluded the program by making the final $15 billion purchase in October. Despite the continued economic gains, the Fed remained committed to keeping short-term interest rates anchored near zero until the economy could show further improvement.

Developed international equity markets lagged, with the MSCI EAFE Index declining 4.90% during the period. Continued weakness in Europe and a contraction in Japan’s gross domestic product6 signaled further divergence between the U.S. and other major developed economies in 2014. Attempts to stimulate growth in Europe and Japan were met with varying degrees of success. One outcome from these stimulative efforts has been continued strength in the U.S. dollar. This currency impact has created an additional headwind for international returns.

Fixed income markets benefited from a decline in long-term interest rates during the last 12 months with the 10-year U.S. Treasury yield dropping 87 basis points (0.87%) during this period. Bond prices increase when interest rates decrease. Against this backdrop, the Barclays Capital U.S. Aggregate Bond Index gained 5.97%.

The Fund underperformed its composite benchmark during the period due to its exposure to international equity and small- and mid-cap stocks, and due to the slight underperformance from the underlying fixed income fund compared to its benchmark.*

In the generally low volatility environment for most of 2014, the MVP risk management process worked as intended and largely maintained a neutral equity allocation relative to its target, resulting in a minimal impact on the Fund’s equity exposure and performance.*

 

Past performance does not guarantee future results.

 

* The Fund’s portfolio composition is subject to change. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the Fund in the future. The information contained in this commentary is for informational purposes only and should not be construed as a recommendation to purchase or sell securities in the sector mentioned. The Fund’s holdings and weightings are as of December 31, 2014.
1  The Standard & Poor’s 500 Index (“S&P 500”) is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole.
2  The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year.
3  The Standard & Poor’s MidCap 400 Index (“S&P 400”) is the most widely used index for mid-sized companies. The S&P 400 covers 7% of the U.S. equities market, and is part of a series of S&P U.S. indices that can be used as building blocks for portfolio composition.
4  The Standard & Poor’s SmallCap 600 Index (“S&P 600”) covers approximately 3% of the domestic equities market. Measuring the small-cap segment of the market that is typically renowned for poor trading liquidity and financial instability, the index is designed to be an efficient portfolio of companies that meet specific inclusion criteria to ensure that they are investable and financially viable.
5  The Morgan Stanley Capital International, Europe, Australasia and Far East (“MSCI EAFE”) Index is a free float-adjusted market capitalization-weighted index that is designed to measure the equity market performance of developed markets, excluding the U.S. & Canada.
6  Gross Domestic Product (GDP) is the monetary value of all the finished goods and services produced within a country’s borders in a specific time period, though GDP is usually calculated on an annual basis. It includes all of private and public consumption, government outlays, investments and exports less imports that occur within a defined territory.

Investors cannot invest directly in an index.

 
 

 

1


AZL® MVP Growth Index Strategy Fund Review (unaudited)

 

Fund Objective

The Fund’s investment objective is to seek long-term capital appreciation. This objective may be changed by the Trustees of the Fund without shareholder approval. The Fund seeks to achieve its objective by investing in a combination of Permitted Underlying Funds that represent different classes in the Fund’s asset allocation.

Investment Concerns

The Fund invests in underlying funds, so its investment performance is directly related to the performance of those underlying funds. Before investing, investors should assess the risks associated with and types of investments made by each of the underlying funds in which the Fund invests.

Stocks are more volatile and carry more risk and return potential than other forms of investments.

Small- to mid-capitalization companies typically have a higher risk of failure and historically have experienced a greater degree of volatility.

International investing may involve risk of capital loss from unfavorable fluctuations in currency values, from differences in generally accepted accounting principles or from economic or political instability in other nations.

The performance of the Fund is expected to be lower than that of the Indices because of Fund fees and expenses. Securities in which the Fund will invest may involve substantial risk and may be subject to sudden severe price declines.

Bonds offer a relatively stable level of income, although bond prices will fluctuate, providing the potential for principal gain or loss.

Investing in derivatives instruments involves risks that may be different from or greater than the risk associated with investing directly in securities or other traditional instruments.

For a complete description of these and other risks associated with investing in a mutual Fund, please refer to the Fund’s prospectus.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Growth of $10,000 Investment

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmark as well as the two component indices of the Fund’s benchmark, and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2014

 

     1
Year
    Since
Inception
(1/10/12)
 

AZL® MVP Growth Index Strategy Fund

     6.47 %      12.72 % 

Growth Composite Index

     11.73 %      15.22 % 

S&P 500 Index

     13.69 %      19.50 % 

Barclays U.S. Aggregate Bond Index

     5.97 %      2.71 % 

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please visit www.Allianzlife.com.

 

Expense Ratio2

   Gross  

AZL® MVP Growth Index Strategy Fund

     0.70 % 

The above expense ratio is based on the current Fund prospectus dated April 28, 2014. The Manager and the Fund have entered into a written contract limiting operating expenses, excluding certain expenses (such as interest expense and Acquired Fund fees and expenses), to 0.20% through April 30, 2016. Additional information pertaining to the December 31, 2014 expense ratios can be found in the financial highlights.

 

2  Acquired Fund Fees and Expenses are incurred indirectly by the Fund through the valuation of the Fund’s investments in the Permitted Underlying Funds. Accordingly, Acquired Fund Fees and Expenses affect the Fund’s total returns. Because these fees and expenses are not included in the Fund’s financial highlights, the Fund’s total annual fund operating expenses do not correlate to the ratios of expenses to average net assets shown in the financial highlights table. Without Acquired Fund Fees and Expenses the Fund’s gross ratio would be 0.13%.

 

   The total return of the Fund does not reflect the effect of any insurance charges, the annual maintenance fee or the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Such charges, fees and tax payments would reduce the performance quoted.

 

   The Fund’s performance is measured against a composite index (the “Growth Composite Index”), which is comprised of 75% of the Standard & Poor’s 500 Index (“S&P 500”) and 25% of the Barclays U.S. Aggregate Bond Index. The S&P 500 is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole. The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year. These indices are unmanaged and do not reflect the deduction of fees associated with a mutual fund, such as investment management and fund accounting fees. The Fund’s performance reflects the deduction of fees for services provided to the Fund. Investors cannot invest directly in an index.
 

 

2


AZL MVP Growth Index Strategy Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL MVP Growth Index Strategy Fund (the “Fund”), you incur ongoing costs, including management fees, distribution fees, and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. Please note that the expenses shown in each table do not reflect expenses that apply to the subaccount or the insurance contract. If the expenses that apply to the subaccount of the insurance contract were included, your costs would have been higher.

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the periods presented below.

The Actual Expense table below provides information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 -  12/31/14

AZL MVP Growth Index Strategy Fund

       $ 1,000.00          $ 1,009.80          $ 0.61            0.12 %

The Hypothetical Expense table below 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, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 -  12/31/14

AZL MVP Growth Index Strategy Fund

       $ 1,000.00          $ 1,024.60          $ 0.61            0.12 %

 

* Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by 184/365 (to reflect the one half year period).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Domestic Equities

      52.1 %

Fixed Income

      24.0  

International Equities

      19.0  

Money Market

      3.1  
   

 

 

 

Total Investment Securities

      98.2  

Net other assets (liabilities)

      1.8  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Growth Index Strategy Fund

Schedule of Portfolio Investments

December 31, 2014

Shares            Fair Value  
     

 

Affiliated Investment Companies (95.1%):

  

  24,091,890      AZL Enhanced Bond Index Fund    $ 268,142,739  
  13,869,103      AZL International Index Fund      211,919,894  
  5,243,173      AZL Mid Cap Index Fund      123,162,130  
  27,622,321      AZL S&P 500 Index Fund, Class 2      397,761,428  
  4,056,293      AZL Small Cap Stock Index Fund      62,588,596  
     

 

 

 

 

Total Affiliated Investment Companies (Cost $939,252,589)

     1,063,574,787  
     

 

 

 
Shares            Fair Value  
     

 

Unaffiliated Investment Companies (3.1%):

  
  1,500,347      Dreyfus Treasury Prime Cash Management Fund, Institutional Shares, 0.00%(a)    $ 1,500,347  
  33,000,865      Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.61%(a)      33,000,865  
     

 

 

 

 

Total Unaffiliated Investment Companies (Cost $34,501,212)

     34,501,212  
     

 

 

 

 

Total Investment Securities (Cost $973,753,801)(b) — 98.2%

     1,098,075,999  

 

Net other assets (liabilities) — 1.8%

     20,181,216  
     

 

 

 

 

Net Assets — 100.0%

   $ 1,118,257,215  
     

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2014.

 

(a) The rate represents the effective yield at December 31, 2014.

 

(b) See Federal Tax Information listed in the Notes to the Financial Statements.

Futures Contracts

Cash of $23,331,890 has been segregated to cover margin requirements for the following open contracts as of December 31, 2014:

 

Description    Type      Expiration
Date
     Number of
Contracts
     Notional
Value
     Unrealized
Appreciation/
(Depreciation)
 

U.S. Treasury 10-Year Note March Futures

     Long         3/20/15         111       $ 14,074,453      $ 74,595  

S&P 500 Index E-Mini March Futures

     Long         3/20/15         406         41,663,720        669,409  
              

 

 

 

Total

               $ 744,004  
              

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Growth Index Strategy Fund

Statement of Assets and Liabilities

December 31, 2014

 

Assets:

    

Investments in non-affiliates, at cost

     $ 34,501,212  

Investments in affiliates, at cost

       939,252,589  
    

 

 

 

Total Investment securities, at cost

     $ 973,753,801  
    

 

 

 

Investments in non-affiliates, at value

     $ 34,501,212  

Investments in affiliates, at value

       1,063,574,787  
    

 

 

 

Total Investment securities, at value

       1,098,075,999  

Cash

       1,215  

Segregated cash for collateral

       23,331,890  

Interest and dividends receivable

       110  

Receivable for capital shares issued

       89,192  

Receivable for variation margin on futures contracts

       25,534  

Prepaid expenses

       9,286  
    

 

 

 

Total Assets

       1,121,533,226  
    

 

 

 

Liabilities:

    

Payable for affiliated investments purchased

       1,493,687  

Payable for capital shares redeemed

       1,165,157  

Payable for variation margin on futures contracts

       494,709  

Manager fees payable

       94,144  

Administration fees payable

       2,904  

Custodian fees payable

       556  

Administrative and compliance services fees payable

       2,379  

Trustee fees payable

       48  

Other accrued liabilities

       22,427  
    

 

 

 

Total Liabilities

       3,276,011  
    

 

 

 

Net Assets

     $ 1,118,257,215  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 971,708,864  

Accumulated net investment income/(loss)

       11,042,200  

Accumulated net realized gains/(losses) from investment transactions

       10,439,949  

Net unrealized appreciation/(depreciation) on investments

       125,066,202  
    

 

 

 

Net Assets

     $ 1,118,257,215  
    

 

 

 

Shares of beneficial interest (unlimited number of shares authorized, no par value)

       80,464,282  

Net Asset Value (offering and redemption price per share)

     $ 13.90  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2014

 

Investment Income:

    

Dividends from affiliates

     $ 11,204,597  

Dividends

       976  
    

 

 

 

Total Investment Income

       11,205,573  
    

 

 

 

Expenses:

    

Manager fees

       952,735  

Administration fees

       56,595  

Custodian fees

       2,258  

Administrative and compliance services fees

       12,717  

Trustee fees

       48,197  

Professional fees

       42,606  

Shareholder reports

       25,684  

Other expenses

       16,063  
    

 

 

 

Total expenses

       1,156,855  
    

 

 

 

Net Investment Income/(Loss)

       10,048,718  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

Net realized gains/(losses) on securities transactions from affiliates

       (141,176 )

Net realized gains distributions from affiliated underlying funds

       7,122,586  

Net realized gains/(losses) on futures contracts

       5,417,203  

Change in net unrealized appreciation/depreciation on investments

       37,623,793  
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       50,022,406  
    

 

 

 

Change in Net Assets Resulting From Operations

     $ 60,071,124  
    

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


Statements of Changes in Net Assets

     AZL MVP Growth Index Strategy Fund
      For the
Year Ended
December 31,
2014
   For the
Year Ended
December 31,
2013

Change in Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 10,048,718        $ 6,077,397  

Net realized gains/(losses) on investment transactions

       12,398,613          6,605,670  

Change in unrealized appreciation/depreciation on investments

       37,623,793          77,847,321  
    

 

 

      

 

 

 

Change in net assets resulting from operations

       60,071,124          90,530,388  
    

 

 

      

 

 

 

Dividends to Shareholders:

         

From net investment income

       (7,493,815 )        —  

From net realized gains

       (6,092,693 )        (132,776 )
    

 

 

      

 

 

 

Change in net assets resulting from dividends to shareholders

       (13,586,508 )        (132,776 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       302,032,705          418,445,579  

Proceeds from dividends reinvested

       13,586,508          132,776  

Value of shares redeemed

       (12,452,843 )        (1,512,753 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       303,166,370          417,065,602  
    

 

 

      

 

 

 

Change in net assets

       349,650,986          507,463,214  

Net Assets:

         

Beginning of period

       768,606,229          261,143,015  
    

 

 

      

 

 

 

End of period

     $ 1,118,257,215        $ 768,606,229  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 11,042,200        $ 7,493,758  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       22,290,139          34,374,348  

Dividends reinvested

       990,270          10,786  

Shares redeemed

       (922,984 )        (125,252 )
    

 

 

      

 

 

 

Change in shares

       22,357,425          34,259,882  
    

 

 

      

 

 

 

 

See accompanying notes to the financial statements.

 

6


AZL MVP Growth Index Strategy Fund

Financial Highlights

(Selected data for a share of beneficial interest outstanding throughout the periods indicated)

 

      Year Ended
December 31,
2014
  Year Ended
December 31,
2013
 

January 10, 2012
to

December 31,
2012 (a)

Net Asset Value, Beginning of Period

     $ 13.23       $ 10.95       $ 10.00  
    

 

 

     

 

 

     

 

 

 

Investment Activities:

            

Net Investment Income/(Loss)

       0.10         0.10         0.09  

Net Realized and Unrealized Gains/(Losses) on Investments

       0.75         2.18         1.01  
    

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       0.85         2.28         1.10  
    

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

            

Net Investment Income

       (0.10 )       —         (0.12 )

Net Realized Gains

       (0.08 )       — (b)       (0.03 )
    

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.18 )       — (b)       (0.15 )
    

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 13.90       $ 13.23       $ 10.95  
    

 

 

     

 

 

     

 

 

 

Total Return(c)

       6.47 %       20.85 %       10.98 %(d)

Ratios to Average Net Assets/Supplemental Data:

            

Net Assets, End of Period (000’s)

     $ 1,118,257       $ 768,606       $ 261,143  

Net Investment Income/(Loss)(e)

       1.05 %       1.25 %       1.47 %

Expenses Before Reductions*(e)(f)

       0.12 %       0.13 %       0.22 %

Expenses Net of Reductions*(e)

       0.12 %       0.13 %       0.15 %

Portfolio Turnover Rate

       1 %       — (g)       11 %(d)

 

* The expense ratios exclude the impact of fees/expenses paid by each underlying fund.

 

(a) Period from commencement of operations. During the period from January 10, 2012 to December 10, 2012, the Fund’s primary vehicle for gaining exposure to derivatives was through investments in its wholly-owned and controlled subsidiary , the AZL MVP GIS Investments Trust (the “Subsidiary”). The Subsidiary was liquidated on December 10, 2012 at its net asset value on such date. The Subsidiary’s operations have been consolidated with the operations of the Fund through its liquidation on December 10, 2012.

 

(b) Represents less than $0.005.

 

(c) The returns include reinvested dividends and fund level expenses, but exclude insurance contract charges. If these charges were included, the returns would have been lower.

 

(d) Not annualized.

 

(e) Annualized for periods less than one year.

 

(f) Excludes fee reductions, if any. If such fee reductions had not occurred, the ratios would have been as indicated.

 

(g) Represents less than 0.5%.

 

See accompanying notes to the financial statements.

 

7


AZL MVP Growth Index Strategy Fund

Notes to the Financial Statements

December 31, 2014

 

1. Organization

The Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”) was organized as a Delaware statutory trust on June 16, 2004. The Trust is a diversified open-end management investment company registered under the Investment Company Act of 1940, as amended, (the “1940 Act”) and thus is determined to be an investment company for accounting purposes. The Trust consists of 12 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP Growth Index Strategy Fund (the “Fund”), and 11 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests in other mutual funds. Underlying Funds invest in stock, bonds, and other securities and reflect varying amounts of potential investment risk and reward. The Underlying Funds record their investments at fair value. Periodically, the Fund will adjust its asset allocation as it seeks to achieve its investment objective.

The Trust is authorized to issue an unlimited number of shares of the Fund without par value. Shares of the Fund are available through the variable annuity contracts offered through the separate accounts of participating insurance companies.

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund may enter into contracts with its vendors and others that provide for general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects that risk of loss to be remote.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform with U.S. generally accepted accounting principles (“U.S. GAAP”). The preparation of financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and 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.

Security Valuation

The Fund records its investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between willing market participants at the measurement date. The valuation techniques used to determine fair value are further described in Note 4 below.

Investment Transactions and Investment Income

Investment transactions are recorded not later than on the business day following trade date. However, for financial reporting purposes, investment transactions are accounted for on trade date. Net realized gains and losses on investments sold are recorded on the basis of identified cost. Interest income is recorded on the accrual basis and includes, where applicable, the amortization of premiums or accretion of discounts. Dividend income is recorded on the ex-dividend date.

Dividends to Shareholders

Dividends to shareholders are recorded on the ex-dividend date. The Fund distributes its dividends from net investment income and net realized capital gains, if any, on an annual basis. The amount of dividends from net investment income and from net realized gains is determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These “book/tax” differences are either temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., return of capital, net operating loss, reclassification of certain market discounts, gain/loss, paydowns, and distributions), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and post October losses) do not require reclassification. Dividends to shareholders that exceed net investment income and net realized gains for tax purposes are reported as distributions of capital.

Expense Allocation

Expenses directly attributable to the Fund are charged directly to the Fund, while expenses attributable to more than one Fund are allocated among the respective Funds based upon relative net assets or some other reasonable method. Expenses which are attributable to more than one Trust are allocated across the Allianz Variable Insurance Products and Allianz Variable Insurance Products Fund of Funds Trusts based upon relative net assets or another reasonable basis. Allianz Investment Management LLC (the “Manager”), serves as the investment manager for the Trust and the Allianz Variable Insurance Products Trust.

Derivative Instruments

All open derivative positions at period end are reflected on the Fund’s Schedule of Portfolio Investments. The following is a description of the derivative instruments utilized by the Fund, including the primary underlying risk exposures related to each instrument type. The Fund’s allocation to the MVP (Managed Volatility Portfolio) risk management process may include (a) derivatives such as index futures, other futures contracts, options, and other similar securities and (b) cash, money market equivalents, short-term debt instruments, money market funds, and short-term debt funds to satisfy all applicable margin requirements and to provide additional portfolio liquidity to satisfy large redemptions and any margin calls. Due to the leverage provided by derivatives, the notional value of the Fund’s derivative positions could exceed 20% of the Fund’s value. The Fund may also use futures to gain equity exposure and may hold cash as a buffer in the event of market shocks.

 

8


AZL MVP Growth Index Strategy Fund

Notes to the Financial Statements

December 31, 2014

 

Futures Contracts

During the year ended December 31, 2014, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and a payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the underlying securities and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. The notional amount of futures contracts outstanding was $55.7 million as of December 31, 2014. The monthly average notional amount for these contracts was $48.2 million for the year ended December 31, 2014. Realized gains and losses are reported as “Net realized gains/(losses) on futures contracts” on the Statement of Operations.

