N-CSR 1 d122036dncsr.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: 800-624-0197

Date of fiscal year end: December 31

Date of reporting period: December 31, 2015

 

 

 


Item 1. Reports to Stockholders.


AZL® Balanced Index Strategy Fund

Annual Report

December 31, 2015

 

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 11

Other Federal Income Tax Information

Page 12

Other Information

Page 13

Approval of Investment Advisory Agreement

Page 14

Information about the Board of Trustees and Officers

Page 16

 

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, 2015?

For the year ended December 31, 2015, the AZL® Balanced Index Strategy Fund had a total return of 0.01%. That compared to a 1.38%, 0.55% and 1.12% total return for its benchmarks, the S&P 500 Index1, the Barclays U.S. Aggregate Bond Index1, and the Balanced Composite Index1, respectively.

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 Index2, the S&P 600 Index3 and the MSCI EAFE Index4, 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 that of the Barclays 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.*

U.S. stock returns were fairly muted during the 12 months through December 31, 2015, with the S&P 500 gaining only 1.38%. Financial markets faced significant headwinds during the second half of the year, including the risk of slower global economic growth, the Federal Reserve’s move to normalize monetary policy by raising the federal funds target rate by 0.25%, the challenge corporate earnings faced in growing from already elevated levels, and liquidity and contagion worries in the high-yield bond sector. The U.S. labor market remained a bright spot during the year, with job creation and unemployment trending favorably and wage growth picking up. Industrial activity was challenged in 2015 as a strong U.S. dollar and weak global demand placed pressure on U.S. manufacturers.

Developed international equity markets lagged during the calendar year, with the MSCI EAFE declining 0.81% over this period. The euro declined significantly against the U.S. dollar, boosting European exports and creating a favorable environment for consumer-related stocks. Europe gained 5% in terms of local currency, however declined approximately 3% for U.S. dollar investors. Japanese equities were a bright spot in 2015, gaining approximately 9.6% in U.S. dollar terms.

Fixed income markets experienced modest gains, with the Barclays Aggregate Index gaining 0.55% in 2015. The yield on the 10-year Treasury5 note increased 10 basis points (0.10%) to finish the year at 2.27%. Corporate bond spreads widened during the year, resulting in a negative 0.68% return for the Barclays Corporate Index6 during the period.

The Fund underperformed the Composite in 2015 due to its exposure to small- and mid-cap stocks and international equities. The underlying fixed income fund lagged its benchmark during the period, detracting from relative 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, 2015.
1  For a complete description of the Fund’s performance benchmarks please refer to page 2 of this report.
2  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.
3  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.
4  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.
5  Barclays U.S. Treasury Index measures the performance of the public obligations of the U.S. Treasury with a remaining maturity of one year or more, are non-convertible and are denominated in U.S. dollars. Securities must be rated investment-grade (Baa3/BBB- or higher) by at least two of the following ratings agencies: Moody’s, S&P, Fitch. If only two of the three agencies rate the security, the lower rating is used to determine index eligibility. If only one of the three agencies rates a security, the rating must be investment grade.
6  Barclays U.S. Corporate Bond Index measures the investment-grade, fixed-rate, taxable corporate bond market. It includes USD-denominated securities publicly issued by U.S. and non-U.S. industrial, utility, and financial issuers. Investors cannot invest directly in an index.

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.

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.

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

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, 2015

 

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

AZL® Balanced Index Strategy Fund

     0.01 %      6.22 %      6.24 %      8.63 % 

S&P 500 Index

     1.38 %      15.13 %      12.57 %      16.34 % 

Barclays U.S. Aggregate Bond Index

     0.55 %      1.44 %      3.25 %      3.94 % 

Balanced Composite Index

     1.12 %      8.25 %      8.09 %      10.31 % 

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 Ratio

   Gross  

AZL® Balanced Index Strategy Fund

     0.69 % 

The above expense ratio is based on the current Fund prospectus dated April 27, 2015. 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, 2017. Additional information pertaining to the December 31, 2015 expense ratios can be found in the financial highlights.