Summary of Derivative Instruments

The following is a summary of the fair values of derivative instruments on the Fund’s Statement of Assets and Liabilities, categorized by risk exposure, as of December 31, 2014:

 

   

Asset Derivative

   

Liability Derivative

 
Primary Risk Exposure   Statement of Assets and Liabilities Location   Total Fair
Value*
    Statement of Assets and Liabilities Location   Total Fair
Value*
 

Equity Risk Exposure

       
Equity Contracts   Receivable for variation margin on futures contracts   $ 669,409      Payable for variation margin on futures contracts   $ —   

Interest Rate Risk Exposure

       
Interest Rate       74,595          —   

 

* For futures contracts, the amounts represent the cumulative appreciation/(depreciation) of these futures contracts as reported in the Schedule of Portfolio Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities as Variation Margin on Futures Contracts.

The following is a summary of the effect of derivative instruments on the Statement of Operations, categorized by risk exposure, for the year ended December 31, 2014:

 

Primary Risk Exposure   

Location of Gains/(Losses)

on Derivatives

Recognized in Income

     Realized Gains/(Losses)
on Derivatives
Recognized in Income
       Change in Net Unrealized
Appreciation/
Depreciation on
Derivatives Recognized
in Income
 

Equity Risk Exposure

            
Equity Contracts    Net Realized gains/(losses) on futures contracts/Change in unrealized appreciation/depreciation on investments      $ 4,981,779         $ (346,918 ) 

Interest Rate Risk Exposure

            
Interest Rate           435,424           244,914   

3. Related Party Transactions

The Manager provides investment advisory and management services for the Fund. The Manager has contractually agreed to waive fees and reimburse the Fund to limit the annual expenses, excluding interest expense (e.g., cash overdraft fees), taxes, brokerage commissions, other expenditures that are capitalized in accordance with U.S. GAAP and other extraordinary expenses not incurred in the ordinary course of the Fund’s business, based on the daily net assets of the Fund, through April 30, 2016. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2014, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP Growth Index Strategy Fund

         0.10 %          0.20 %

Any amounts contractually waived or reimbursed by the Manager in a particular fiscal year will be subject to repayment by the Fund to the Manager to the extent that from time to time through the next three fiscal years the repayment will not cause the Fund’s expenses to exceed the lesser of the stated limit at the time of the waiver or the current stated limit. Any amounts recouped by the Manager during the year are reflected on the Statement of Operations as “Recoupment of prior expenses reimbursed by the Manager.” At December 31, 2014, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2014, there were no voluntary waivers.

 

9


AZL MVP Growth Index Strategy Fund

Notes to the Financial Statements

December 31, 2014

 

The Manager or an affiliate of the Manager serves as the investment adviser of certain underlying funds in which the Fund invests. At December 31, 2014, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. The Manager or an affiliate of the Manager is paid a separate fee from the underlying funds for such services. A summary of the Fund’s investments in affiliated investment companies for the year ended December 31, 2014 is as follows:

 

      Fair Value
12/31/13
   Purchases
at Cost
   Proceeds from
Sales
   Net
Realized
Gain(Loss)
   Change in
Unrealized
Appreciation/
Depreciation
   Fair Value
12/31/14
   Dividend
Income

AZL Enhanced Bond Index Fund

     $ 181,352,461        $ 84,055,956        $ (6,270,269 )      $ (212,042 )      $ 9,216,633        $ 268,142,739        $ 2,416,107  

AZL International Index Fund

       146,041,046          82,825,380          (720,407 )        60,271          (16,286,396 )        211,919,894          3,437,711  

AZL Mid Cap Index Fund

       84,282,835          33,765,099          —          —          5,114,196          123,162,130          736,128  

AZL S&P 500 Index Fund, Class 2

       274,348,332          83,708,374          (73,631 )        10,595          39,767,758          397,761,428          4,274,383  

AZL Small Cap Stock Index Fund

       42,014,649          20,660,340          —          —          (86,393 )        62,588,596          340,268  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ 728,039,323        $ 305,015,149        $ (7,064,307 )      $ (141,176 )      $ 37,725,798        $ 1,063,574,787        $ 11,204,597  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

Pursuant to separate agreements between the Funds and the Manager, the Manager provides a Chief Compliance Officer (“CCO”) and certain compliance oversight and regulatory filing services to the Trust. Under these agreements the Manager is entitled to an amount equal to a portion of the compensation and certain other expenses related to the individuals performing the CCO and compliance oversight services, as well as $100 per hour for time incurred in connection with the preparation and filing of certain documents with the Securities and Exchange Commission. The fees are paid to the Manager on a quarterly basis. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administrative and compliance services fees.”

Citi Fund Services Ohio, Inc. (“Citi” or the “Administrator”), a wholly owned subsidiary of Citigroup, Inc., with which an officer of the Trust is affiliated, serves as the Trust’s administrator, transfer agent, and fund accountant, and assists the Trust in all aspects of its administration and operation. The Administrator is entitled to a fee, accrued daily and paid monthly. In addition, the Administrator is entitled to annual account fees related to the transfer agency system, and a Trust-wide annual fee for providing infrastructure and support in implementing the written policies and procedures comprising the Fund’s compliance program. Fees payable to the Administrator are subject to certain reductions associated with services provided to new funds. Beginning January 1, 2015, these reductions are no longer applicable to new funds. The Administrator is also reimbursed for certain expenses incurred. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administration fees.”

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund and receives a Trust-wide annual fee of $7,500, paid by the Manager from its profits and not by the Trust, for recordkeeping and reporting services.

In addition, certain legal fees and expenses are paid to a law firm, Dorsey & Whitney LLP, of which the Secretary of the Fund is a partner. During the year ended December 31, 2014, $10,866 was paid from the Fund relating to these fees and expenses.

Certain Officers and Trustees of the Trust are affiliated with the Manager or the Administrator. Such Officers (except for the Trust’s CCO as noted above) and Trustees receive no compensation from the Trust for serving in their respective roles. For their service to the Trust and to the Allianz Variable Insurance Products Trust, each non-interested Trustee receives a $163,000 annual Board retainer and the Lead Director receives an additional $24,450 annually. In addition, the Trustees are reimbursed for certain expenses associated with attending Board meetings. Compensation to the Trustees is allocated between the Trust and the Allianz Variable Insurance Products Trust in proportion to the assets under management of each trust. During the year ended December 31, 2014, actual Trustee compensation was $1,155,670 in total for both trusts.

4. Investment Valuation Summary

The valuation techniques employed by the Fund, as described below, maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Fund’s investments are summarized in the three broad levels listed below:

 

  —  

Level 1 — quoted prices in active markets for identical assets

  —  

Level 2 — other significant observable inputs (including quoted prices for similar securities, interest rates, prepayments speeds, credit risk, etc.)

  —  

Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The Fund determines transfers between fair value hierarchy levels at the reporting period end. The inputs or methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments.

Investments in other investment companies are valued at their published net asset value (“NAV”). Security prices are generally provided by an independent third party pricing service approved by the Trust’s Board of Trustees (“Trustees”) as of the close of the New York Stock Exchange (“NYSE”) (generally 4:00 pm Eastern Time). The investments utilizing Level 1 valuations represent investments in open-end investment companies. Futures contracts are valued at the last sales price as of the close of the primary exchange and are typically categorized as Level 1 in the fair value hierarchy.

For the year ended December 31, 2014, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value.

 

10


AZL MVP Growth Index Strategy Fund

Notes to the Financial Statements

December 31, 2014

The following is a summary of the valuation inputs used as of December 31, 2014 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Companies

       $ 1,063,574,787          $ —          $ 1,063,574,787  

Unaffiliated Investment Companies

         34,501,212            —            34,501,212  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

         1,098,075,999            —            1,098,075,999  
      

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                    

Futures Contracts

         744,004            —            744,004  
      

 

 

        

 

 

        

 

 

 

Total Investments

       $ 1,098,820,003          $ —          $ 1,098,820,003  
      

 

 

        

 

 

        

 

 

 

 

* Other Financial Instruments would include any derivative instruments, such as futures contracts. These investments are generally recorded in the financial statements at the unrealized gain or loss on the investment.

5. Security Purchases and Sales

For the year ended December 31, 2014, cost of purchases and proceeds from sales of securities (excluding securities maturing less than one year from acquisition) were as follows:

 

        Purchases      Sales

AZL MVP Growth Index Strategy Fund

       $ 305,015,149          $ 7,064,307  

6. Investment Risks

Derivatives Risk: The Fund may invest directly or through affiliated or unaffiliated mutual funds or unregistered investment pools in derivative instruments such as futures, options, and options on futures. A derivative is a financial contract whose value depends on, or is derived from, the value of an underlying asset, reference rate, or risk. Use of derivative instruments involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional investments. Derivatives are subject to a number of other risks, such as liquidity risk, interest rate risk, market risk, credit risk, and selection risk. Derivatives also involve the risk of mispricing or improper valuation and the risk that changes in the value may not correlate perfectly with the underlying asset, rate, or index. Using derivatives may result in losses, possibly in excess of the principal amount invested. Also, suitable derivative transactions may not be available in all circumstances. The other party to a derivatives contract could default.

7. Federal Tax Information

It is the Fund’s policy to continue to comply with the requirements of the Internal Revenue Code under Subchapter M, applicable to regulated investment companies, and to distribute all of its taxable income, including any net realized gains on investments, to its shareholders. Therefore, no provision is made for federal income taxes.

Management of the Fund has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

Cost for federal income tax purposes at December 31, 2014 is $974,084,932. The gross unrealized appreciation/ (depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 124,322,198   

Unrealized depreciation

    (331,131 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 123,991,067   
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2014 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL MVP Growth Index Strategy Fund

       $ 9,327,632          $ 4,258,876          $ 13,586,508  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

The tax character of dividends paid to shareholders during the year ended December 31, 2013 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL MVP Growth Index Strategy Fund

       $ 53,288          $ 79,488          $ 132,776  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

 

11


AZL MVP Growth Index Strategy Fund

Notes to the Financial Statements

December 31, 2014

As of December 31, 2014, the components of accumulated earnings on a tax basis were as follows:

 

        Undistributed
Ordinary
Income
     Undistributed
Long-Term
Capital Gains
     Accumulated
Capital and
Other Losses
    

Unrealized

Appreciation/
(Depreciation)(a)

    

Total
Accumulated

Earnings/
(Deficit)

AZL MVP Growth Index Strategy Fund

       $ 13,168,265          $ 9,389,019          $ —          $ 123,991,067          $ 146,548,351  

 

(a) The difference between book-basis and tax-basis unrealized appreciation/(depreciation) is attributable primarily to tax deferral of losses on wash sales.

8. Subsequent Events

Management has evaluated events and transactions subsequent to period end through the date the financial statements were issued, for purposes of recognition or disclosure in these financial statements and there are no subsequent events to report.

 

12


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

We have audited the accompanying statement of assets and liabilities of AZL MVP Growth Index Strategy Fund (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the schedule of portfolio investments, as of December 31, 2014, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the periods in the three-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2014, by correspondence with the brokers, custodian and transfer agents of the underlying funds. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of December 31, 2014, the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the periods in the three-year period then ended, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Columbus, Ohio

February 25, 2015

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2014, 33.35% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deduction available to corporate shareholders.

During the year ended December 31, 2014, the Fund declared net long-term capital gain distributions of $4,258,876.

During the year ended December 31, 2014, the Fund declared net short-term capital gain distributions of $1,833,816.

 

14


Other Information (Unaudited)

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request, by visiting the Securities and Exchange Commission’s (‘‘Commission’’) website at www.sec.gov, or by calling 800-624-0197.

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30th is available (i) without charge, upon request, by calling 800-624-0197; (ii) on the Allianz Variable Insurance Products Fund of Funds Trust’s website at https://www.allianzlife.com; and (iii) on the Commission’s website at http://www.sec.gov.

The Fund files complete Schedules of Portfolio Holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. Schedules of Portfolio Holdings for the Fund in this report are available without charge on the Commission’s website at http://www.sec.gov, or may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330.

 

15


Approval of Investment Advisory Agreement (Unaudited)

Subject to the general supervision of the Board of Trustees and in accordance with each Fund’s investment objectives and restrictions, investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). The Manager manages each Fund pursuant to an investment management agreement (the “Management Agreement”) with the Trust in respect of each such Fund. The Management Agreement provides that the Manager, subject to the supervision and approval of the Board of Trustees, is responsible for the management of each Fund. For management services, each Fund pays the Manager an investment advisory fee based upon each Fund’s average daily net assets. The Manager has contractually agreed to limit the expenses of each Fund by reimbursing each Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2016.

Wilshire Funds Management (“Wilshire”) serves as a consultant to the Manager in preparing statistical and other factual information for use in the creation and maintenance of the asset allocation models for the Fusion Funds (the AZL MVP Fusion Conservative, Balanced, Moderate and Growth Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Permitted Underlying Investments and the Fund’s asset allocations among the Permitted Underlying Investments. The Manager, not any Fund, pays a consultant fee to Wilshire. Wilshire began serving in its capacity as a consultant beginning January 1, 2010.

In reviewing the services provided by the Manager and the terms of the Management Agreement, the Board receives and reviews information related to the Manager’s experience and expertise in the variable insurance marketplace. Currently, the Funds are offered only through variable annuities and variable life insurance policies, and not in the retail fund market. In addition, the Board receives information regarding the Manager’s expertise with regard to portfolio diversification and asset allocation requirements within variable insurance products issued by Allianz Life Insurance Company of North America and its subsidiary, Allianz Life Insurance Company of New York. Currently, the Funds are offered only through Allianz Life and Allianz of New York variable products.

As required by the Investment Company Act of 1940 (the “1940 Act”), the Trust’s Board has reviewed and approved the Management Agreement with the Manager. The Board’s decision to approve this contract reflects the exercise of its business judgment on whether to approve new arrangements and continue the existing arrangements. During its review of the contract, the Board considered many factors, among the most material of which are: the Funds’ investment objectives, the Manager’s management philosophy, personnel, processes and investment performance, including its compliance history and the adequacy of its compliance processes; the preferences and expectations of Fund shareholders (and underlying contract owners) and their relative sophistication; the continuing state of competition in the mutual fund industry; and comparable fees in the mutual fund industry.

The Board also considered the compensation and benefits received by the Manager. This includes fees received for services provided to a Fund by employees of the Manager or of affiliates of the Manager and research services received by the Manager from brokers that execute Fund trades, as well as advisory fees. The Board considered the fact that: (1) the Manager and the Trust are parties to an Administrative Service Agreement and Compliance Services Agreement, under which the Manager is compensated by the Trust for performing certain administrative and compliance services including providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer; and (2) Allianz Life Financial Services LLC, an affiliated person of the Manager, is a registered securities broker-dealer and receives (along with its affiliated persons) payments made by the Underlying Funds pursuant to Rule 12b-1.

The Board is aware that various courts have interpreted provisions of the 1940 Act and have indicated in their decisions that the following factors may be relevant to the Manager’s compensation: the nature and quality of the services provided by the Manager, including the performance of the funds; the Manager’s cost of providing the services; the extent to which the Manager may realize “economies of scale” as the funds grow larger; any indirect benefits that may accrue to the Manager and its affiliates as a result of the Manager’s relationship with the funds; performance and expenses of comparable funds; the profitability to the Manager from acting as adviser to the funds; and the extent which the independent Board members are fully informed about all facts bearing on the Manager’s services and fees. The Trust’s Board is aware of these factors and took them into account in its review of the Management Agreement for the Funds.

The Board considered and weighed these circumstances in light of its experience in governing the Trust, and is assisted in its deliberations by the advice of legal counsel to the Independent Trustees. In this regard, the Board requests and receives a significant amount of information about the Funds and the Manager. Some of this information is provided at each regular meeting of the Board; additional information is provided in connection with the particular meeting or meetings at which the Board’s formal review of an advisory contract occurs. In between regularly scheduled meetings, the Board may receive information on particular matters as the need arises. Thus, the Board’s evaluation of the Management Agreement is informed by reports covering such matters as: the Manager’s investment philosophy, personnel and processes, and the Fund’s investment performance (in absolute terms as well as in relationship to its benchmark). In connection with comparing the performance of each Fund versus its benchmark, the Board receives reports on the extent to which the Fund’s performance may be attributed to various applicable factors, such as asset class allocation decisions and volatility management strategies, the performance of the Underlying Funds, rebalancing decisions, and the impact of cash positions and Fund fees and expenses. The Board also receives reports on the Funds’ expenses (including the advisory fee itself and the overall expense structure of the Funds, both in absolute terms and relative to similar and/or competing funds, with due regard for contractual or voluntary expense limitations); the nature and extent of the advisory and other services provided to the Fund by the Manager and its affiliates; compliance and audit reports concerning the Funds and the companies that service them; and relevant developments in the mutual fund industry and how the Funds and/or the Manager are responding to them.

The Board also receives financial information about the Manager, including reports on the compensation and benefits the Manager derives from its relationships with the Funds. These reports cover not only the fees under the Management Agreement, but also fees, if any, received for providing other services to the Funds. The reports also discuss any indirect or “fall out” benefits the Manager or its affiliates may derive from its relationship with the Funds.

The Management Agreement was most recently considered at Board of Trustees meetings held in the fall of 2014. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2014, and at an “in person” Board of Trustees meeting held October 21, 2014. The Agreement was approved at the Board meeting of October 21, 2014. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2016. In connection with such meetings, the Trustees requested and evaluated extensive materials from the Manager, including performance and expense information for other investment companies with similar investment objectives derived from data compiled by an independent third party provider and other sources believed to be reliable by the Manager. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with experienced counsel who are independent of the Manager and received a memorandum from such counsel discussing the legal standards for their consideration of the proposed approvals/ continuances. The independent (“disinterested”) Trustees also discussed the proposed approvals/continuances in a private session with such counsel at which no representatives of the Manager were present. In reaching their determinations relating to the approval and/or continuance of the Agreement, in respect of each Fund, the Trustees considered all factors they believed relevant. The Board based its decision to approve the Management Agreement on the totality of the circumstances and relevant factors, and with a view to past and future long-term considerations. Not all of the factors and considerations discussed above and below are necessarily relevant to each Fund, and the Board did not assign relative weights to factors discussed herein or deem any one or group of them to be controlling in and of themselves.

 

16


An SEC rule requires that shareholder reports include a discussion of certain factors relating to the selection of the investment adviser and the approval of the advisory fee. The “factors” enumerated by the SEC are set forth below in italics, as well as the Board’s conclusions regarding such factors:

(1) The nature, extent and quality of services provided by the Manager. The Trustees noted that the Manager, subject to the control of the Board of Trustees, administers each Fund’s business and other affairs. The Trustees noted that the Manager also provides the Trust and each Fund with such administrative and other services (exclusive of, and in addition to, any such services provided by any others retained by the Trust on behalf of the Funds) and executive and other personnel as are necessary for the operation of the Trust and the Funds. Except for the Trust’s Chief Compliance Officer, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

The Trustees considered the scope and quality of services provided by the Manager and noted that the scope of such services provided had expanded as a result of recent regulatory and other developments. The Trustees noted that, for example, the Manager is responsible for maintaining and monitoring its own compliance program, and this compliance program has been continuously refined and enhanced in light of new regulatory requirements. The Trustees considered the capabilities and resources which the Manager has dedicated to performing services on behalf of the Trust and its Funds. The quality of administrative and other services, including the Manager’s role in coordinating the activities of the Trust’s other service providers, also was considered. The Trustees concluded that, overall, they were satisfied with the nature, extent and quality of services provided (and expected to be provided) to the Trust and to each of the Funds under the Management Agreement.