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 the Standard & Poor’s 500 Index (“S&P 500”), the Barclays U.S. Aggregate Bond Index and the Balanced Composite Index (“Composite”). 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. The Composite is a blended index comprised of (50%) S&P 500 and (50%) Barclays U.S. Aggregate Bond Index. 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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 - 12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 - 12/31/15

AZL Balanced Index Strategy Fund

       $ 1,000.00          $ 986.50          $ 0.40            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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 - 12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 - 12/31/15

AZL Balanced Index Strategy Fund

       $ 1,000.00          $ 1,024.82          $ 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

      37.2  

International Equities

      12.4  

Money Market

      — ^
   

 

 

 

Total Investment Securities

      99.9  

Net other assets (liabilities)

      0.1  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

^ Represents less than 0.05%

 

3


AZL Balanced Index Strategy Fund

Schedule of Portfolio Investments

December 31, 2015

 

Shares            Fair Value  

 

Affiliated Investment Companies (99.9%):

  

  20,157,723      AZL Enhanced Bond Index Fund    $ 217,300,256  
  3,732,189      AZL International Index Fund      53,818,168  
  1,518,878      AZL Mid Cap Index Fund      32,048,328  
  7,882,536      AZL S&P 500 Index Fund, Class 2      112,168,493  
  1,257,358      AZL Small Cap Stock Index Fund      16,961,754  
     

 

 

 

 

Total Affiliated Investment Companies (Cost $358,528,103)

     432,296,999  
     

 

 

 

 

Unaffiliated Investment Company (0.0%):

  
  1,470      Dreyfus Treasury Prime Cash Management Fund, Institutional Shares, 0.00%(a)      1,470  
     

 

 

 

 

Total Unaffiliated Investment Company (Cost $1,470)

     1,470  
     

 

 

 

 

Total Investment Securities (Cost $358,529,573)(b) — 99.9%

     432,298,469  

 

Net other assets (liabilities) — 0.1%

     237,256  
     

 

 

 

 

Net Assets — 100.0%

   $ 432,535,725  
     

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2015.

 

(a) The rate represents the effective yield at December 31, 2015.

 

(b) 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, 2015

 

Assets:

    

Investments in non-affiliates, at cost

     $ 1,470  

Investments in affiliates, at cost

       358,528,103  
    

 

 

 

Total Investment securities, at cost

     $ 358,529,573  
    

 

 

 

Investments in non-affiliates, at value

     $ 1,470  

Investments in affiliates, at value

       432,296,999  
    

 

 

 

Total Investment securities, at value

     $ 432,298,469  

Cash

       354,721  

Receivable for capital shares issued

       283,365  
    

 

 

 

Total Assets

       432,936,555  
    

 

 

 

Liabilities:

    

Payable for affiliated investments purchased

       354,720  

Payable for capital shares redeemed

       6,897  

Manager fees payable

       18,389  

Administration fees payable

       4,622  

Custodian fees payable

       854  

Administrative and compliance services fees payable

       1,414  

Trustee fees payable

       1,040  

Other accrued liabilities

       12,894  
    

 

 

 

Total Liabilities

       400,830  
    

 

 

 

Net Assets

     $ 432,535,725  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 340,107,847  

Accumulated net investment income/(loss)

       11,827,596  

Accumulated net realized gains/(losses) from investment transactions

       6,831,386  

Net unrealized appreciation/(depreciation) on investments

       73,768,896  
    

 

 

 

Net Assets

     $ 432,535,725  
    

 

 

 

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

       28,017,235  

Net Asset Value (offering and redemption price per share)

     $ 15.44  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2015

 

Investment Income:

    

Dividends from affiliates

     $ 9,844,580  
    

 

 

 

Total Investment Income

       9,844,580  
    

 

 

 

Expenses:

    

Manager fees

       221,553  

Administration fees

       53,327  

Custodian fees

       2,042  

Administrative and compliance services fees

       6,612  

Trustee fees

       22,961  

Professional fees

       18,461  

Shareholder reports

       12,062  

Other expenses

       6,769  
    

 

 

 

Total expenses

       343,787  
    

 

 

 

Net Investment Income/(Loss)

       9,500,793  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

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

       3,565,591  

Net realized gains distributions from affiliated underlying funds

       6,358,942  

Change in net unrealized appreciation/depreciation on investments

       (19,559,324 )
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       (9,634,791 )
    

 

 

 

Change in Net Assets Resulting From Operations

     $ (133,998 )
    

 

 

 
 

 

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,
2015
   For the
Year Ended
December 31,
2014