(2) The investment performance of the Fund and the Manager. In connection with the fall 2014 contract review process, Trustees received extensive information on the performance results of the Funds. (Of the 12 Funds, one Fund, the AZL MVP T. Rowe Price Capital Appreciation Fund, did not have at least 12 months of performance history.) Historical performance information of at least three years was available for each of the AZL MVP Fusion Conservative, AZL MVP Fusion Balanced, AZL MVP Fusion Moderate and AZL MVP Fusion Growth Funds and the AZL Balanced and Growth Index Strategy Funds. Performance information includes information on absolute total return, performance versus the appropriate benchmark(s), the contribution to performance of the Manager’s asset class allocation decisions and volatility management strategies (the volatility management strategy was modified to incorporate a volatility cap in the second quarter of 2013), the performance of the Underlying Funds, and the impact on performance of rebalancing decisions, cash and Fund fees. For example, in connection with the Board of Trustees meeting held October 21, 2014, the Manager reported that for the three year period ended June 30, 2014, the AZL MVP Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 43rd, 73rd, 74th, and 86th percentiles respectively, in their [Lipper] peer groups, and for the one year period ended June 30, 2014 they ranked in the 49th, 74th, 32nd, and 82nd percentiles, respectively. For the three year period ended June 30, 2014, the AZL Balanced Index Strategy and AZL Growth Index Strategy Funds ranked in the 47th and 27th percentiles of their peer groups, respectively, and for the one year ended June 30, 2014 they ranked in the 69th and 27th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the two year period ended June 30, 2014, the AZL Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 20th, 50th, 12th, and 24th percentiles respectively; the AZL MVP Balanced Index Strategy and AZL MVP Growth Index Strategy Funds ranked in the 30th and 1st percentiles respectively; and the AZL MVP BlackRock Global Allocation, AZL MVP Invesco Equity & Income and the AZL MVP Franklin Templeton Founding Strategy Plus Funds ranked in the 47th, 1st, and 8th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014, the Trustees determined that the investment performance of the Funds was acceptable.

(3) The costs of services to be provided and profits to be realized by the Manager and its affiliates from the relationship with the Funds. The Board considered that the Manager receives an advisory fee from each of the Funds. The Manager reported that for the MVP Fusion Funds the advisory fee paid put these Funds in the 38th percentile of the customized peer group. The Manager reported that for the Index Strategy Funds the advisory fee paid put them in the 32nd percentile (or lower) of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Allocation, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity & Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 7th percentile of the customized peer group. Trustees were provided with information on the total expense ratios of the Funds and other funds in the customized peer groups, and the Manager reported upon the challenges in making peer group comparisons for the Funds.

The Manager provided information concerning the profitability of the Manager’s investment advisory activities for the period from 2011 through June 30, 2014. The Trustees recognized that it is difficult to make comparisons of profitability from investment company advisory agreements because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocation of expenses and the adviser’s capital structure and cost of capital. In considering profitability information, the Trustees considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Trustees focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Trustees recognized that the Manager should, in the abstract, be entitled to earn a reasonable level of profits for the services it provides to each Fund.

Based upon the information provided, the Board concluded that the Funds’ advisory fees and expense ratios are not unreasonable, and determined that there was no evidence that the Manager’s level of profitability from its relationship with the Funds was excessive.

(4) and (5) The extent to which economies of scale would be realized as the Funds grow, and whether fee levels reflect these economies of scale. The Trustees noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Trustees recognized that breakpoints may be an appropriate way for the Manager to share its economies of scale, if any, with Funds that have substantial assets. However, they also recognized that there may not be a direct relationship between any economies of scale realized by Funds and those realized by the Manager as assets increase. The Trustees do not believe there is a uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Trustees noted that in the fund industry as a whole, as well as among funds similar to the Funds, there is no uniformity or pattern in the fees and asset levels at which breakpoints (if any) apply. Depending on the age, size, and other characteristics of a particular fund and its manager’s cost structure, different conclusions can be drawn as to whether there are economies of scale to be realized at any particular level of assets, notwithstanding the intuitive conclusion that such economies exist, or will be realized at some level of total assets. Moreover, because different managers have different cost structures and service models, it is difficult to draw meaningful conclusions from the breakpoints that may have been adopted by other funds. The Trustees also noted that the advisory agreements for many funds do not have breakpoints at all, or if breakpoints exist, they may be at asset levels significantly greater than those of the individual Funds. The Trustees also noted that the total assets in all of the Funds as of June 30, 2014 were approximately $9.9 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.8 billion.

Having taken these factors into account, the Trustees concluded that the absence of breakpoints in the Funds’ advisory fee rate schedules was acceptable under each Fund’s circumstances.

The Trustees noted that the Manager has agreed to temporarily “cap” Fund expenses at certain levels, which has the effect of reducing expenses as would the implementation of advisory fee breakpoints. The Manager has committed to continue to consider the continuation of fee “caps” and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. It expects to consider whether or not to approve the Management Agreement at a meeting to be held prior to December 31, 2015, and will at that time, or prior thereto, consider: (a) the extent to which economies of scale can be realized, and (b) whether the advisory fee should be modified to reflect such economies of scale, if any.

 

17


Information about the Board of Trustees and Officers (Unaudited)

The Trust is managed by the Trustees in accordance with the laws of the state of Delaware governing business trusts. There are currently nine Trustees, two of whom are “interested persons” of the Trust within the meaning of that term under the 1940 Act. The Trustees and Officers of the Trust, their addresses, ages, their positions held with the Trust, their terms of office with the Trust and length of time served, their principal occupation(s) during the past five years, the number of portfolios in the Trust they oversee, and their other directorships held during the past five years are as follows:

Non-Interested Trustees(1)

 

Name, Address, and Age  

Positions

Held with

VIP Trust
and FOF Trust

 

Term of

Office(2)/Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust
and FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Peter R. Burnim, Age 67
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to 2012; Chairman, Northstar Group Holdings Ltd.Bermuda, 2011 to present; Expert Witness, Massachusetts Department of Revenue, 2011 to 2012; Executive Vice President, Northstar Companies, 2002 to 2005; Senior Officer, Citibank and Citicorp for over 25 years   43   Argus Group Holdings; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; and Bank of Bermuda NY
Peggy L. Ettestad, Age 57
5701 Golden Hills Drive
Minneapolis, MN 55416
  Lead
Independent
Trustee
 

Since 10/14

(Trustee since 2/07)

  Managing Director, Red Canoe Management Consulting LLC, 2008 to present; Senior Managing Director, Residential Capital LLC, 2003 to 2008; Chief Operations Officer, Transamerica Reinsurance 2002 to 2003   43   Luther College
Roger Gelfenbien, Age 71
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   43   Virtus Funds (8 Funds)
Claire R. Leonardi, Age 59
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Chief Executive Officer, Connecticut Innovations, Inc., 2012 to present; General Partner, Fairview Capital, L.P., 1994 to 2012   43   Connecticut Technology Council and Connecticut Bioscience Innovation Fund
Dickson W. Lewis, Age 66
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04  

Retired; Consultant to Lifetouch National School Studios; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2013; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice

President of Fortis Group, 1997 to 2002

  43   None
Peter W. McClean, Age 70
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; President and CEO of Measurisk, LLC, 2001 to 2003; Chief Risk Management Officer at Bank Of Bermuda Ltd., 1996 to 2001   43   PNMAC Opportunity Fund; Northeast Bank; and FHI
Arthur C. Reeds III, Age 70
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 10/99   Retired; Senior Investment Officer, Hartford Foundation for Public Giving, 2000 to 2003; Chairman, Chief Executive and President of Conning Corp., 1999 to 2000; Investment Consultant 1997 to 1999   43   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and Age  

Positions

Held with

VIP Trust
and FOF Trust

 

Term of

Office(2)/Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust
and FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Robert DeChellis, Age 47
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   43   None
Brian Muench, Age 44
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 6/11   President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Advisory Management, Allianz Investment Management LLC from December 2005 to November 2010   43   None

 

18


Officers

 

Name, Address, and Age   

Positions

Held with

VIP and VIP

FOF Trust

  

Term of

Office(2)/Length

of Time Served

   Principal Occupation(s) During Past 5 Years
Brian Muench, Age 44
5701 Golden Hills Drive
Minneapolis, MN 55416
   President    Since 11/10    President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Allianz Investment Management LLC from December 2005 to November 2010.
Michael Radmer, Age 69
Dorsey & Whitney LLP,
Suite 1500 50 South Sixth Street
Minneapolis, MN 55402-1498
   Secretary    Since 2/02    Partner, Dorsey and Whitney LLP since 1976.
Steve Rudden, Age 45
Citi Fund Services Ohio, Inc.
3435 Stelzer Road
Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 6/14    Senior Vice President, Financial Administration, Citi Fund Services Ohio, Inc., April 2011 to present; Vice President, JPMorgan, April 2006 to April 2010.
Chris R. Pheiffer, Age 46
5701 Golden Hills Drive
Minneapolis, MN 55416
   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 2/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present; Deputy Chief Compliance Officer of the VIP Trust and the FOF Trust and Compliance Director, Allianz Life, February 2007 to February 2014.

 

(1) Member of the Audit Committee.

 

(2) Indefinite.

 

(3) Is an “interested person”, as defined by the 1940 Act, due to employment by Allianz.

 

(4) The Manager and the Trust are parties to a Chief Compliance Officer Agreement under which the Manager is compensated by the Trust for providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer. The Chief Compliance Officer and Anti-Money Laundering Compliance Officer is not considered a corporate officer or executive employee of the Trust.

 

19


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.

These Funds are not FDIC Insured.

ANNRPT1214 2/15


AZL® MVP Invesco Equity and Income Fund

Annual Report

December 31, 2014

 

LOGO


Table of Contents

Management Discussion and Analysis

Page 1

Expense Examples and Portfolio Composition

Page 3

Schedule of Portfolio Investments

Page 4

Statement of Assets and Liabilities

Page 5

Statement of Operations

Page 5

Statements of Changes in Net Assets

Page 6

Financial Highlights

Page 7

Notes to the Financial Statements

Page 8

Report of Independent Registered Public Accounting Firm

Page 12

Other Federal Income Tax Information

Page 13

Other Information

Page 14

Approval of Investment Advisory Agreement

Page 15

Information about the Board of Trustees and Officers

Page 17

This report is submitted for the general information of the shareholder of the Fund. The report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus, which contains details concerning the sales charges and other pertinent information.


AZL® MVP Invesco Equity and Income Fund Review (unaudited)

 

Allianz Investment Management LLC serves as the Manager for the AZL® MVP Invesco Equity and Income Fund.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

What factors affected the Fund’s performance for the year ended December 31, 2014?

For the year ended December 31, 2014, the AZL® MVP Invesco Equity and Income Fund returned 8.42%. That compared to a 10.56% total return for its benchmark, the Balanced Composite Index, which is comprised of an 60% weighting in the S&P 500 Index1 and a 40% weighting in the Barclays U.S. Aggregate Bond Index2.

The AZL® MVP Invesco Equity and Income Fund is a fund of funds that invests primarily in the shares of another mutual fund managed by the Manager, the AZL® Invesco Equity and Income Fund. This underlying fund primarily invests in income-producing equity instruments (including common stocks, preferred stocks and convertible securities) and investment-grade quality debt securities. The Fund also employs the MVP (Managed Volatility Portfolio) risk management process that primarily uses derivatives and is intended to adjust the risk of the portfolio based on quantitative indicators of market risk, such as the current level of fund and market volatility.* The 12 months through December 31, 2014, were characterized by steady improvement in the U.S. economy and strong returns for U.S. stocks. Equity markets were volatile for the first four months of the year as investors worried that stocks had risen too far, too fast in 2013. Political upheaval in Ukraine and signs of economic sluggishness in the U.S. and China added to investor uncertainty. However, investors began to show confidence in the economic recovery and stocks rallied through the summer. The Federal Reserve reduced its monthly security purchases throughout the year, finally ending all purchases by October. That action had little impact on the market because it was widely expected. However, stocks suffered again in mid-September when the price of oil began a freefall, finishing 2014 at the lowest point in several years. After another sell-off in the equity markets in December, the S&P 500 rallied at the end of the month and finished the year on a positive note.

The Fund maintains a cash allocation to use for investment opportunities. While this allocation was within our typical target range throughout the period, holding cash detracted from relative performance in a strong equity market. Stock selection within health care also hurt performance relative to our equity benchmark. Underweight positions and stock selection in consumer staples and financials dampened relative performance as well. In particular, the Fund’s lack of exposure to real estate investment trusts3 (REITs) in the financial sector—adopted because we believed REITs were overvalued—hurt performance when investor demand for yield drove up the prices of those investments.*

Stock selection within utilities boosted relative performance versus the equity benchmark, mainly through holdings of electric utility companies. An allocation to and security selection within convertible bonds also contributed to relative performance versus the S&P 500.*

The fixed-income portion of the Fund’s portfolio slightly underperformed the Barclays U.S. Aggregate Index. The Fund’s mandate is to hold higher-grade, shorter-duration bonds than the index in order to provide potential return and mitigate volatility. This allocation posted positive returns but detracted from relative performance when falling bond yields caused lower-duration bonds to experience less price appreciation than higher-duration bonds.*

We used currency forward contracts during the period solely for the purpose of hedging the currency exposure of non-U.S.-based companies held in the portfolio. The use of currency forward contracts had a positive impact on the Fund’s performance relative to the S&P 500 for the period.*

In the generally low volatility environment for most of 2014, the MVP risk management process worked as intended and largely maintained a neutral equity allocation relative to its target, resulting in a minimal impact on the Fund’s equity exposure and performance.*

 

Past performance does not guarantee future results.

 

* The Fund’s portfolio composition is subject to change. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the Fund in the future. The information contained in this commentary is for informational purposes only and should not be construed as a recommendation to purchase or sell securities in the sector mentioned. The Fund’s holdings and weightings are as of December 31, 2014.
1  The Standard & Poor’s 500 Index (“S&P 500”) is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole.
2  The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year.
3  Investments in the Funds are subject to the risks related to direct investment in real estate, such as real estate risk, regulatory risks, concentration risk, and diversification risk. By itself the Fund does not constitute a complete investment plan and should be considered a long-term investment for investors who can afford to weather changes in the value of their investments.

Investors cannot invest directly in an index.

 
 

 

1


AZL® MVP Invesco Equity and Income Fund Review (unaudited)

 

Fund Objective

The Fund’s investment objective is to seek the highest possible income consistent with safety of principal, with long-term growth as an important secondary objective. This objective may be changed by the Trustees of the Fund without shareholder approval. The Fund seeks to achieve its objective by investing primarily in the shares of another mutual fund managed by the manager, the AZL® Invesco Equity and Income Fund, combined with the MVP risk management process.

Investment Concerns

The Fund invests in an underlying fund, so its investment performance is directly related to the performance of that underlying fund. Before investing, investors should assess the risks associated with and types of investments made by the underlying fund in which the Fund invests.

Stocks are more volatile and carry more risk and return potential than other forms of investments.

Value-based investments are subject to the risk that the broad market may not recognize their intrinsic value.

Bonds offer a relatively stable level of income, although bond prices will fluctuate, providing the potential for principal gain or loss.

Investing in derivatives instruments involves risks that may be different from or greater than the risk associated with investing directly in securities or other traditional instruments.

For a complete description of these and other risks associated with investing in a mutual Fund, please refer to the Fund’s prospectus.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Growth of $10,000 Investment

 

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmark as well as the two component indices of the Fund’s benchmark, and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Returns as of December 31, 2014

 

     1
Year
    Since
Inception
(1/10/12)
 

AZL® MVP Invesco Equity and Income Fund

     8.42 %      13.63 % 

Balanced Composite Index

     10.56 %      12.68 % 

S&P 500 Index

     13.69 %      19.50 % 

Barclays U.S. Aggregate Bond Index

     5.97 %      2.71 % 

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please visit www.Allianzlife.com.

 

Expense Ratio1

   Gross  

AZL® MVP Invesco Equity and Income Fund

     1.08 % 

The above expense ratio is based on the current Fund prospectus dated April 28, 2014. The Manager and the Fund have entered into a written contract limiting operating expenses, excluding certain expenses (such as interest expense and Acquired Fund fees and expenses), to 0.15% through April 30, 2016. Additional information pertaining to the December 31, 2014 expense ratios can be found in the financial highlights.

 

1  Acquired Fund Fees and Expenses are incurred indirectly by the Fund through the valuation of the Fund’s investments in the other investment companies. Accordingly, Acquired Fund Fees and Expenses affect the Fund’s total returns. Because these fees and expenses are not included in the Fund’s financial highlights, the Fund’s total annual fund operating expenses do not correlate to the ratios of expenses to average net assets shown in the financial highlights table. Without Acquired Fund Fees and Expenses the Fund’s gross ratio would be 0.16%.

 

   The total return of the Fund does not reflect the effect of any insurance charges, the annual maintenance fee or the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Such charges, fees and tax payments would reduce the performance quoted.

 

   The Fund’s performance is measured against a composite index (the “Balanced Composite Index”), which is comprised of 60% of the Standard & Poor’s 500 Index (“S&P 500”) and 40% of the Barclays U.S. Aggregate Bond Index. The S&P 500 is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole. The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year. These indices are unmanaged and do not reflect the deduction of fees associated with a mutual fund, such as investment management and fund accounting fees. The Fund’s performance reflects the deduction of fees for services provided to the Fund. Investors cannot invest directly in an index.
 

 

2


AZL MVP Invesco Equity and Income Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL MVP Invesco Equity and Income Fund (the “Fund”), you incur ongoing costs, including management fees, distribution fees, and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. Please note that the expenses shown in each table do not reflect expenses that apply to the subaccount or the insurance contract. If the expenses that apply to the subaccount of the insurance contract were included, your costs would have been higher.

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the periods presented below.

The Actual Expense table below provides information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL MVP Invesco Equity and Income Fund

       $ 1,000.00          $ 1,025.00          $ 0.66            0.13 %

The Hypothetical Expense table below 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, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL MVP Invesco Equity and Income Fund

       $ 1,000.00          $ 1,024.55          $ 0.66            0.13 %

 

* Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by 184/365 (to reflect the one half year period).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Domestic Equities

      95.2 %

Money Market

      3.0  
   

 

 

 

Total Investment Securities

      98.2  

Net other assets (liabilities)

      1.8  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Invesco Equity and Income Fund

Schedule of Portfolio Investments

December 31, 2014

Shares            Fair Value  

 

Affiliated Investment Company (95.2%):

  

  26,975,224      AZL Invesco Equity and Income Fund    $ 445,091,201  
     

 

 

 

 

Total Affiliated Investment Company (Cost $395,720,054)

     445,091,201  
     

 

 

 

 

Unaffiliated Investment Companies (3.0%):

  
  97,824      Dreyfus Treasury Prime Cash Management Fund, Institutional Shares, 0.00%(a)      97,824  
  14,000,367      Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.61%(a)      14,000,367  
     

 

 

 

 

Total Unaffiliated Investment Companies (Cost $14,098,191)

     14,098,191  
     

 

 

 

 

Total Investment Securities (Cost $409,818,245)(b) — 98.2%

     459,189,392  

 

Net other assets (liabilities) — 1.8%

     8,267,391  
     

 

 

 

 

Net Assets — 100.0%

   $ 467,456,783  
     

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2014.

 

(a) The rate represents the effective yield at December 31, 2014.

 

(b) See Federal Tax Information listed in the Notes to the Financial Statements.

Futures Contracts

Cash of $9,599,328 has been segregated to cover margin requirements for the following open contracts as of December 31, 2014:

 

Description    Type      Expiration
Date
     Number of
Contracts
     Notional
Value
     Unrealized
Appreciation/
(Depreciation)
 

U.S. Treasury 10-Year Note March Futures

     Long         3/20/15         74       $ 9,382,969      $ 50,037  

S&P 500 Index E-Mini March Futures

     Long         3/20/15         136         13,956,320        219,645  
              

 

 

 

Total

               $ 269,682  
              

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Invesco Equity and Income Fund

 

Statement of Assets and Liabilities

December 31, 2014

 

Assets:

    

Investments in non-affiliates, at cost

     $ 14,098,191  

Investments in affiliates, at cost

       395,720,054  
    

 

 

 

Total Investment securities, at cost

     $ 409,818,245  
    

 

 

 

Investments in non-affiliates, at value

     $ 14,098,191  

Investments in affiliates, at value

       445,091,201  
    

 

 

 

Total Investment securities, at value

       459,189,392  

Segregated cash for collateral

       9,599,328  

Interest and dividends receivable

       47  

Receivable for capital shares issued

       101,881  

Receivable for variation margin on futures contracts

       16,188  

Prepaid expenses

       3,764  
    

 

 

 

Total Assets

       468,910,600  
    

 

 

 

Liabilities:

    

Payable for affiliated investments purchased

       97,834  

Payable for capital shares redeemed

       1,136,865  

Payable for variation margin on futures contracts

       165,240  

Manager fees payable

       39,234  

Administration fees payable

       2,287  

Custodian fees payable

       451  

Administrative and compliance services fees payable

       790  

Trustee fees payable

       16  

Other accrued liabilities

       11,100  
    

 

 

 

Total Liabilities

       1,453,817  
    

 

 

 

Net Assets

     $ 467,456,783  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 403,014,251  

Accumulated net investment income/(loss)

       2,550,771  

Accumulated net realized gains/(losses) from investment transactions

       12,250,932  

Net unrealized appreciation/(depreciation) on investments

       49,640,829  
    

 

 

 

Net Assets

     $ 467,456,783  
    

 

 

 

Shares of beneficial interest (unlimited number of shares authorized, no par value)

       32,529,558  

Net Asset Value (offering and redemption price per share)

     $ 14.37  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2014

 

Investment Income:

    

Dividends from affiliates

     $ 3,096,637  

Dividends

       414  
    

 

 

 

Total Investment Income

       3,097,051  
    

 

 

 

Expenses:

    

Manager fees

       390,710  

Administration fees

       52,864  

Custodian fees

       2,189  

Administrative and compliance services fees

       5,089  

Trustee fees

       19,227  

Professional fees

       17,140  

Shareholder reports

       25,183  

Recoupment of prior expenses reimbursed by the manager

       27,717  

Other expenses

       6,159  
    

 

 

 

Total expenses

       546,278  
    

 

 

 

Net Investment Income/(Loss)

       2,550,773  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

Net realized gains/(losses) on securities transactions from affiliates

       175,281  

Net realized gains distributions from affiliated underlying funds

       10,476,705  

Net realized gains/(losses) on futures contracts

       1,812,043  

Change in net unrealized appreciation/depreciation on investments

       16,815,538  
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       29,279,567  
    

 

 

 

Change in Net Assets Resulting From Operations

     $ 31,830,340  
    

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


Statements of Changes in Net Assets

 

     AZL MVP Invesco Equity and Income Fund
      For the
Year Ended
December 31,
2014
   For the
Year Ended
December 31,
2013

Change in Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 2,550,773        $ 1,485,444  

Net realized gains/(losses) on investment transactions

       12,464,029          1,054,836  

Change in unrealized appreciation/depreciation on investments

       16,815,538          30,252,624  
    

 

 

      

 

 

 

Change in net assets resulting from operations

       31,830,340          32,792,904  
    

 

 

      

 

 

 

Dividends to Shareholders:

         

From net investment income

       (1,487,000 )        —  

From net realized gains

       (1,279,786 )        (33,714 )
    

 

 

      

 

 

 

Change in net assets resulting from dividends to shareholders

       (2,766,786 )        (33,714 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       143,369,251          188,556,214  

Proceeds from dividends reinvested

       2,766,786          33,714  

Value of shares redeemed

       (6,578,804 )        (2,039,133 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       139,557,233          186,550,795  
    

 

 

      

 

 

 

Change in net assets

       168,620,787          219,309,985  

Net Assets:

         

Beginning of period

       298,835,996          79,526,011  
    

 

 

      

 

 

 

End of period

     $ 467,456,783        $ 298,835,996  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 2,550,771        $ 1,486,998  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       10,400,365          15,181,645  

Dividends reinvested

       194,981          2,693  

Shares redeemed

       (469,101 )        (167,924 )
    

 

 

      

 

 

 

Change in shares

       10,126,245          15,016,414  
    

 

 

      

 

 

 

 

See accompanying notes to the financial statements.

 

6


AZL MVP Invesco Equity and Income Fund

Financial Highlights

(Selected data for a share of beneficial interest outstanding throughout the periods indicated)

 

      Year Ended
December 31,
2014
  Year Ended
December 31,
2013
 

January 10, 2012
to

December 31,
2012 (a)

Net Asset Value, Beginning of Period

     $ 13.34       $ 10.77       $ 10.00  
    

 

 

     

 

 

     

 

 

 

Investment Activities:

            

Net Investment Income/(Loss)

       0.06         0.07         0.10  

Net Realized and Unrealized Gains/(Losses) on Investments

       1.06         2.50         0.79  
    

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       1.12         2.57         0.89  
    

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

            

Net Investment Income

       (0.05 )       —         (0.10 )

Net Realized Gains

       (0.04 )       — (b)       (0.02 )
    

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.09 )       — (b)       (0.12 )
    

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 14.37       $ 13.34       $ 10.77  
    

 

 

     

 

 

     

 

 

 

Total Return(c)

       8.42 %       23.88 %       8.89 %(d)

Ratios to Average Net Assets/Supplemental Data:

            

Net Assets, End of Period (000’s)

     $ 467,457       $ 298,836       $ 79,526  

Net Investment Income/(Loss)(e)

       0.65 %       0.89 %       1.82 %

Expenses Before Reductions*(e)(f)

       0.14 %       0.16 %       0.36 %

Expenses Net of Reductions*(e)

       0.14 %       0.15 %       0.15 %

Portfolio Turnover Rate

       1 %       — (g)       9 %(d)

 

* The expense ratios exclude the impact of fees/expenses paid by each underlying fund.

 

(a) Period from commencement of operations. During the period from January 10, 2012 to December 10, 2012, the Fund’s primary vehicle for gaining exposure to derivatives is through investments in its wholly-owned and controlled subsidiary, the AZL MVP IEI Investments Trust (“the Subsidiary”). The Subsidiary was liquidated on December 10, 2012 at its net asset value on such date. The Subsidiary’s operations have been consolidated with the operations of the Fund through its liquidation on December 10, 2012.

 

(b) Represents less than $0.005.

 

(c) The returns include reinvested dividends and fund level expenses, but exclude insurance contract charges. If these charges were included, the returns would have been lower.

 

(d) Not annualized.

 

(e) Annualized for periods less than one year.

 

(f) Excludes fee reductions, if any. If such fee reductions had not occurred, the ratios would have been as indicated.

 

(g) Represents less than 0.5%.

 

See accompanying notes to the financial statements.

 

7


AZL MVP Invesco Equity and Income Fund

Notes to the Financial Statements

December 31, 2014

 

1. Organization

The Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”) was organized as a Delaware statutory trust on June 16, 2004. The Trust is a diversified open-end management investment company registered under the Investment Company Act of 1940, as amended, (the “1940 Act”) and thus is determined to be an investment company for accounting purposes. The Trust consists of 12 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP Invesco Equity and Income Fund (the “Fund”), and 11 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests in other mutual funds. Underlying Funds invest in stock, bonds, and other securities and reflect varying amounts of potential investment risk and reward. The Underlying Funds record their investments at fair value. Periodically, the Fund will adjust its asset allocation as it seeks to achieve its investment objective.

The Trust is authorized to issue an unlimited number of shares of the Fund without par value. Shares of the Fund are available through the variable annuity contracts offered through the separate accounts of participating insurance companies.

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund may enter into contracts with its vendors and others that provide for general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects that risk of loss to be remote.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform with U.S. generally accepted accounting principles (“U.S. GAAP”). The preparation of financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and 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.

Security Valuation

The Fund records its investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between willing market participants at the measurement date. The valuation techniques used to determine fair value are further described in Note 4 below.

Investment Transactions and Investment Income

Investment transactions are recorded not later than on the business day following trade date. However, for financial reporting purposes, investment transactions are accounted for on trade date. Net realized gains and losses on investments sold are recorded on the basis of identified cost. Interest income is recorded on the accrual basis and includes, where applicable, the amortization of premiums or accretion of discounts. Dividend income is recorded on the ex-dividend date.

Dividends to Shareholders

Dividends to shareholders are recorded on the ex-dividend date. The Fund distributes its dividends from net investment income and net realized capital gains, if any, on an annual basis. The amount of dividends from net investment income and from net realized gains is determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These “book/tax” differences are either temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., return of capital, net operating loss, reclassification of certain market discounts, gain/loss, paydowns, and distributions), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and post October losses) do not require reclassification. Dividends to shareholders that exceed net investment income and net realized gains for tax purposes are reported as distributions of capital.

Expense Allocation

Expenses directly attributable to the Fund are charged directly to the Fund, while expenses attributable to more than one Fund are allocated among the respective Funds based upon relative net assets or some other reasonable method. Expenses which are attributable to more than one Trust are allocated across the Allianz Variable Insurance Products and Allianz Variable Insurance Products Fund of Funds Trusts based upon relative net assets or another reasonable basis. Allianz Investment Management LLC (the “Manager”), serves as the investment manager for the Trust and the Allianz Variable Insurance Products Trust.

Derivative Instruments

All open derivative positions at period end are reflected on the Fund’s Schedule of Portfolio Investments. The following is a description of the derivative instruments utilized by the Fund, including the primary underlying risk exposures related to each instrument type. The Fund’s allocation to the MVP (Managed Volatility Portfolio) risk management process may include (a) derivatives such as index futures, other futures contracts, options, and other similar securities and (b) cash, money market equivalents, short-term debt instruments, money market funds, and short-term debt funds to satisfy all applicable margin requirements and to provide additional portfolio liquidity to satisfy large redemptions and any margin calls. Due to the leverage provided by derivatives, the notional value of the Fund’s derivative positions could exceed 20% of the Fund’s value. The Fund may also use futures to gain equity exposure and may hold cash as a buffer in the event of market shocks.

 

8


AZL MVP Invesco Equity and Income Fund

Notes to the Financial Statements

December 31, 2014

 

Futures Contracts

During the year ended December 31, 2014, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and a payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the underlying securities and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. The notional amount of futures contracts outstanding was $23.3 million as of December 31, 2014. The monthly average notional amount for these contracts was $19.5 million for the year ended December 31, 2014. Realized gains and losses are reported as “Net realized gains/(losses) on futures contracts” on the Statement of Operations.

Summary of Derivative Instruments

The following is a summary of the fair values of derivative instruments on the Fund’s Statement of Assets and Liabilities, categorized by risk exposure, as of December 31, 2014:

 

   

Asset Derivative

   

Liability Derivative

 
Primary Risk Exposure   Statement of Assets and Liabilities Location   Total Fair
Value*
    Statement of Assets and Liabilities Location   Total Fair
Value*
 
Equity Risk Exposure        

Equity Contracts

  Receivable for variation margin on futures contracts   $ 219,645      Payable for variation margin on futures contracts   $ —   
Interest Rate Risk Exposure        

Interest Rate

      50,037          —   

 

* For futures contracts, the amounts represent the cumulative appreciation/(depreciation) of these futures contracts as reported in the Schedule of Portfolio Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities as Variation Margin on Futures Contracts.

The following is a summary of the effect of derivative instruments on the Statement of Operations, categorized by risk exposure, for the year ended December 31, 2014:

 

Primary Risk Exposure    Location of Gains/(Losses)
on Derivatives
Recognized in Income
     Realized Gains/(Losses)
on Derivatives
Recognized in Income
       Change in Net Unrealized
Appreciation/
Depreciation on
Derivatives Recognized
in Income
 

Equity Risk Exposure

            

Equity Contracts

   Net Realized gains/(losses) on futures contracts/Change in unrealized appreciation/depreciation on investments      $ 1,518,700         $ (93,870 ) 
Interest Rate Risk Exposure             

Interest Rate

          293,343           154,401   

3. Related Party Transactions

The Manager provides investment advisory and management services for the Fund. The Manager has contractually agreed to waive fees and reimburse the Fund to limit the annual expenses, excluding interest expense (e.g., cash overdraft fees), taxes, brokerage commissions, other expenditures that are capitalized in accordance with U.S. GAAP and other extraordinary expenses not incurred in the ordinary course of the Fund’s business, based on the daily net assets of the Fund, through April 30, 2016. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2014, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP Invesco Equity and Income Fund

         0.10 %          0.15 %

Any amounts contractually waived or reimbursed by the Manager in a particular fiscal year will be subject to repayment by the Fund to the Manager to the extent that from time to time through the next three fiscal years the repayment will not cause the Fund’s expenses to exceed the lesser of the stated limit at the time of the waiver or the current stated limit. Any amounts recouped by the Manager during the year are reflected on the Statement of Operations as “Recoupment of prior expenses reimbursed by the Manager.”

At December 31, 2014, the contractual reimbursements that are subject to repayment by the Fund in subsequent years were as follows:

 

        Expires
12/31/2015
     Expires
12/31/2016
     Total

AZL MVP Invesco Equity and Income Fund

       $ 11,712          $ 16,005          $ 27,717  

 

9


AZL MVP Invesco Equity and Income Fund

Notes to the Financial Statements

December 31, 2014

 

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the year ended December 31, 2014, there were no voluntary waivers.

The Manager or an affiliate of the Manager serves as the investment adviser of certain underlying funds in which the Fund invests. At December 31, 2014, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. The Manager or an affiliate of the Manager is paid a separate fee from the underlying funds for such services. A summary of the Fund’s investments in affiliated investment companies for the year ended December 31, 2014 is as follows:

 

      Fair Value
12/31/13
   Purchases
at Cost
   Proceeds from
Sales
   Net
Realized
Gain(Loss)
   Change in
Unrealized
Appreciation/
Depreciation
   Fair Value
12/31/14
   Dividend
Income

AZL Invesco Equity and Income Fund

     $ 283,088,456        $ 148,176,634        $ (3,104,177 )      $ 175,281        $ 16,755,007        $ 445,091,201        $ 3,096,637  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ 283,088,456        $ 148,176,634        $ (3,104,177 )      $ 175,281        $ 16,755,007        $ 445,091,201        $ 3,096,637  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

Pursuant to separate agreements between the Funds and the Manager, the Manager provides a Chief Compliance Officer (“CCO”) and certain compliance oversight and regulatory filing services to the Trust. Under these agreements the Manager is entitled to an amount equal to a portion of the compensation and certain other expenses related to the individuals performing the CCO and compliance oversight services, as well as $100 per hour for time incurred in connection with the preparation and filing of certain documents with the Securities and Exchange Commission. The fees are paid to the Manager on a quarterly basis. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administrative and compliance services fees.”

Citi Fund Services Ohio, Inc. (“Citi” or the “Administrator”), a wholly owned subsidiary of Citigroup, Inc., with which an officer of the Trust is affiliated, serves as the Trust’s administrator, transfer agent, and fund accountant, and assists the Trust in all aspects of its administration and operation. The Administrator is entitled to a fee, accrued daily and paid monthly. In addition, the Administrator is entitled to annual account fees related to the transfer agency system, and a Trust-wide annual fee for providing infrastructure and support in implementing the written policies and procedures comprising the Fund’s compliance program. Fees payable to the Administrator are subject to certain reductions associated with services provided to new funds. Beginning January 1, 2015, these reductions are no longer applicable to new funds. The Administrator is also reimbursed for certain expenses incurred. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administration fees.”

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund and receives a Trust-wide annual fee of $7,500, paid by the Manager from its profits and not by the Trust, for recordkeeping and reporting services.

In addition, certain legal fees and expenses are paid to a law firm, Dorsey & Whitney LLP, of which the Secretary of the Fund is a partner. During the year ended December 31, 2014, $4,420 was paid from the Fund relating to these fees and expenses.

Certain Officers and Trustees of the Trust are affiliated with the Manager or the Administrator. Such Officers (except for the Trust’s CCO as noted above) and Trustees receive no compensation from the Trust for serving in their respective roles. For their service to the Trust and to the Allianz Variable Insurance Products Trust, each non-interested Trustee receives a $163,000 annual Board retainer and the Lead Director receives an additional $24,450 annually. In addition, the Trustees are reimbursed for certain expenses associated with attending Board meetings. Compensation to the Trustees is allocated between the Trust and the Allianz Variable Insurance Products Trust in proportion to the assets under management of each trust. During the year ended December 31, 2014, actual Trustee compensation was $1,155,670 in total for both trusts.

4. Investment Valuation Summary

The valuation techniques employed by the Fund, as described below, maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Fund’s investments are summarized in the three broad levels listed below:

 

  —  

Level 1 — quoted prices in active markets for identical assets

  —  

Level 2 — other significant observable inputs (including quoted prices for similar securities, interest rates, prepayments speeds, credit risk, etc.)

  —  

Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The Fund determines transfers between fair value hierarchy levels at the reporting period end. The inputs or methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments.

Investments in other investment companies are valued at their published net asset value (“NAV”). Security prices are generally provided by an independent third party pricing service approved by the Trust’s Board of Trustees (“Trustees”) as of the close of the New York Stock Exchange (“NYSE”) (generally 4:00 pm Eastern Time). The investments utilizing Level 1 valuations represent investments in open-end investment companies. Futures contracts are valued at the last sales price as of the close of the primary exchange and are typically categorized as Level 1 in the fair value hierarchy.

For the year ended December 31, 2014, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value.

The following is a summary of the valuation inputs used as of December 31, 2014 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Company

       $ 445,091,201          $ —          $ 445,091,201  

Unaffiliated Investment Companies

         14,098,191            —            14,098,191  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

         459,189,392            —            459,189,392  
      

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                    

Futures Contracts

         269,682            —            269,682  
      

 

 

        

 

 

        

 

 

 

Total Investments

       $ 459,459,074          $ —          $ 459,459,074  
      

 

 

        

 

 

        

 

 

 

 

* Other Financial Instruments would include any derivative instruments, such as futures contracts. These investments are generally recorded in the financial statements at the unrealized gain or loss on the investment.