Change In Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 9,500,793        $ 4,327,937  

Net realized gains/(losses) on investment transactions

       9,924,533          8,373,210  

Change in unrealized appreciation/depreciation on investments

       (19,559,324 )        12,413,607  
    

 

 

      

 

 

 

Change in net assets resulting from operations

       (133,998 )        25,114,754  
    

 

 

      

 

 

 

Distributions to Shareholders:

         

From net investment income

       (4,617,163 )        (6,008,353 )

From net realized gains

       (8,184,855 )        (5,277,414 )
    

 

 

      

 

 

 

Change in net assets resulting from distributions to shareholders

       (12,802,018 )        (11,285,767 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       46,025,398          41,123,732  

Proceeds from dividends reinvested

       12,802,018          11,285,767  

Value of shares redeemed

       (52,006,249 )        (41,570,033 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       6,821,167          10,839,466  
    

 

 

      

 

 

 

Change in net assets

       (6,114,849 )        24,668,453  

Net Assets:

         

Beginning of period

       438,650,574          413,982,121  
    

 

 

      

 

 

 

End of period

     $ 432,535,725        $ 438,650,574  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 11,827,596        $ 4,617,148  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       2,880,212          2,613,550  

Dividends reinvested

       837,828          720,215  

Shares redeemed

       (3,264,041 )        (2,646,644 )
    

 

 

      

 

 

 

Change in shares

       453,999          687,121  
    

 

 

      

 

 

 

 

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,
      2015   2014   2013   2012   2011

Net Asset Value, Beginning of Period

     $ 15.91       $ 15.40       $ 13.91       $ 12.84       $ 12.63  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                    

Net Investment Income/(Loss)

       0.34         0.16         0.15         0.13         0.10  

Net Realized and Unrealized Gains/(Losses) on Investments

       (0.34 )       0.78         1.63         1.19         0.20  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       — (a)       0.94         1.78         1.32         0.30  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                    

Net Investment Income

       (0.17 )       (0.23 )       (0.25 )       (0.19 )       (0.09 )

Net Realized Gains

       (0.30 )       (0.20 )       (0.04 )       (0.06 )       —  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.47 )       (0.43 )       (0.29 )       (0.25 )       (0.09 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 15.44       $ 15.91       $ 15.40       $ 13.91       $ 12.84  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(b)

       0.01 %       6.11 %       12.93 %       10.29 %       2.41 %

Ratios to Average Net Assets/Supplemental Data:

                    

Net Assets, End of Period (000’s)

     $ 432,536       $ 438,651       $ 413,982       $ 354,111       $ 298,174  

Net Investment Income/(Loss)

       2.14 %       1.02 %       1.10 %       1.08 %       1.10 %

Expenses Before Reductions*(c)

       0.08 %       0.08 %       0.08 %       0.09 %       0.09 %

Expenses Net of Reductions*

       0.08 %       0.08 %       0.08 %       0.09 %       0.09 %

Portfolio Turnover Rate

       11 %       9 %       8 %       7 %       6 %

 

* 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 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, 2015

 

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 13 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL Balanced Index Strategy Fund (the “Fund”), and 12 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests primarily 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. Currently, the Fund only offers its shares to separate accounts of Allianz Life Insurance Company of North America and Allianz Life Insurance Company of New York, affiliates of the Trust and the Manager, as defined below.

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, acquired fund fees and expenses, 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, 2017. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2015, 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, 2015, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

 

8


AZL Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2015

 

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 year ended December 31, 2015, 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, 2015, 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, 2015 is as follows:

 

      Fair Value
12/31/14
   Purchases
at Cost
   Proceeds from
Sales
   Fair Value
12/31/15
   Dividend
Income

AZL Enhanced Bond Index Fund

     $ 220,420,305        $ 30,226,791        $ (26,378,792 )      $ 217,300,256        $ 4,685,678  

AZL International Index Fund

       53,671,377          9,948,452          (7,107,076 )        53,818,168          2,265,199  

AZL Mid Cap Index Fund

       33,040,394          4,249,963          (2,012,401 )        32,048,328          362,586  

AZL S&P 500 Index Fund, Class 2

       113,073,935          12,937,770          (12,882,801 )        112,168,493          2,345,182  

AZL Small Cap Stock Index Fund

       17,870,443          2,290,771          (1,047,635 )        16,961,754          185,935  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ 438,076,454        $ 59,653,747        $ (49,428,705 )      $ 432,296,999        $ 9,844,580  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

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 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. Prior to April 1, 2015, Citi also served as transfer agent for the Trust under the same agreement. The Administrator was entitled to annual account fees related to the transfer agency system, an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair value services, 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.” Effective April 1, 2015, the Trust’s transfer agent became SunGard Investor Services, LLC.