 

10


AZL MVP Invesco Equity and Income Fund

Notes to the Financial Statements

December 31, 2014

5. Security Purchases and Sales

For the year ended December 31, 2014, cost of purchases and proceeds from sales of securities (excluding securities maturing less than one year from acquisition) were as follows:

 

        Purchases      Sales

AZL MVP Invesco Equity and Income Fund

       $ 148,176,634          $ 3,104,177  

6. Investment Risks

Derivatives Risk: The Fund may invest directly or through affiliated or unaffiliated mutual funds or unregistered investment pools in derivative instruments such as futures, options, and options on futures. A derivative is a financial contract whose value depends on, or is derived from, the value of an underlying asset, reference rate, or risk. Use of derivative instruments involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional investments. Derivatives are subject to a number of other risks, such as liquidity risk, interest rate risk, market risk, credit risk, and selection risk. Derivatives also involve the risk of mispricing or improper valuation and the risk that changes in the value may not correlate perfectly with the underlying asset, rate, or index. Using derivatives may result in losses, possibly in excess of the principal amount invested. Also, suitable derivative transactions may not be available in all circumstances. The other party to a derivatives contract could default.

7. Federal Tax Information

It is the Fund’s policy to continue to comply with the requirements of the Internal Revenue Code under Subchapter M, applicable to regulated investment companies, and to distribute all of its taxable income, including any net realized gains on investments, to its shareholders. Therefore, no provision is made for federal income taxes.

Management of the Fund has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

Cost for federal income tax purposes at December 31, 2014 is $409,822,149. The gross unrealized appreciation/ (depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 49,371,147   

Unrealized depreciation

    (3,904 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 49,367,243   
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2014 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL MVP Invesco Equity and Income Fund

       $ 1,965,000          $ 801,786          $ 2,766,786  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

The tax character of dividends paid to shareholders during the year ended December 31, 2013 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL MVP Invesco Equity and Income Fund

       $ 13,495          $ 20,219          $ 33,714  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

As of December 31, 2014, the components of accumulated earnings on a tax basis were as follows:

 

        Undistributed
Ordinary
Income
     Undistributed
Long-Term
Capital Gains
     Accumulated
Capital and
Other Losses
     Unrealized
Appreciation/
(Depreciation)(a)
     Total
Accumulated
Earnings/
(Deficit)

AZL MVP Invesco Equity and Income Fund

       $ 3,299,779          $ 11,775,510          $ –          $ 49,367,243          $ 64,442,532  

 

(a) The difference between book-basis and tax-basis unrealized appreciation/(depreciation) is attributable primarily to tax deferral of losses on wash sales.

8. Concentration of Investments

As of December 31, 2014, the Fund’s investment in the AZL Invesco Equity and Income Fund, which is affiliated with the Investment Adviser, represented greater than 90% of the Fund’s net assets. The financial statements of the AZL Invesco Equity and Income Fund are attached hereto.

9. Subsequent Events

Management has evaluated events and transactions subsequent to period end through the date the financial statements were issued, for purposes of recognition or disclosure in these financial statements and there are no subsequent events to report.

 

11


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

We have audited the accompanying statement of assets and liabilities of AZL MVP Invesco Equity and Income Fund (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the schedule of portfolio investments, as of December 31, 2014, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the periods in the three-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2014, by correspondence with the brokers, custodian and transfer agents of the underlying funds. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of December 31, 2014, the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the periods in the three-year period then ended, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Columbus, Ohio

February 25, 2015

 

12


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2014, 79.80% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deduction available to corporate shareholders.

During the year ended December 31, 2014, the Fund declared net long-term capital gain distributions of $801,786.

During the year ended December 31, 2014, the Fund declared net short-term capital gain distributions of $478,000.

 

13


Other Information (Unaudited)

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request, by visiting the Securities and Exchange Commission’s (‘‘Commission’’) website at www.sec.gov, or by calling 800-624-0197.

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30th is available (i) without charge, upon request, by calling 800-624-0197; (ii) on the Allianz Variable Insurance Products Trust’s website at https://www.allianzlife.com; and (iii) on the Commission’s website at http://www.sec.gov.

The Fund files complete Schedules of Portfolio Holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. Schedules of Portfolio Holdings for the Fund in this report are available without charge on the Commission’s website at http://www.sec.gov, or may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330.

 

14


Approval of Investment Advisory Agreement (Unaudited)

Subject to the general supervision of the Board of Trustees and in accordance with each Fund’s investment objectives and restrictions, investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). The Manager manages each Fund pursuant to an investment management agreement (the “Management Agreement”) with the Trust in respect of each such Fund. The Management Agreement provides that the Manager, subject to the supervision and approval of the Board of Trustees, is responsible for the management of each Fund. For management services, each Fund pays the Manager an investment advisory fee based upon each Fund’s average daily net assets. The Manager has contractually agreed to limit the expenses of each Fund by reimbursing each Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2016.

Wilshire Funds Management (“Wilshire”) serves as a consultant to the Manager in preparing statistical and other factual information for use in the creation and maintenance of the asset allocation models for the Fusion Funds (the AZL MVP Fusion Conservative, Balanced, Moderate and Growth Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Permitted Underlying Investments and the Fund’s asset allocations among the Permitted Underlying Investments. The Manager, not any Fund, pays a consultant fee to Wilshire. Wilshire began serving in its capacity as a consultant beginning January 1, 2010.

In reviewing the services provided by the Manager and the terms of the Management Agreement, the Board receives and reviews information related to the Manager’s experience and expertise in the variable insurance marketplace. Currently, the Funds are offered only through variable annuities and variable life insurance policies, and not in the retail fund market. In addition, the Board receives information regarding the Manager’s expertise with regard to portfolio diversification and asset allocation requirements within variable insurance products issued by Allianz Life Insurance Company of North America and its subsidiary, Allianz Life Insurance Company of New York. Currently, the Funds are offered only through Allianz Life and Allianz of New York variable products.

As required by the Investment Company Act of 1940 (the “1940 Act”), the Trust’s Board has reviewed and approved the Management Agreement with the Manager. The Board’s decision to approve this contract reflects the exercise of its business judgment on whether to approve new arrangements and continue the existing arrangements. During its review of the contract, the Board considered many factors, among the most material of which are: the Funds’ investment objectives, the Manager’s management philosophy, personnel, processes and investment performance, including its compliance history and the adequacy of its compliance processes; the preferences and expectations of Fund shareholders (and underlying contract owners) and their relative sophistication; the continuing state of competition in the mutual fund industry; and comparable fees in the mutual fund industry.

The Board also considered the compensation and benefits received by the Manager. This includes fees received for services provided to a Fund by employees of the Manager or of affiliates of the Manager and research services received by the Manager from brokers that execute Fund trades, as well as advisory fees. The Board considered the fact that: (1) the Manager and the Trust are parties to an Administrative Service Agreement and Compliance Services Agreement, under which the Manager is compensated by the Trust for performing certain administrative and compliance services including providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer; and (2) Allianz Life Financial Services LLC, an affiliated person of the Manager, is a registered securities broker-dealer and receives (along with its affiliated persons) payments made by the Underlying Funds pursuant to Rule 12b-1.

The Board is aware that various courts have interpreted provisions of the 1940 Act and have indicated in their decisions that the following factors may be relevant to the Manager’s compensation: the nature and quality of the services provided by the Manager, including the performance of the funds; the Manager’s cost of providing the services; the extent to which the Manager may realize “economies of scale” as the funds grow larger; any indirect benefits that may accrue to the Manager and its affiliates as a result of the Manager’s relationship with the funds; performance and expenses of comparable funds; the profitability to the Manager from acting as adviser to the funds; and the extent which the independent Board members are fully informed about all facts bearing on the Manager’s services and fees. The Trust’s Board is aware of these factors and took them into account in its review of the Management Agreement for the Funds.

The Board considered and weighed these circumstances in light of its experience in governing the Trust, and is assisted in its deliberations by the advice of legal counsel to the Independent Trustees. In this regard, the Board requests and receives a significant amount of information about the Funds and the Manager. Some of this information is provided at each regular meeting of the Board; additional information is provided in connection with the particular meeting or meetings at which the Board’s formal review of an advisory contract occurs. In between regularly scheduled meetings, the Board may receive information on particular matters as the need arises. Thus, the Board’s evaluation of the Management Agreement is informed by reports covering such matters as: the Manager’s investment philosophy, personnel and processes, and the Fund’s investment performance (in absolute terms as well as in relationship to its benchmark). In connection with comparing the performance of each Fund versus its benchmark, the Board receives reports on the extent to which the Fund’s performance may be attributed to various applicable factors, such as asset class allocation decisions and volatility management strategies, the performance of the Underlying Funds, rebalancing decisions, and the impact of cash positions and Fund fees and expenses. The Board also receives reports on the Funds’ expenses (including the advisory fee itself and the overall expense structure of the Funds, both in absolute terms and relative to similar and/or competing funds, with due regard for contractual or voluntary expense limitations); the nature and extent of the advisory and other services provided to the Fund by the Manager and its affiliates; compliance and audit reports concerning the Funds and the companies that service them; and relevant developments in the mutual fund industry and how the Funds and/or the Manager are responding to them.

The Board also receives financial information about the Manager, including reports on the compensation and benefits the Manager derives from its relationships with the Funds. These reports cover not only the fees under the Management Agreement, but also fees, if any, received for providing other services to the Funds. The reports also discuss any indirect or “fall out” benefits the Manager or its affiliates may derive from its relationship with the Funds.

The Management Agreement was most recently considered at Board of Trustees meetings held in the fall of 2014. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2014, and at an “in person” Board of Trustees meeting held October 21, 2014. The Agreement was approved at the Board meeting of October 21, 2014. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2016. In connection with such meetings, the Trustees requested and evaluated extensive materials from the Manager, including performance and expense information for other investment companies with similar investment objectives derived from data compiled by an independent third party provider and other sources believed to be reliable by the Manager. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with experienced counsel who are independent of the Manager and received a memorandum from such counsel discussing the legal standards for their consideration of the proposed approvals/ continuances. The independent (“disinterested”) Trustees also discussed the proposed approvals/continuances in a private session with such counsel at which no representatives of the Manager were present. In reaching their determinations relating to the approval and/or continuance of the Agreement, in respect of each Fund, the Trustees considered all factors they believed relevant. The Board based its decision to approve the Management Agreement on the totality of the circumstances and relevant factors, and with a view to past and future long-term considerations. Not all of the factors and considerations discussed above and below are necessarily relevant to each Fund, and the Board did not assign relative weights to factors discussed herein or deem any one or group of them to be controlling in and of themselves.

 

15


An SEC rule requires that shareholder reports include a discussion of certain factors relating to the selection of the investment adviser and the approval of the advisory fee. The “factors” enumerated by the SEC are set forth below in italics, as well as the Board’s conclusions regarding such factors:

(1) The nature, extent and quality of services provided by the Manager. The Trustees noted that the Manager, subject to the control of the Board of Trustees, administers each Fund’s business and other affairs. The Trustees noted that the Manager also provides the Trust and each Fund with such administrative and other services (exclusive of, and in addition to, any such services provided by any others retained by the Trust on behalf of the Funds) and executive and other personnel as are necessary for the operation of the Trust and the Funds. Except for the Trust’s Chief Compliance Officer, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

The Trustees considered the scope and quality of services provided by the Manager and noted that the scope of such services provided had expanded as a result of recent regulatory and other developments. The Trustees noted that, for example, the Manager is responsible for maintaining and monitoring its own compliance program, and this compliance program has been continuously refined and enhanced in light of new regulatory requirements. The Trustees considered the capabilities and resources which the Manager has dedicated to performing services on behalf of the Trust and its Funds. The quality of administrative and other services, including the Manager’s role in coordinating the activities of the Trust’s other service providers, also was considered. The Trustees concluded that, overall, they were satisfied with the nature, extent and quality of services provided (and expected to be provided) to the Trust and to each of the Funds under the Management Agreement.

(2) The investment performance of the Fund and the Manager. In connection with the fall 2014 contract review process, Trustees received extensive information on the performance results of the Funds. (Of the 12 Funds, one Fund, the AZL MVP T. Rowe Price Capital Appreciation Fund, did not have at least 12 months of performance history.) Historical performance information of at least three years was available for each of the AZL MVP Fusion Conservative, AZL MVP Fusion Balanced, AZL MVP Fusion Moderate and AZL MVP Fusion Growth Funds and the AZL Balanced and Growth Index Strategy Funds. Performance information includes information on absolute total return, performance versus the appropriate benchmark(s), the contribution to performance of the Manager’s asset class allocation decisions and volatility management strategies (the volatility management strategy was modified to incorporate a volatility cap in the second quarter of 2013), the performance of the Underlying Funds, and the impact on performance of rebalancing decisions, cash and Fund fees. For example, in connection with the Board of Trustees meeting held October 21, 2014, the Manager reported that for the three year period ended June 30, 2014, the AZL MVP Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 43rd, 73rd, 74th, and 86th percentiles respectively, in their [Lipper] peer groups, and for the one year period ended June 30, 2014 they ranked in the 49th, 74th, 32nd, and 82nd percentiles, respectively. For the three year period ended June 30, 2014, the AZL Balanced Index Strategy and AZL Growth Index Strategy Funds ranked in the 47th and 27th percentiles of their peer groups, respectively, and for the one year ended June 30, 2014 they ranked in the 69th and 27th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the two year period ended June 30, 2014, the AZL Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 20th, 50th, 12th, and 24th percentiles respectively; the AZL MVP Balanced Index Strategy and AZL MVP Growth Index Strategy Funds ranked in the 30th and 1st percentiles respectively; and the AZL MVP BlackRock Global Allocation, AZL MVP Invesco Equity & Income and the AZL MVP Franklin Templeton Founding Strategy Plus Funds ranked in the 47th, 1st, and 8th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014, the Trustees determined that the investment performance of the Funds was acceptable.

(3) The costs of services to be provided and profits to be realized by the Manager and its affiliates from the relationship with the Funds. The Board considered that the Manager receives an advisory fee from each of the Funds. The Manager reported that for the MVP Fusion Funds the advisory fee paid put these Funds in the 38th percentile of the customized peer group. The Manager reported that for the Index Strategy Funds the advisory fee paid put them in the 32nd percentile (or lower) of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Allocation, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity & Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 7th percentile of the customized peer group. Trustees were provided with information on the total expense ratios of the Funds and other funds in the customized peer groups, and the Manager reported upon the challenges in making peer group comparisons for the Funds.

The Manager provided information concerning the profitability of the Manager’s investment advisory activities for the period from 2011 through June 30, 2014. The Trustees recognized that it is difficult to make comparisons of profitability from investment company advisory agreements because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocation of expenses and the adviser’s capital structure and cost of capital. In considering profitability information, the Trustees considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Trustees focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Trustees recognized that the Manager should, in the abstract, be entitled to earn a reasonable level of profits for the services it provides to each Fund.

Based upon the information provided, the Board concluded that the Funds’ advisory fees and expense ratios are not unreasonable, and determined that there was no evidence that the Manager’s level of profitability from its relationship with the Funds was excessive.

(4) and (5) The extent to which economies of scale would be realized as the Funds grow, and whether fee levels reflect these economies of scale. The Trustees noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Trustees recognized that breakpoints may be an appropriate way for the Manager to share its economies of scale, if any, with Funds that have substantial assets. However, they also recognized that there may not be a direct relationship between any economies of scale realized by Funds and those realized by the Manager as assets increase. The Trustees do not believe there is a uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Trustees noted that in the fund industry as a whole, as well as among funds similar to the Funds, there is no uniformity or pattern in the fees and asset levels at which breakpoints (if any) apply. Depending on the age, size, and other characteristics of a particular fund and its manager’s cost structure, different conclusions can be drawn as to whether there are economies of scale to be realized at any particular level of assets, notwithstanding the intuitive conclusion that such economies exist, or will be realized at some level of total assets. Moreover, because different managers have different cost structures and service models, it is difficult to draw meaningful conclusions from the breakpoints that may have been adopted by other funds. The Trustees also noted that the advisory agreements for many funds do not have breakpoints at all, or if breakpoints exist, they may be at asset levels significantly greater than those of the individual Funds. The Trustees also noted that the total assets in all of the Funds as of June 30, 2014 were approximately $9.9 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.8 billion.

Having taken these factors into account, the Trustees concluded that the absence of breakpoints in the Funds’ advisory fee rate schedules was acceptable under each Fund’s circumstances.

The Trustees noted that the Manager has agreed to temporarily “cap” Fund expenses at certain levels, which has the effect of reducing expenses as would the implementation of advisory fee breakpoints. The Manager has committed to continue to consider the continuation of fee “caps” and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. It expects to consider whether or not to approve the Management Agreement at a meeting to be held prior to December 31, 2015, and will at that time, or prior thereto, consider: (a) the extent to which economies of scale can be realized, and (b) whether the advisory fee should be modified to reflect such economies of scale, if any.

 

16


Information about the Board of Trustees and Officers (Unaudited)

The Trust is managed by the Trustees in accordance with the laws of the state of Delaware governing business trusts. There are currently nine Trustees, two of whom are “interested persons” of the Trust within the meaning of that term under the 1940 Act. The Trustees and Officers of the Trust, their addresses, ages, their positions held with the Trust, their terms of office with the Trust and length of time served, their principal occupation(s) during the past five years, the number of portfolios in the Trust they oversee, and their other directorships held during the past five years are as follows:

Non-Interested Trustees(1)

 

Name, Address, and Age  

Positions

Held with

VIP Trust
and FOF Trust

 

Term of

Office(2)/Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust
and FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Peter R. Burnim, Age 67

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/07   Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to 2012; Chairman, Northstar Group Holdings Ltd.Bermuda, 2011 to present; Expert Witness, Massachusetts Department of Revenue, 2011 to 2012; Executive Vice President, Northstar Companies, 2002 to 2005; Senior Officer, Citibank and Citicorp for over 25 years   43   Argus Group Holdings; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; and Bank of Bermuda NY

Peggy L. Ettestad, Age 57

5701 Golden Hills Drive

Minneapolis, MN 55416

  Lead
Independent
Trustee
 

Since 10/14

(Trustee since 2/07)

  Managing Director, Red Canoe Management Consulting LLC, 2008 to present; Senior Managing Director, Residential Capital LLC, 2003 to 2008; Chief Operations Officer, Transamerica Reinsurance 2002 to 2003   43   Luther College

Roger Gelfenbien, Age 71

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   43   Virtus Funds (8 Funds)

Claire R. Leonardi, Age 59

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Chief Executive Officer, Connecticut Innovations, Inc., 2012 to present; General Partner, Fairview Capital, L.P., 1994 to 2012   43   Connecticut Technology Council and Connecticut Bioscience Innovation Fund

Dickson W. Lewis, Age 66

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Retired; Consultant to Lifetouch National School Studios; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2013; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   43   None

Peter W. McClean, Age 70

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Retired; President and CEO of Measurisk, LLC, 2001 to 2003; Chief Risk Management Officer at Bank Of Bermuda Ltd., 1996 to 2001   43   PNMAC Opportunity Fund; Northeast Bank; and FHI

Arthur C. Reeds III, Age 70

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 10/99   Retired; Senior Investment Officer, Hartford Foundation for Public Giving, 2000 to 2003; Chairman, Chief Executive and President of Conning Corp., 1999 to 2000; Investment Consultant 1997 to 1999   43   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and Age  

Positions

Held with

VIP Trust
and FOF Trust

 

Term of

Office(2)/Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust
and FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Robert DeChellis, Age 47

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   43   None

Brian Muench, Age 44

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 6/11   President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Advisory Management, Allianz Investment Management LLC from December 2005 to November 2010   43   None

 

17


Officers

 

Name, Address, and Age   

Positions

Held with

VIP and VIP

FOF Trust

  

Term of

Office(2)/Length

of Time Served

   Principal Occupation(s) During Past 5 Years

Brian Muench, Age 44

5701 Golden Hills Drive

Minneapolis, MN 55416

   President    Since 11/10    President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Allianz Investment Management LLC from December 2005 to November 2010.

Michael Radmer, Age 69

Dorsey & Whitney LLP,

Suite 1500 50 South Sixth Street Minneapolis, MN 55402-1498

   Secretary    Since 2/02    Partner, Dorsey and Whitney LLP since 1976.

Steve Rudden, Age 45

Citi Fund Services Ohio, Inc.

3435 Stelzer Road

Columbus, OH 43219

   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 6/14    Senior Vice President, Financial Administration, Citi Fund Services Ohio, Inc., April 2011 to present; Vice President, JPMorgan, April 2006 to April 2010.

Chris R. Pheiffer, Age 46

5701 Golden Hills Drive

Minneapolis, MN 55416

   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 2/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present; Deputy Chief Compliance Officer of the VIP Trust and the FOF Trust and Compliance Director, Allianz Life, February 2007 to February 2014.

 

(1) Member of the Audit Committee.

 

(2) Indefinite.

 

(3) Is an “interested person”, as defined by the 1940 Act, due to employment by Allianz.

 

(4) The Manager and the Trust are parties to a Chief Compliance Officer Agreement under which the Manager is compensated by the Trust for providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer. The Chief Compliance Officer and Anti-Money Laundering Compliance Officer is not considered a corporate officer or executive employee of the Trust.

 

18


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.

These Funds are not FDIC Insured.

ANNRPT1214 2/15


AZL® MVP T. Rowe Price Capital Appreciation Fund

Annual Report

December 31, 2014

 

LOGO


Table of Contents

Management Discussion and Analysis

Page 1

Expense Examples and Portfolio Composition

Page 3

Schedule of Portfolio Investments

Page 4

Statement of Assets and Liabilities

Page 5

Statement of Operations

Page 5

Statements of Changes in Net Assets

Page 6

Financial Highlights

Page 7

Notes to the Financial Statements

Page 8

Report of Independent Registered Public Accounting Firm

Page 12

Other Federal Income Tax Information

Page 13

Other Information

Page 14

Approval of Investment Advisory Agreement

Page 15

Information about the Board of Trustees and Officers

Page 17

This report is submitted for the general information of the shareholder of the Fund. The report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus, which contains details concerning the sales charges and other pertinent information.


AZL® MVP T. Rowe Price Capital Appreciation Fund (unaudited)

 

Allianz Investment Management LLC serves as the Manager for the AZL® MVP T. Rowe Price Capital Appreciation Fund.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

What factors affected the Fund’s performance from its inception on January 10, 2014 to the period ended December 31, 2014?

From its inception on January 10, 2014 to the period ended December 31, 2014, the AZL® MVP T. Rowe Price Capital Appreciation Fund returned 11.19%. That compared to a 10.43% total return for its benchmark, the Balanced Composite Index, which is comprised of an 60% weighting in the S&P 500 Index1 and a 40% weighting in the Barclays U.S. Aggregate Bond Index2.

The AZL® MVP T. Rowe Price Capital Appreciation Fund is a fund of funds that invests primarily in the shares of the AZL® T. Rowe Price Capital Appreciation Fund—managed by the Manager. This underlying holding invests in a portfolio of equity, debt, and money market securities. The Fund also employs the MVP (Managed Volatility Portfolio) risk-management process that primarily uses derivatives and is intended to adjust the risk of the portfolio based on quantitative indicators of market risk, such as the current level of fund and market volatility.*

U.S. equities rose in 2014 for the sixth consecutive year as the economy recovered strongly from a first-quarter weather-related contraction. Falling long-term interest rates, solid employment growth, and favorable corporate earnings also supported strong gains for stocks. Nearly all S&P 500 sectors produced positive results, led by utilities. Energy was the only sector to decline. Long-term interest rates continued to decline due to global economic weakness and geopolitical uncertainties.

The Fund lagged the all-equity S&P 500 Index in 2014 due to its allocation to bonds in a rising equity environment. While the Fund’s equity holdings outpaced the S&P 500, its fixed income segment, while positive for the year, lagged its benchmark, the Barclays U.S. Aggregate Index. The portfolio’s overweight to high-yield bonds was beneficial in the first half of the year but detracted from returns later in the period.*

The Fund trimmed holdings within the utilities and consumer staples sectors during the period and decreased its overall equity exposure from the prior year. However, the Fund continued to build on an overweight position in the health care sector. The Fund maintained significant exposure to covered call options, which provided downside protection while offering the benefits of owning a stock, such as dividends and capital appreciation, as long as the stock remained below the option strike price.*

Within equities, stock selection and an overweight within the health care sector supported the Fund’s performance relative to its benchmark. The acquisition of two health care stocks late in the year added to results. The industrials and business services sector detracted from relative results due to both stock selection and an overweight position. The energy sector also detracted from relative performance due to stock selection, though an underweight position in the year’s worst performing sector limited the damage.*

 

The Fund’s overall weighting toward fixed income marginally decreased during 2014 due to increasing difficulty finding attractive opportunities. Holdings in 10-year U.S. Treasuries were eliminated in the fourth quarter, as long-term interest rates continued to decline due to global economic weakness and geopolitical uncertainties. Meanwhile, the Fund’s exposure to high-yield bonds was increased as falling oil prices caused spreads to widen. Energy sector bonds compose the largest segment of the high-yield market, making it particularly sensitive to the price of oil. High-yield bonds remain the Fund’s largest asset class within fixed income, accounting for 15% at year-end.*

At the end of the period the Fund held currency forwards, equity options and index futures, all of which generated a net derivative exposure equivalent to approximately 6% of net assets. Short call options were used in a covered call strategy which decreased exposure to underlying securities. During the first 11 months of the period the Fund held only equity options. The estimated return impact from employing currency forwards was negligible. During the last three months of the period, the covered call strategy represented, on average, roughly 5% of the overall portfolio and generated a return of approximately 7%. The covered call strategy’s estimated contribution to the portfolio’s total return was less than 1%.*

In the generally low volatility environment for most of 2014, the MVP risk management process worked as intended and largely maintained a neutral equity allocation relative to its target, resulting in a minimal impact on the Fund’s equity exposure and performance.

 

Past performance does not guarantee future results.

 

* The Fund’s portfolio composition is subject to change. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the Fund in the future. The information contained in this commentary is for informational purposes only and should not be construed as a recommendation to purchase or sell securities in the sector mentioned. The Fund’s holdings and weightings are as of December 31, 2014.
1  The Standard & Poor’s 500 Index (“S&P 500”) is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole.
2  The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year.

Investors cannot invest directly in an index.

 
 

 

1


AZL® MVP T. Rowe Price Capital Appreciation Fund (unaudited)

 

Fund Objective

The Fund’s investment objective is to seek long-term capital appreciation with preservation of capital as an important intermediate-term objective. This objective may be changed by the Trustees of the Fund without shareholder approval. The Fund seeks to achieve its objective by investing primarily in shares of another mutual fund managed by the manager; the AZL® T. Rowe Price Capital Appreciation Fund, combined with the MVP risk management process.

Investment Concerns

The Fund invests in an underlying fund, so its investment performance is directly related to the performance of that underlying fund. Before investing, investors should assess the risks associated with and types of investments made by of the underlying fund in which the Fund invests.

Stocks are more volatile and carry more risk and return potential than other forms of investments.

International investing may involve risk of capital loss from unfavorable fluctuations in currency values, from differences in generally accepted accounting principles or from economic or political instability in other nations.

Bonds offer a relatively stable level of income, although bond prices will fluctuate, providing the potential for principal gain or loss.

Investing in derivatives instruments involves risks that may be different from or greater than the risk associated with investing directly in securities or other traditional instruments.

For a complete description of these and other risks associated with investing in a mutual Fund, please refer to the Fund’s prospectus.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Growth of $10,000 Investment

 

LOGO

The chart above represents a comparison of a hypothetical investment in the Fund versus a similar investment in the Fund’s benchmarks as well as the component indices of the Fund’s benchmark, and represents the reinvestment of dividends and capital gains in the Fund.

Aggregate Total Returns as of December 31, 2014

 

     6
Month
    Since
Inception
(1/10/14)
 

AZL® MVP T. Rowe Price Capital Appreciation Fund

     4.50 %      11.19 % 

Balanced Composite Index

     4.45 %      10.43 % 

S&P 500 Index

     6.12 %      14.00 % 

Barclays U.S. Aggregate Bond Index

     1.96 %      5.21 % 

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please visit www.Allianzlife.com.

 

Expense Ratio1

   Gross  

AZL® MVP T. Rowe Price Capital Appreciation Fund

     1.12 % 

The above expense ratio is based on the current Fund prospectus dated April 28, 2014. The Manager and the Fund have entered into a written contract limiting operating expenses, excluding certain expenses (such as interest expense and Acquired Fund fees and expenses), to 0.15% through April 30, 2016. Additional information pertaining to the December 31, 2014 expense ratios can be found in the financial highlights.

 

1  Acquired Fund Fees and Expenses are incurred indirectly by the Fund through the valuation of the Fund’s investments in the other investment companies. Accordingly, Acquired Fees and Expenses affect the Fund’s total returns. Because these fees and expenses are not included in the Fund’s financial highlights, the Fund’s total annual fund operating expenses do not correlate to the ratios of expenses to average net assets shown in the financial highlights table. Without Acquired Fund Fees and expenses the Fund’s gross ratio would be 0.15%.

 

   The total return of the Fund does not reflect the effect of any insurance charges, the annual maintenance fee or the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Such charges, fees and tax payments would reduce the performance quoted.

 

   The Fund’s performance is measured against a composite index (the “Balanced Composite Index”), which is comprised of 60% of the Standard & Poor’s 500 Index (“S&P 500”) and 40% of the Barclays U.S. Aggregate Bond Index. The S&P 500 is representative of 500 selected common stocks, most of which are listed on the New York Stock Exchange, and is a measure of the U.S. Stock market as a whole. The Barclays U.S. Aggregate Bond Index is a market value-weighted performance benchmark for investment-grade fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year. These indices are unmanaged and do not reflect the deduction of fees associated with a mutual fund, such as investment management and fund accounting fees. The Fund’s performance reflects the deduction of fees for services provided to the Fund. Investors cannot invest directly in an index.
 

 

2


AZL MVP T. Rowe Price Capital Appreciation Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL MVP T. Rowe Price Capital Appreciation Fund (the “Fund”), you incur ongoing costs, including management fees, distribution fees, and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. Please note that the expenses shown in each table do not reflect expenses that apply to the subaccount or the insurance contract. If the expenses that apply to the subaccount of the insurance contract were included, your costs would have been higher.

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the periods presented below.

The Actual Expense table below provides information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL MVP T. Rowe Price Capital Appreciation Fund

       $ 1,000.00          $ 1,045.00          $ 0.77            0.15 %

The Hypothetical Expense table below 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, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

 

        Beginning
Account Value
7/1/14
     Ending
Account Value
12/31/14
     Expenses Paid
During Period
7/1/14 - 12/31/14*
     Annualized
Expense Ratio
During Period
7/1/14 - 12/31/14

AZL MVP T. Rowe Price Capital Appreciation Fund

       $ 1,000.00          $ 1,024.45          $ 0.77            0.15 %

 

* Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by 184/365 (to reflect the one half year period).

Portfolio Composition

(Unaudited)

 

Investments   Percent of Net Assets

Fixed Income

      94.4 %

Money Market

      2.3  
   

 

 

 

Total Investment Securities

      96.7  

Net other assets (liabilities)

      3.3  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP T. Rowe Price Capital Appreciation Fund

Schedule of Portfolio Investments

December 31, 2014

Shares            Fair Value  

 

Affiliated Investment Company (94.4%):

  

  17,146,755      AZL T. Rowe Price Capital Appreciation Fund    $ 272,633,406  
     

 

 

 

 
 

Total Affiliated Investment Company
(Cost $275,152,303)

     272,633,406  
     

 

 

 

 

Unaffiliated Investment Companies (2.3%):

  
  2,638,072      Dreyfus Treasury Prime Cash Management Fund, Institutional Shares, 0.00%(a)      2,638,072  
  4,000,105      Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.61%(a)      4,000,105  
     

 

 

 

 
 

Total Unaffiliated Investment Companies
(Cost $6,638,177)

     6,638,177  
     

 

 

 

 
 

Total Investment Securities
(Cost $281,790,480)(b) — 96.7%

     279,271,583  

 

Net other assets (liabilities) — 3.3%

     9,571,502  
     

 

 

 

 

Net Assets — 100.0%

   $ 288,843,085  
     

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2014.

 

(a) The rate represents the effective yield at December 31, 2014.

 

(b) See Federal Tax Information listed in the Notes to the Financial Statements.

Futures Contracts

Cash of $10,312,474 has been segregated to cover margin requirements for the following open contracts as of December 31, 2014:

 

Description    Type      Expiration
Date
     Number of
Contracts
     Notional
Value
     Unrealized
Appreciation/
(Depreciation)
 

U.S. Treasury 10-Year Note March Futures

     Long         3/20/15         45       $ 5,705,859      $ 29,234  

S&P 500 Index E-Mini March Futures

     Long         3/20/15         82         8,414,840        128,597  
              

 

 

 

Total

               $ 157,831  
              

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP T. Rowe Price Capital Appreciation Fund

Statement of Assets and Liabilities

December 31, 2014

 

Assets:

    

Investments in non-affiliates, at cost

     $ 6,638,177  

Investments in affiliates, at cost

       275,152,303  
    

 

 

 

Total Investment securities, at cost

     $ 281,790,480  
    

 

 

 

Investments in non-affiliates, at value

     $ 6,638,177  

Investments in affiliates, at value

       272,633,406  
    

 

 

 

Total Investment securities, at value

       279,271,583  

Segregated cash for collateral

       10,312,474  

Interest and dividends receivable

       13  

Receivable for capital shares issued

       1,906,240  

Receivable for variation margin on futures contracts

       9,844  

Prepaid expenses

       1,998  
    

 

 

 

Total Assets

       291,502,152  
    

 

 

 

Liabilities:

    

Payable for investments purchased

       2,521,057  

Payable for variation margin on futures contracts

       99,630  

Manager fees payable

       23,093  

Administration fees payable

       4,360  

Custodian fees payable

       582  

Administrative and compliance services fees payable

       894  

Trustee fees payable

       18  

Other accrued liabilities

       9,433  
    

 

 

 

Total Liabilities

       2,659,067  
    

 

 

 

Net Assets

     $ 288,843,085  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 291,165,699  

Accumulated net investment income/(loss)

       —  

Accumulated net realized gains/(losses) from investment transactions

       38,452  

Net unrealized appreciation/(depreciation) on investments

       (2,361,066 )
    

 

 

 

Net Assets

     $ 288,843,085  
    

 

 

 

Shares of beneficial interest (unlimited number of shares authorized, no par value)

       27,628,311  

Net Asset Value (offering and redemption price per share)

     $ 10.45  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2014(a)

 

Investment Income:

    

Dividends from affiliates

     $ 504,961  

Dividends

       120  
    

 

 

 

Total Investment Income

       505,081  
    

 

 

 

Expenses:

    

Manager fees

       126,121  

Administration fees

       24,731  

Custodian fees

       1,959  

Administrative and compliance services fees

       1,668  

Trustee fees

       5,610  

Professional fees

       6,922  

Shareholder reports

       9,127  

Other expenses

       1,063  
    

 

 

 

Total expenses

       177,201  
    

 

 

 

Net Investment Income/(Loss)

       327,880  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

Net realized gains/(losses) on securities transactions from affiliates

       (5,429 )

Net realized gains distributions from affiliated underlying funds

       16,064,698  

Net realized gains distributions

       1,172  

Net realized gains/(losses) on futures contracts

       508,124  

Change in net unrealized appreciation/depreciation on investments

       (2,361,066 )
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       14,207,499  
    

 

 

 

Change in Net Assets Resulting From Operations

     $ 14,535,379  
    

 

 

 

 

(a) For the period January 10, 2014 (commencement of operations) to December 31, 2014.
 

 

See accompanying notes to the financial statements.

 

5


Statements of Changes in Net Assets

     AZL MVP T. Rowe Price
Capital Appreciation Fund
      January 10, 2014
to
December 31,
2014 (a)

Change in Net Assets:

    

Operations:

    

Net investment income/(loss)

     $ 327,880  

Net realized gains/(losses) on investment transactions

       16,568,565  

Change in unrealized appreciation/depreciation on investments

       (2,361,066 )
    

 

 

 

Change in net assets resulting from operations

       14,535,379  
    

 

 

 

Dividends to Shareholders:

    

From net investment income

       (329,160 )

From net realized gains

       (16,528,833 )
    

 

 

 

Change in net assets resulting from dividends to shareholders

       (16,857,993 )
    

 

 

 

Capital Transactions:

    

Proceeds from shares issued

       276,332,879  

Proceeds from dividends reinvested

       16,857,993  

Value of shares redeemed

       (2,025,173 )
    

 

 

 

Change in net assets resulting from capital transactions

       291,165,699  
    

 

 

 

Change in net assets

       288,843,085  

Net Assets:

    

Beginning of period

       —  
    

 

 

 

End of period

     $ 288,843,085  
    

 

 

 

Accumulated net investment income/(loss)

     $ —  
    

 

 

 

Share Transactions:

    

Shares issued

       26,221,899  

Dividends reinvested

       1,602,471  

Shares redeemed

       (196,059 )
    

 

 

 

Change in shares

       27,628,311  
    

 

 

 

 

(a) Period from commencement of operations.

 

See accompanying notes to the financial statements.

 

6


AZL MVP T. Rowe Price Capital Appreciation Fund

Financial Highlights

(Selected data for a share of beneficial interest outstanding throughout the periods indicated)

      January 10, 2014
to
December 31,
2014 (a)

Net Asset Value, Beginning of Period

     $ 10.00  
    

 

 

 

Investment Activities:

    

Net Investment Income/(Loss)

       0.01  

Net Realized and Unrealized Gains/(Losses) on Investments

       1.11  
    

 

 

 

Total from Investment Activities

       1.12  
    

 

 

 

Dividends to Shareholders From:

    

Net Investment Income

       (0.01 )

Net Realized Gains

       (0.66 )
    

 

 

 

Total Dividends

       (0.67 )
    

 

 

 

Net Asset Value, End of Period

     $ 10.45  
    

 

 

 

Total Return(b)

       11.19 %(c)

Ratios to Average Net Assets/Supplemental Data:

    

Net Assets, End of Period (000’s)

     $ 288,843  

Net Investment Income/(Loss)(d)

       0.26 %

Expenses Before Reductions*(d)(e)

       0.14 %

Expenses Net of Reductions*(d)

       0.14 %

Portfolio Turnover Rate

       1 %(c)

 

* The expense ratios exclude the impact of fees/expenses paid by each underlying fund.

 

(a) Period from commencement of operations.

 

(b) The returns include reinvested dividends and fund level expenses, but exclude insurance contract charges. If these charges were included, the returns would have been lower.

 

(c) Not annualized.

 

(d) Annualized for periods less than one year.

 

(e) Excludes fee reductions, if any. If such fee reductions had not occurred, the ratios would have been as indicated.

 

See accompanying notes to the financial statements.