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 Senior Counsel. During the year ended December 31, 2015, $4,299 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, 2015, actual Trustee compensation was $1,165,450 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.

For the year ended December 31, 2015, 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, 2015 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Companies

       $ 432,296,999          $ —          $ 432,296,999  

Unaffiliated Investment Company

         1,470            —            1,470  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

       $ 432,298,469          $ —          $ 432,298,469  
      

 

 

        

 

 

        

 

 

 

 

9


AZL Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2015

 

5. Security Purchases and Sales

For the year ended December 31, 2015, 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

       $ 59,653,747          $ 49,428,705  

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, 2015, the Fund did not directly invest in derivatives.

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.

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, 2015 is $359,674,781. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 73,768,896   

Unrealized depreciation

    (1,145,208 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 72,623,688   
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2015 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL Balanced Index Strategy Fund

       $ 4,617,163          $ 8,184,855          $ 12,802,018  

 

(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, 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.

As of December 31, 2015, 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

       $ 11,827,596          $ 7,976,594          $ —          $ 72,623,688          $ 92,427,878  

 

(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.

 

10


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, 2015, 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, 2015, 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 AZL Balanced Index Strategy Fund as of December 31, 2015, 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 26, 2016

 

11


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2015, 36.18% 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, 2015, the Fund declared net long-term capital gain distributions of $8,184,855.

 

12


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.

 

13


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, 2017.

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 2015. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2015, and at an “in person” Board of Trustees meeting held October 20, 2015. The Agreement was approved at the Board meeting of October 20, 2015. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2017. 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.

 

14


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 2015 contract review process, Trustees received extensive information on the performance results of each of the Funds. This included, for example, performance 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. This included Lipper performance information on all of the Funds for the previous quarter, and previous one, three and five year periods, to the extent the Funds were in existence for such periods. For example, in connection with the Board of Trustees meeting held October 20, 2015, the Manager reported that for the three year period ended June 30, 2015, for the 11 Funds for which three year performance information was available, five Funds were in the top 40%, four Funds were in the middle 20% and two Funds were in the bottom 20%. For the 12 Funds for which one year performance information was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one Fund was in the middle 20%, and two Funds were in the bottom 40%. The Manager also reported that for the six Funds for which five year performance information was available, for the five year period ended June 30, 2015, two were in the top 40%, one was in the middle 20%, and three were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the nine Funds for which three year performance information was available, for the three year period ended June 30, 2015, seven Funds were in the top 40%, and two Funds were in the middle 20%. For the 10 Funds for which one year performance was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one was in the middle 20%, and two were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015, 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 four MVP Fusion Funds the advisory fee paid put these Funds in the 37th percentile of the customized peer group. The Manager reported that for three 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 DFA Multi-Strategy, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity and Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 10th percentile of the customized peer group, and for the AZL DFA Multi-Strategy Fund, the advisory fee was in the 15th percentile. 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 2012 through June 30, 2015. 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, 2015 were approximately $10.6 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.7 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, 2016, 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.

 

15


Information about the Board of Trustees and Officers (Unaudited)

Non-Interested Trustees(1)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Peter R. Burnim, Age 68
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, LDN Risk Management and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; and Expert Witness, Massachusetts Department of Revenue, 2011 to present.   49   Argus Group Holdings and Subsidiaries; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; Bank of Bermuda NY; Sterling Trust (Cayman) Ltd.; and LDN Risk Management and Subsidiaries.
Peggy L. Ettestad, Age 58
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   49   Luther College
Roger A. Gelfenbien, Age 72
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   49   Virtus Funds (8 Funds)
Claire R. Leonardi, Age 60
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Chief Executive Officer, Health eSense Inc., 2015 to Present; CEO, Connecticut Innovations, Inc., 2012 to 2015; General Partner, Fairview Capital, L.P., 1994 to 2012   49   reSet Social Enterprise Investment Fund; Connecticut Technology Council; and Connecticut Bioscience Innovation Fund
Dickson W. Lewis, Age 67
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; 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   49   None
Peter W. McClean, Age 71
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   49   PNMAC Opportunity Fund and Northeast Bank
Arthur C. Reeds III, Age 71
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   49   Connecticut Water Service, Inc.