 

7


AZL MVP T. Rowe Price Capital Appreciation Fund

Notes to the Financial Statements

December 31, 2014

 

1. Organization

The Allianz Variable Insurance Products Fund of Funds Trust (the “Trust”) was organized as a Delaware statutory trust on June 16, 2004. The Trust is a diversified open-end management investment company registered under the Investment Company Act of 1940, as amended, (the “1940 Act”) and thus is determined to be an investment company for accounting purposes. The Trust consists of 12 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP T. Rowe Price Capital Appreciation Fund (the “Fund”), and 11 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests in other mutual funds. Underlying Funds invest in stock, bonds, and other securities and reflect varying amounts of potential investment risk and reward. The Underlying Funds record their investments at fair value. Periodically, the Fund will adjust its asset allocation as it seeks to achieve its investment objective.

The Trust is authorized to issue an unlimited number of shares of the Fund without par value. Shares of the Fund are available through the variable annuity contracts offered through the separate accounts of participating insurance companies.

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund may enter into contracts with its vendors and others that provide for general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects that risk of loss to be remote.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform with U.S. generally accepted accounting principles (“U.S. GAAP”). The preparation of financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and 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.

Security Valuation

The Fund records its investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between willing market participants at the measurement date. The valuation techniques used to determine fair value are further described in Note 4 below.

Investment Transactions and Investment Income

Investment transactions are recorded not later than on the business day following trade date. However, for financial reporting purposes, investment transactions are accounted for on trade date. Net realized gains and losses on investments sold are recorded on the basis of identified cost. Interest income is recorded on the accrual basis and includes, where applicable, the amortization of premiums or accretion of discounts. Dividend income is recorded on the ex-dividend date except in the case of foreign securities, in which case dividends are recorded as soon as such information becomes available.

Dividends to Shareholders

Dividends to shareholders are recorded on the ex-dividend date. The Fund distributes its dividends from net investment income and net realized capital gains, if any, on an annual basis. The amount of dividends from net investment income and from net realized gains is determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These “book/tax” differences are either temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., return of capital, net operating loss, reclassification of certain market discounts, gain/loss, paydowns, and distributions), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales and post October losses) do not require reclassification. Dividends to shareholders that exceed net investment income and net realized gains for tax purposes are reported as distributions of capital.

Expense Allocation

Expenses directly attributable to the Fund are charged directly to the Fund, while expenses attributable to more than one Fund are allocated among the respective Funds based upon relative net assets or some other reasonable method. Expenses which are attributable to more than one Trust are allocated across the Allianz Variable Insurance Products and Allianz Variable Insurance Products Fund of Funds Trusts based upon relative net assets or another reasonable basis. Allianz Investment Management LLC (the “Manager”), serves as the investment manager for the Trust and the Allianz Variable Insurance Products Fund of Funds Trust.

Derivative Instruments

All open derivative positions at period end are reflected on the Fund’s Schedule of Portfolio Investments. The following is a description of the derivative instruments utilized by the Fund, including the primary underlying risk exposures related to each instrument type. The Fund’s allocation to the MVP (Managed Volatility Portfolio) risk management process may include (a) derivatives such as index futures, other futures contracts, options, and other similar securities and (b) cash, money market equivalents, short-term debt instruments, money market funds, and short-term debt funds to satisfy all applicable margin requirements and to provide additional portfolio liquidity to satisfy large redemptions and any margin calls. Due to the leverage provided by derivatives, the notional value of the Fund’s derivative positions could exceed 20% of the Fund’s value. The Fund may also use futures to gain equity exposure and may hold cash as a buffer in the event of market shocks.

Futures Contracts

During the year ended December 31, 2014, the Fund invested in futures contracts to reduce volatility and limit the need to decrease or increase allocations to underlying funds. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in

 

8


AZL MVP T. Rowe Price Capital Appreciation Fund

Notes to the Financial Statements

December 31, 2014

 

accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and a payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the underlying securities and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. The notional amount of futures contracts outstanding was $14.1 million as of December 31, 2014. The monthly average notional amount for these contracts was $6.7 million for the year ended December 31, 2014. Realized gains and losses are reported as “Net realized gains/(losses) on futures contracts” on the Statement of Operations.

Summary of Derivative Instruments

The following is a summary of the fair values of derivative instruments on the Fund’s Statement of Assets and Liabilities, categorized by risk exposure, as of December 31, 2014:

 

   

Asset Derivative

   

Liability Derivative

 
Primary Risk Exposure   Statement of Assets and Liabilities Location   Total Fair
Value*
    Statement of Assets and Liabilities Location   Total Fair
Value*
 
Equity Risk Exposure        

Equity Contracts

  Receivable for variation margin on futures contracts   $ 128,597      Payable for variation margin on futures contracts   $ —   

Interest Risk Exposure

       

Interest Rate

      29,234          —   

 

* For futures contracts, the amounts represent the cumulative appreciation/(depreciation) of these futures contracts as reported in the Schedule of Portfolio Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities as Variation Margin on Futures Contracts.

The following is a summary of the effect of derivative instruments on the Statement of Operations, categorized by risk exposure, for the year ended December 31, 2014:

 

Primary Risk Exposure    Location of Gains/(Losses)
on Derivatives
Recognized in Income
     Realized Gains/
(Losses) on
Derivatives
Recognized in Income
       Change in Net Unrealized
Appreciation/
Depreciation on
Derivatives Recognized
in Income
 

Equity Risk Exposure

            

Equity Contracts

   Net Realized gains/(losses) on futures contracts/Change in unrealized appreciation/depreciation on investments      $ 418,284         $ 128,597   

Interest Rate Risk Exposure

            

Interest Rate

          89,840           29,234   

3. Related Party Transactions

The Manager provides investment advisory and management services for the Fund. The Manager has contractually agreed to waive fees and reimburse the Fund to limit the annual expenses, excluding interest expense (e.g., cash overdraft fees), taxes, brokerage commissions, other expenditures that are capitalized in accordance with U.S. GAAP and other extraordinary expenses not incurred in the ordinary course of the Fund’s business, based on the daily net assets of the Fund, through April 30, 2016. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2014, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL MVP T. Rowe Price Capital Appreciation Fund

         0.10 %          0.15 %

Any amounts contractually waived or reimbursed by the Manager in a particular fiscal year will be subject to repayment by the Fund to the Manager to the extent that from time to time through the next three fiscal years the repayment will not cause the Fund’s expenses to exceed the lesser of the stated limit at the time of the waiver or the current stated limit. Any amounts recouped by the Manager during the year are reflected on the Statement of Operations as “Recoupment of prior expenses reimbursed by the Manager.” At December 31, 2014, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

In addition, the Manager may voluntarily waive or reimburse additional fees in order to maintain more competitive expense ratios. Any voluntary waivers or reimbursements are not subject to repayment in subsequent years. Information on the total amount waived/reimbursed by the Manager or repaid to the Manager by the Fund during the period can be found on the Statement of Operations. During the period ended December 31, 2014, there were no voluntary waivers.

 

9


AZL MVP T. Rowe Price Capital Appreciation Fund

Notes to the Financial Statements

December 31, 2014

The Manager or an affiliate of the Manager serves as the investment adviser of certain underlying funds in which the Fund invests. At December 31, 2014, these underlying funds are noted as Affiliated Investment Companies in the Fund’s Schedule of Portfolio Investments. The Manager or an affiliate of the Manager is paid a separate fee from the underlying funds for such services. A summary of the Fund’s investments in affiliated investment companies for the year ended December 31, 2014 is as follows:

 

      Fair Value
12/31/13
   Purchases
at Cost
   Proceeds from
Sales
   Net
Realized
Gain(Loss)
   Change in
Unrealized
Appreciation/
Depreciation
   Fair Value
12/31/14
   Dividend
Income

AZL T. Rowe Price Capital Appreciation Fund

     $ —        $ 276,040,524        $ (882,792 )      $ (5,429 )      $ (2,518,897 )      $ 272,633,406        $ 504,961  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ —        $ 276,040,524        $ (882,792 )      $ (5,429 )      $ (2,518,897 )      $ 272,633,406        $ 504,961  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

Pursuant to separate agreements between the Funds and the Manager, the Manager provides a Chief Compliance Officer (“CCO”) and certain compliance oversight and regulatory filing services to the Trust. Under these agreements the Manager is entitled to an amount equal to a portion of the compensation and certain other expenses related to the individuals performing the CCO and compliance oversight services, as well as $100 per hour for time incurred in connection with the preparation and filing of certain documents with the Securities and Exchange Commission. The fees are paid to the Manager on a quarterly basis. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administrative and compliance services fees.”

Citi Fund Services Ohio, Inc. (“Citi” or the “Administrator”), a wholly owned subsidiary of Citigroup, Inc., with which an officer of the Trust is affiliated, serves as the Trust’s administrator, transfer agent, and fund accountant, and assists the Trust in all aspects of its administration and operation. The Administrator is entitled to a fee, accrued daily and paid monthly. In addition, the Administrator is entitled to annual account fees related to the transfer agency system, and a Trust-wide annual fee for providing infrastructure and support in implementing the written policies and procedures comprising the Fund’s compliance program. Fees payable to the Administrator are subject to certain reductions associated with services provided to new funds. Beginning January 1, 2015, these reductions are no longer applicable to new funds. The Administrator is also reimbursed for certain expenses incurred. The total expenses incurred by the Fund for these services are reflected on the Statement of Operations as “Administration fees.”

Allianz Life Financial Services, LLC (“ALFS”), an affiliate of the Manager, serves as distributor of the Fund and receives 12b-1 fees directly from the Fund, plus a Trust-wide annual fee of $7,500, paid by the Manager from its profits and not by the Trust, for recordkeeping and reporting services.

In addition, certain legal fees and expenses are paid to a law firm, Dorsey & Whitney LLP, of which the Secretary of the Fund is a partner. During the year ended December 31, 2014, $1,178 was paid from the Fund relating to these fees and expenses.

Certain Officers and Trustees of the Trust are affiliated with the Manager or the Administrator. Such Officers (except for the Trust’s CCO as noted above) and Trustees receive no compensation from the Trust for serving in their respective roles. For their service to the Trust and to the Allianz Variable Insurance Products Fund of Funds Trust, each non-interested Trustee receives a $163,000 annual Board retainer and the Lead Director receives an additional $24,450 annually. In addition, the Trustees are reimbursed for certain expenses associated with attending Board meetings. Compensation to the Trustees is allocated between the Trust and the Allianz Variable Insurance Products Fund of Funds Trust in proportion to the assets under management of each trust. During the year ended December 31, 2014, actual Trustee compensation was $1,155,670 in total for both trusts.

4. Investment Valuation Summary

The valuation techniques employed by the Fund, as described below, maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Fund’s investments are summarized in the three broad levels listed below:

 

  —  

Level 1 — quoted prices in active markets for identical assets

  —  

Level 2 — other significant observable inputs (including quoted prices for similar securities, interest rates, prepayments speeds, credit risk, etc.)

  —  

Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The Fund determines transfers between fair value hierarchy levels at the reporting period end. The inputs or methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments.

Investments in other investment companies are valued at their published net asset value (“NAV”). Security prices are generally provided by an independent third party pricing service approved by the Trust’s Board of Trustees (“Trustees”) as of the close of the New York Stock Exchange (“NYSE”) (generally 4:00 pm Eastern Time). The investments utilizing Level 1 valuations represent investments in open-end investment companies. Futures contracts are valued at the last sales price as of the close of the primary exchange and are typically categorized as Level 1 in the fair value hierarchy.

For the year ended December 31, 2014, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value.

The following is a summary of the valuation inputs used as of December 31, 2014 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Company

       $ 272,633,406          $ —          $ 272,633,406  

Unaffiliated Investment Companies

         6,638,177            —            6,638,177  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

         279,271,583            —            279,271,583  
      

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                    

Futures Contracts

         157,831            —            157,831  
      

 

 

        

 

 

        

 

 

 

Total Investments

       $ 279,429,414          $ —          $ 279,429,414  
      

 

 

        

 

 

        

 

 

 

 

* Other Financial Instruments would include any derivative instruments, such as futures contracts. These investments are generally recorded in the financial statements at the unrealized gain or loss on the investment.

 

10


AZL MVP T. Rowe Price Capital Appreciation Fund

Notes to the Financial Statements

December 31, 2014

5. Security Purchases and Sales

For the year ended December 31, 2014, cost of purchases and proceeds from sales of securities (excluding securities maturing less than one year from acquisition) were as follows:

 

        Purchases      Sales

AZL MVP T. Rowe Price Capital Appreciation Fund

       $ 276,040,524          $ 882,792  

6. Investment Risks

Derivatives Risk: The Fund may invest directly or through affiliated or unaffiliated mutual funds or unregistered investment pools in derivative instruments such as futures, options, and options on futures. A derivative is a financial contract whose value depends on, or is derived from, the value of an underlying asset, reference rate, or risk. Use of derivative instruments involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional investments. Derivatives are subject to a number of other risks, such as liquidity risk, interest rate risk, market risk, credit risk, and selection risk. Derivatives also involve the risk of mispricing or improper valuation and the risk that changes in the value may not correlate perfectly with the underlying asset, rate, or index. Using derivatives may result in losses, possibly in excess of the principal amount invested. Also, suitable derivative transactions may not be available in all circumstances. The other party to a derivatives contract could default.

7. Federal Tax Information

It is the Fund’s policy to continue to comply with the requirements of the Internal Revenue Code under Subchapter M, applicable to regulated investment companies, and to distribute all of its taxable income, including any net realized gains on investments, to its shareholders. Therefore, no provision is made for federal income taxes.

Management of the Fund has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

Cost for federal income tax purposes at December 31, 2014 is $281,795,909. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ —   

Unrealized depreciation

    (2,524,326 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ (2,524,326 ) 
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2014 were as follows:

 

        Ordinary
Income
     Net
Long-Term
Capital Gains
     Total
Distributions(a)

AZL MVP T. Rowe Price Capital Appreciation Fund

       $ 514,340          $ 16,343,653          $ 16,857,993  

 

(a) Total distributions paid may differ from the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

As of December 31, 2014, the components of accumulated earnings on a tax basis were as follows:

 

        Undistributed
Ordinary
Income
     Undistributed
Long-Term
Capital Gains
     Accumulated
Capital and
Other Losses
     Unrealized
Appreciation/
(Depreciation)(a)
     Total
Accumulated
Earnings/
(Deficit)

AZL MVP T. Rowe Price Capital Appreciation Fund

       $ 79,920          $ 121,792          $ —          $ (2,524,326 )        $ (2,322,614 )

 

(a) The difference between book-basis and tax-basis unrealized appreciation/(depreciation) is attributable primarily to tax deferral of losses on wash sales.

8. Concentration of Investments

As of December 31, 2014, the Fund’s investment in the AZL T. Rowe Price Capital Appreciation Fund, which is affiliated with the Investment Adviser, represented greater than 90% of the Fund’s net assets. The financial statements of the AZL T. Rowe Price Capital Appreciation Fund are attached hereto.

9. Subsequent Events

Management has evaluated events and transactions subsequent to period end through the date the financial statements were issued, for purposes of recognition or disclosure in these financial statements and there are no subsequent events to report.

 

11


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Shareholders and Board of Trustees of

Allianz Variable Insurance Products Fund of Funds Trust:

We have audited the accompanying statement of assets and liabilities of AZL MVP T. Rowe Price Capital Appreciation Fund (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the schedule of portfolio investments, as of December 31, 2014, and the related statements of operations and changes in net assets, and the financial highlights for the period January 10, 2014 to December 31, 2014. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2014, by correspondence with the brokers, custodian, and transfer agents of the underlying funds. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of December 31, 2014, the results of its operations, the changes in its net assets, and the financial highlights for the period January 10, 2014 to December 31, 2014, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Columbus, Ohio

February 25, 2015

 

12


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2014, 84.13% of the total ordinary income dividends paid by the Fund qualify for the corporate dividends received deduction available to corporate shareholders.

During the year ended December 31, 2014, the Fund declared net long-term capital gain distributions of $16,343,652.

During the year ended December 31, 2014, the Fund declared net short-term capital gain distributions of $186,459.

 

13


Other Information (Unaudited)

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request, by visiting the Securities and Exchange Commission’s (“Commission”) website at www.sec.gov, or by calling 800-624-0197.

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30th is available (i) without charge, upon request, by calling 800-624-0197; (ii) on the Allianz Variable Insurance Products Trust’s website at https://www.allianzlife.com; and (iii) on the Commission’s website at http://www.sec.gov.

The Fund files complete Schedules of Portfolio Holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. Schedules of Portfolio Holdings for the Fund in this report are available without charge on the Commission’s website at http://www.sec.gov, or may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330.

 

14


Approval of Investment Advisory Agreement (Unaudited)

Subject to the general supervision of the Board of Trustees and in accordance with each Fund’s investment objectives and restrictions, investment advisory services are provided to the Funds by Allianz Investment Management LLC (the “Manager”). The Manager manages each Fund pursuant to an investment management agreement (the “Management Agreement”) with the Trust in respect of each such Fund. The Management Agreement provides that the Manager, subject to the supervision and approval of the Board of Trustees, is responsible for the management of each Fund. For management services, each Fund pays the Manager an investment advisory fee based upon each Fund’s average daily net assets. The Manager has contractually agreed to limit the expenses of each Fund by reimbursing each Fund if and when total Fund operating expenses exceed certain amounts until at least May 1, 2016.

Wilshire Funds Management (“Wilshire”) serves as a consultant to the Manager in preparing statistical and other factual information for use in the creation and maintenance of the asset allocation models for the Fusion Funds (the AZL MVP Fusion Conservative, Balanced, Moderate and Growth Funds), pursuant to an agreement between the Manager and Wilshire. Wilshire serves as a consultant to the Manager with respect to selecting the Fusion Permitted Underlying Investments and the Fund’s asset allocations among the Permitted Underlying Investments. The Manager, not any Fund, pays a consultant fee to Wilshire. Wilshire began serving in its capacity as a consultant beginning January 1, 2010.

In reviewing the services provided by the Manager and the terms of the Management Agreement, the Board receives and reviews information related to the Manager’s experience and expertise in the variable insurance marketplace. Currently, the Funds are offered only through variable annuities and variable life insurance policies, and not in the retail fund market. In addition, the Board receives information regarding the Manager’s expertise with regard to portfolio diversification and asset allocation requirements within variable insurance products issued by Allianz Life Insurance Company of North America and its subsidiary, Allianz Life Insurance Company of New York. Currently, the Funds are offered only through Allianz Life and Allianz of New York variable products.

As required by the Investment Company Act of 1940 (the “1940 Act”), the Trust’s Board has reviewed and approved the Management Agreement with the Manager. The Board’s decision to approve this contract reflects the exercise of its business judgment on whether to approve new arrangements and continue the existing arrangements. During its review of the contract, the Board considered many factors, among the most material of which are: the Funds’ investment objectives, the Manager’s management philosophy, personnel, processes and investment performance, including its compliance history and the adequacy of its compliance processes; the preferences and expectations of Fund shareholders (and underlying contract owners) and their relative sophistication; the continuing state of competition in the mutual fund industry; and comparable fees in the mutual fund industry.

The Board also considered the compensation and benefits received by the Manager. This includes fees received for services provided to a Fund by employees of the Manager or of affiliates of the Manager and research services received by the Manager from brokers that execute Fund trades, as well as advisory fees. The Board considered the fact that: (1) the Manager and the Trust are parties to an Administrative Service Agreement and Compliance Services Agreement, under which the Manager is compensated by the Trust for performing certain administrative and compliance services including providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer; and (2) Allianz Life Financial Services LLC, an affiliated person of the Manager, is a registered securities broker-dealer and receives (along with its affiliated persons) payments made by the Underlying Funds pursuant to Rule 12b-1.

The Board is aware that various courts have interpreted provisions of the 1940 Act and have indicated in their decisions that the following factors may be relevant to the Manager’s compensation: the nature and quality of the services provided by the Manager, including the performance of the funds; the Manager’s cost of providing the services; the extent to which the Manager may realize “economies of scale” as the funds grow larger; any indirect benefits that may accrue to the Manager and its affiliates as a result of the Manager’s relationship with the funds; performance and expenses of comparable funds; the profitability to the Manager from acting as adviser to the funds; and the extent which the independent Board members are fully informed about all facts bearing on the Manager’s services and fees. The Trust’s Board is aware of these factors and took them into account in its review of the Management Agreement for the Funds.

The Board considered and weighed these circumstances in light of its experience in governing the Trust, and is assisted in its deliberations by the advice of legal counsel to the Independent Trustees. In this regard, the Board requests and receives a significant amount of information about the Funds and the Manager. Some of this information is provided at each regular meeting of the Board; additional information is provided in connection with the particular meeting or meetings at which the Board’s formal review of an advisory contract occurs. In between regularly scheduled meetings, the Board may receive information on particular matters as the need arises. Thus, the Board’s evaluation of the Management Agreement is informed by reports covering such matters as: the Manager’s investment philosophy, personnel and processes, and the Fund’s investment performance (in absolute terms as well as in relationship to its benchmark). In connection with comparing the performance of each Fund versus its benchmark, the Board receives reports on the extent to which the Fund’s performance may be attributed to various applicable factors, such as asset class allocation decisions and volatility management strategies, the performance of the Underlying Funds, rebalancing decisions, and the impact of cash positions and Fund fees and expenses. The Board also receives reports on the Funds’ expenses (including the advisory fee itself and the overall expense structure of the Funds, both in absolute terms and relative to similar and/or competing funds, with due regard for contractual or voluntary expense limitations); the nature and extent of the advisory and other services provided to the Fund by the Manager and its affiliates; compliance and audit reports concerning the Funds and the companies that service them; and relevant developments in the mutual fund industry and how the Funds and/or the Manager are responding to them.

The Board also receives financial information about the Manager, including reports on the compensation and benefits the Manager derives from its relationships with the Funds. These reports cover not only the fees under the Management Agreement, but also fees, if any, received for providing other services to the Funds. The reports also discuss any indirect or “fall out” benefits the Manager or its affiliates may derive from its relationship with the Funds.

The Management Agreement was most recently considered at Board of Trustees meetings held in the fall of 2014. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2014, and at an “in person” Board of Trustees meeting held October 21, 2014. The Agreement was approved at the Board meeting of October 21, 2014. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2016. In connection with such meetings, the Trustees requested and evaluated extensive materials from the Manager, including performance and expense information for other investment companies with similar investment objectives derived from data compiled by an independent third party provider and other sources believed to be reliable by the Manager. Prior to voting, the Trustees reviewed the proposed approval/continuance of the Agreement with management and with experienced counsel who are independent of the Manager and received a memorandum from such counsel discussing the legal standards for their consideration of the proposed approvals/ continuances. The independent (“disinterested”) Trustees also discussed the proposed approvals/continuances in a private session with such counsel at which no representatives of the Manager were present. In reaching their determinations relating to the approval and/or continuance of the Agreement, in respect of each Fund, the Trustees considered all factors they believed relevant. The Board based its decision to approve the Management Agreement on the totality of the circumstances and relevant factors, and with a view to past and future long-term considerations. Not all of the factors and considerations discussed above and below are necessarily relevant to each Fund, and the Board did not assign relative weights to factors discussed herein or deem any one or group of them to be controlling in and of themselves.

 

15


An SEC rule requires that shareholder reports include a discussion of certain factors relating to the selection of the investment adviser and the approval of the advisory fee. The “factors” enumerated by the SEC are set forth below in italics, as well as the Board’s conclusions regarding such factors:

(1) The nature, extent and quality of services provided by the Manager. The Trustees noted that the Manager, subject to the control of the Board of Trustees, administers each Fund’s business and other affairs. The Trustees noted that the Manager also provides the Trust and each Fund with such administrative and other services (exclusive of, and in addition to, any such services provided by any others retained by the Trust on behalf of the Funds) and executive and other personnel as are necessary for the operation of the Trust and the Funds. Except for the Trust’s Chief Compliance Officer, the Manager pays all of the compensation of Trustees and officers of the Trust who are employees of the Manager or its affiliates.

The Trustees considered the scope and quality of services provided by the Manager and noted that the scope of such services provided had expanded as a result of recent regulatory and other developments. The Trustees noted that, for example, the Manager is responsible for maintaining and monitoring its own compliance program, and this compliance program has been continuously refined and enhanced in light of new regulatory requirements. The Trustees considered the capabilities and resources which the Manager has dedicated to performing services on behalf of the Trust and its Funds. The quality of administrative and other services, including the Manager’s role in coordinating the activities of the Trust’s other service providers, also was considered. The Trustees concluded that, overall, they were satisfied with the nature, extent and quality of services provided (and expected to be provided) to the Trust and to each of the Funds under the Management Agreement.

(2) The investment performance of the Fund and the Manager. In connection with the fall 2014 contract review process, Trustees received extensive information on the performance results of the Funds. (Of the 12 Funds, one Fund, the AZL MVP T. Rowe Price Capital Appreciation Fund, did not have at least 12 months of performance history.) Historical performance information of at least three years was available for each of the AZL MVP Fusion Conservative, AZL MVP Fusion Balanced, AZL MVP Fusion Moderate and AZL MVP Fusion Growth Funds and the AZL Balanced and Growth Index Strategy Funds. Performance information includes information on absolute total return, performance versus the appropriate benchmark(s), the contribution to performance of the Manager’s asset class allocation decisions and volatility management strategies (the volatility management strategy was modified to incorporate a volatility cap in the second quarter of 2013), the performance of the Underlying Funds, and the impact on performance of rebalancing decisions, cash and Fund fees. For example, in connection with the Board of Trustees meeting held October 21, 2014, the Manager reported that for the three year period ended June 30, 2014, the AZL MVP Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 43rd, 73rd, 74th, and 86th percentiles respectively, in their [Lipper] peer groups, and for the one year period ended June 30, 2014 they ranked in the 49th, 74th, 32nd, and 82nd percentiles, respectively. For the three year period ended June 30, 2014, the AZL Balanced Index Strategy and AZL Growth Index Strategy Funds ranked in the 47th and 27th percentiles of their peer groups, respectively, and for the one year ended June 30, 2014 they ranked in the 69th and 27th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the two year period ended June 30, 2014, the AZL Fusion Conservative, Balanced, Growth and Moderate Funds ranked in the 20th, 50th, 12th, and 24th percentiles respectively; the AZL MVP Balanced Index Strategy and AZL MVP Growth Index Strategy Funds ranked in the 30th and 1st percentiles respectively; and the AZL MVP BlackRock Global Allocation, AZL MVP Invesco Equity & Income and the AZL MVP Franklin Templeton Founding Strategy Plus Funds ranked in the 47th, 1st, and 8th percentiles respectively.

At the Board of Trustees meeting held October 21, 2014, the Trustees determined that the investment performance of the Funds was acceptable.

(3) The costs of services to be provided and profits to be realized by the Manager and its affiliates from the relationship with the Funds. The Board considered that the Manager receives an advisory fee from each of the Funds. The Manager reported that for the MVP Fusion Funds the advisory fee paid put these Funds in the 38th percentile of the customized peer group. The Manager reported that for the Index Strategy Funds the advisory fee paid put them in the 32nd percentile (or lower) of the customized peer group. The Manager reported that for the AZL MVP BlackRock Global Allocation, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity & Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 7th percentile of the customized peer group. Trustees were provided with information on the total expense ratios of the Funds and other funds in the customized peer groups, and the Manager reported upon the challenges in making peer group comparisons for the Funds.

The Manager provided information concerning the profitability of the Manager’s investment advisory activities for the period from 2011 through June 30, 2014. The Trustees recognized that it is difficult to make comparisons of profitability from investment company advisory agreements because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocation of expenses and the adviser’s capital structure and cost of capital. In considering profitability information, the Trustees considered the possible effect of certain fall-out benefits to the Manager and its affiliates. The Trustees focused on profitability of the Manager’s relationships with the Funds before taxes and distribution expenses. The Trustees recognized that the Manager should, in the abstract, be entitled to earn a reasonable level of profits for the services it provides to each Fund.

Based upon the information provided, the Board concluded that the Funds’ advisory fees and expense ratios are not unreasonable, and determined that there was no evidence that the Manager’s level of profitability from its relationship with the Funds was excessive.

(4) and (5) The extent to which economies of scale would be realized as the Funds grow, and whether fee levels reflect these economies of scale. The Trustees noted that the advisory fee schedules for the Funds do not contain breakpoints that reduce the fee rate on assets above specified levels. The Trustees recognized that breakpoints may be an appropriate way for the Manager to share its economies of scale, if any, with Funds that have substantial assets. However, they also recognized that there may not be a direct relationship between any economies of scale realized by Funds and those realized by the Manager as assets increase. The Trustees do not believe there is a uniform methodology for establishing breakpoints that give effect to Fund-specific services provided by the Manager. The Trustees noted that in the fund industry as a whole, as well as among funds similar to the Funds, there is no uniformity or pattern in the fees and asset levels at which breakpoints (if any) apply. Depending on the age, size, and other characteristics of a particular fund and its manager’s cost structure, different conclusions can be drawn as to whether there are economies of scale to be realized at any particular level of assets, notwithstanding the intuitive conclusion that such economies exist, or will be realized at some level of total assets. Moreover, because different managers have different cost structures and service models, it is difficult to draw meaningful conclusions from the breakpoints that may have been adopted by other funds. The Trustees also noted that the advisory agreements for many funds do not have breakpoints at all, or if breakpoints exist, they may be at asset levels significantly greater than those of the individual Funds. The Trustees also noted that the total assets in all of the Funds as of June 30, 2014 were approximately $9.9 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.8 billion.

Having taken these factors into account, the Trustees concluded that the absence of breakpoints in the Funds’ advisory fee rate schedules was acceptable under each Fund’s circumstances.

The Trustees noted that the Manager has agreed to temporarily “cap” Fund expenses at certain levels, which has the effect of reducing expenses as would the implementation of advisory fee breakpoints. The Manager has committed to continue to consider the continuation of fee “caps” and/or advisory fee breakpoints as the Funds grow larger. The Board receives quarterly reports on the level of Fund assets. It expects to consider whether or not to approve the Management Agreement at a meeting to be held prior to December 31, 2015, and will at that time, or prior thereto, consider: (a) the extent to which economies of scale can be realized, and (b) whether the advisory fee should be modified to reflect such economies of scale, if any.

 

16


Information about the Board of Trustees and Officers (Unaudited)

The Trust is managed by the Trustees in accordance with the laws of the state of Delaware governing business trusts. There are currently nine Trustees, two of whom are “interested persons” of the Trust within the meaning of that term under the 1940 Act. The Trustees and Officers of the Trust, their addresses, ages, their positions held with the Trust, their terms of office with the Trust and length of time served, their principal occupation(s) during the past five years, the number of portfolios in the Trust they oversee, and their other directorships held during the past five years are as follows:

Non-Interested Trustees(1)

 

Name, Address, and Age  

Positions

Held with

VIP Trust and

FOF Trust

 

Term of

Office(2)/Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust and

FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Peter R. Burnim, Age 67

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/07   Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to 2012; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; Expert Witness, Massachusetts Department of Revenue, 2011 to 2012; Executive Vice President, Northstar Companies, 2002 to 2005; Senior Officer, Citibank and Citicorp for over 25 years   43   Argus Group Holdings; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; and Bank of Bermuda NY

Peggy L. Ettestad, Age 57

5701 Golden Hills Drive

Minneapolis, MN 55416

  Lead
Independent
Trustee
 

Since 10/14

(Trustee since 2/07)

  Managing Director, Red Canoe Management Consulting LLC, 2008 to present; Senior Managing Director, Residential Capital LLC, 2003 to 2008; Chief Operations Officer, Transamerica Reinsurance 2002 to 2003   43   Luther College

Roger Gelfenbien, Age 71

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   43   Virtus Funds (8 Funds)

Claire R. Leonardi, Age 59

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Chief Executive Officer, Connecticut Innovations, Inc., 2012 to present; General Partner, Fairview Capital, L.P., 1994 to 2012   43   Connecticut Technology Council and Connecticut Bioscience Innovation Fund

Dickson W. Lewis, Age 66

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Retired; Consultant to Lifetouch National School Studios; Vice President/General Manager, Yearbooks & Canada-Lifetouch National School Studios, 2006 to 2013; Vice President/General Manager of Jostens, Inc., 2002 to 2006; Senior Vice President of Fortis Group, 1997 to 2002   43   None

Peter W. McClean, Age 70

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 2/04   Retired; President and CEO of Measurisk, LLC, 2001 to 2003; Chief Risk Management Officer at Bank Of Bermuda Ltd., 1996 to 2001   43   PNMAC Opportunity Fund; Northeast Bank; and FHI

Arthur C. Reeds III, Age 70

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 10/99   Retired; Senior Investment Officer, Hartford Foundation for Public Giving, 2000 to 2003; Chairman, Chief Executive and President of Conning Corp., 1999 to 2000; Investment Consultant 1997 to 1999   43   Connecticut Water Service, Inc.

Interested Trustees(3)

 

Name, Address, and Age  

Positions

Held with

VIP Trust and

FOF Trust

 

Term of

Office(2)/Length

of Time Served

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios

Overseen for

VIP Trust and

FOF Trust

 

Other

Directorships

Held Outside the

AZL Fund Complex

Robert DeChellis, Age 47

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   43   None

Brian Muench, Age 44

5701 Golden Hills Drive

Minneapolis, MN 55416

  Trustee   Since 6/11   President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Advisory Management, Allianz Investment Management LLC from December 2005 to November 2010   43   None

 

17


Officers

 

Name, Address, and Age   

Positions

Held with

VIP and VIP

FOF Trust

  

Term of

Office(2)/Length

of Time Served

   Principal Occupation(s) During Past 5 Years

Brian Muench, Age 44

5701 Golden Hills Drive

Minneapolis, MN 55416

   President    Since 11/10    President, Allianz Investment Management LLC, November 2010 to present; Vice President, Allianz Life, April 2011 to present; Vice President, Allianz Investment Management LLC from December 2005 to November 2010.

Michael Radmer, Age 69

Dorsey & Whitney LLP,

Suite 1500 50 South Sixth Street Minneapolis, MN 55402-1498

   Secretary    Since 2/02    Partner, Dorsey and Whitney LLP since 1976.

Steve Rudden, Age 45

Citi Fund Services Ohio, Inc.

3435 Stelzer Road

Columbus, OH 43219

   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 6/14    Senior Vice President, Financial Administration, Citi Fund Services Ohio, Inc., April 2011 to present; Vice President, JPMorgan, April 2006 to April 2010.

Chris R. Pheiffer, Age 46

5701 Golden Hills Drive

Minneapolis, MN 55416

   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 2/14    Chief Compliance Officer of the VIP Trust and the FOF Trust, February 2014 to present; Deputy Chief Compliance Officer of the VIP Trust and the FOF Trust and Compliance Director, Allianz Life, February 2007 to February 2014.

 

(1) Member of the Audit Committee.

 

(2) Indefinite.

 

(3) Is an “interested person”, as defined by the 1940 Act, due to employment by Allianz.

 

(4) The Manager and the Trust are parties to a Chief Compliance Officer Agreement under which the Manager is compensated by the Trust for providing an employee of the Manager or one of its affiliates to act as the Trust’s Chief Compliance Officer. The Chief Compliance Officer and Anti-Money Laundering Compliance Officer is not considered a corporate officer or executive employee of the Trust.

 

18


LOGO

 

The Allianz VIP Funds are distributed by Allianz Life Financial Services, LLC.

These Funds are not FDIC Insured.

ANNRPT1214 2/15


Item 2. Code of Ethics.

(a) The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. This code of ethics is included as an Exhibit.

(b) During the period covered by the report, with respect to the registrant’s code of ethics that applies to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions; there have been no amendments to, nor any waivers granted from, a provision that relates to any element of the code of ethics definition enumerated in paragraph (b) of this Item 2.

Item 3. Audit Committee Financial Expert.

3(a)(1) The registrant’s board of directors has determined that the registrant has at least one audit committee financial expert serving on its audit committee.

3(a)(2) The audit committee financial expert is Arthur C. Reeds III, who is “independent” for purposes of this Item 3 of

Form N-CSR.

Item 4. Principal Accountant Fees and Services.

 

          2014      2013  

(a)

   Audit Fees    $ 146,900       $ 131,500   

(b)

   Audit-Related Fees    $ 5,500       $ 13,500   

Audit-related fees for both years relate to the review of the annual registration statement filed with the Securities and Exchange Commission (“SEC”). Audit-related fees for 2013 also include the consent for issuance of two Form N-14 filings.

 

          2014      2013  

(c)

   Tax Fees    $ 37,000       $ 28,925   

Tax fees for both years related to the preparation of the Funds’ federal and state income tax returns, federal excise tax return review and review of capital gain and income distribution calculations.

 

          2014      2013  

(d)

   All Other Fees    $ 0       $ 0   

4(e)(1) The Audit Committee (“Committee”) of the Registrant is responsible for pre-approving all audit and non-audit services performed by the independent auditor in order to assure that the provision of such services does not impair the auditor’s independence. Before the Registrant engages the independent auditor to render a service, the engagement must be


either specifically approved by the Committee or entered into pursuant to the pre-approval policy. The Committee may delegate preapproval authority to one or more of its members. The member or members to whom such authority is delegated shall report any pre-approval decisions to the Committee at its next scheduled meeting. The Committee may not delegate to management the Committee’s responsibilities to pre-approve services performed by the independent auditor. The Committee has delegated pre-approval authority to its Chairman for any services not exceeding $10,000.

4(e)(2) During the previous two fiscal years, the Registrant did not receive any non-audit services pursuant to a waiver from the audit committee approval or pre-approval requirement under paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

 

  4(f) Not applicable

4(g)

 

     2014      2013  
   $ 50,500       $ 42,425   

 

  4(h) Not applicable

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

(a) The Schedule of Investments as of the close of the reporting period are included as part of the report to shareholders filed under Item 1 of the Form N-CSR.

(b) Not applicable.

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.

Not applicable.

Item 11. Controls and Procedures.

(a)The registrant’s principal executive officer and principal financial officer have concluded, based on their evaluation of the registrant’s disclosure controls and procedures as conducted within 90 days of the filing date of this report, that these disclosure controls and procedures are adequately designed and are operating effectively to ensure that information required to be disclosed by the registrant on Form N-CSR is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

(b)There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR 270.30a-3(d)) that occurred during the second fiscal quarter of 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. Exhibits.

(a)(1) The code of ethics that is the subject of the disclosure required by Item 2 is attached hereto.

(a)(2) Certifications pursuant to Rule 30a-2(a) are attached hereto.

(a)(3) Not applicable.

(b) Certifications pursuant to Rule 30a-2(b) are furnished herewith.


SIGNATURES

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.

 

(Registrant)

Allianz Variable Insurance Products Fund of Funds Trust

By (Signature and Title) 

/s/ Brian Muench

Brian Muench, President
Date March 5, 2015

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 (Signature and Title) 

/s/ Brian Muench

Brian Muench, President
Date March 5, 2015
By (Signature and Title) 

/s/ Steve Rudden

Steve Rudden, Treasurer
Date March 5, 2015