Interested Trustees(3)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Robert DeChellis, Age 48
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   49   None

Brian Muench, Age 45

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   49   None

 

16


Officers

 

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

Brian Muench, Age 45

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.
Michael Radmer, Age 70
Dorsey & Whitney LLP,
Suite 1500 50 South Sixth Street
Minneapolis, MN 55402-1498
   Secretary    Since 02/02    Senior Counsel (previously, Partner), Dorsey and Whitney LLP since 1976.
Scott Rhodes, Age 56
Citi Fund Services Ohio, Inc.
3435 Stelzer Road
Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/15    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer, Age 47
5701 Golden Hills Drive
Minneapolis, MN 55416
   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 02/14    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.

The Fund’s Statement of Additional Information (“SAI”) contains additional information about the Fund’s Trustees and Officers. The SAI is available upon request, without charge, by calling toll free 1-800-624-0197.

 

17


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.   
These Funds are not FDIC Insured.    ANNRPT1215 2/16


AZL DFA Multi-Strategy Fund

Annual Report

December 31, 2015

 

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® DFA Multi-Strategy Fund Review (unaudited)

(formerly AZL® Growth Index Strategy Fund)

 

Allianz Investment Management LLC

serves as the Manager for the

AZL® DFA Multi-Strategy Fund.

What factors affected the Fund’s performance during the year ended December 31, 2015?

For the year ended December 31, 2015, the AZL® DFA Multi-Strategy Fund returned -0.67%. That compared to a 1.38%, 0.55% and 1.20% total return for its benchmarks, the S&P 500 Index1, the Barclays U.S. Aggregate Bond Index1, and the Multi-Strategy Composite Index1, respectively.

The AZL® DFA Multi-Index Strategy Fund is a fund of funds that pursues broad diversification across four equity sub-portfolios and one fixed income sub-portfolio. The five underlying portfolios are managed by Dimensional Fund Advisors. Generally, the Fund allocates 50% to 70% of its assets to the underlying equity funds and between 30% and 50% to the underlying fixed income fund.

U.S. stock returns were fairly muted during the 12 months through December 31, 2015, with the S&P 500 gaining only 1.38%. Financial markets faced significant headwinds during the second half of the year, including the risk of slower global economic growth, the Federal Reserve’s move to normalize monetary policy by raising the federal funds target rate by 0.25%, the challenge corporate earnings faced in growing from already elevated levels, and liquidity and contagion worries in the high-yield bond sector. The U.S. labor market remained a bright spot during the year, with job creation and unemployment trending favorably and wage growth picking up. Industrial activity was challenged in 2015 as a strong U.S. dollar and weak global demand placed pressure on U.S. manufacturers. Despite the benefits of lower oil prices, the U.S. consumer remained fairly cautious. Spending did not accelerate and consumer confidence slipped during the latter part of the year.

Developed international equity markets lagged during the calendar year, with the MSCI EAFE Index2 declining 0.81% over this period. The euro declined significantly against the U.S. dollar, boosting European exports and creating a favorable environment for consumer-related stocks. Europe gained 5% in terms of local currency but declined approximately 3% for U.S. dollar investors. Japanese equities were a bright spot in 2015, gaining approximately 9.6% in U.S. dollar terms. These gains were supported by Japan’s large-scale quantitative easing program; its continued corporate governance reform, which has steadily improved shareholder returns; and a persistently weak yen. Emerging markets faced challenges in 2015, dragged down by weak commodity prices; concerns about slowing growth in China and throughout the global economy more broadly; and continued headwinds from a rising U.S. dollar. Against this backdrop the MSCI EM Index3 declined 14.60% during the year.

Fixed income markets experienced modest gains, with the Barclays Aggregate Index gaining 0.55% in 2015. The yield on the 10-year Treasury4 note increased 10 basis points (0.10%) to finish the year at 2.27%. Corporate bond spreads widened during the year, resulting in a negative 0.68% return for the Barclays Corporate Index5 during the period. Global bonds also experienced weakness, with the Barclays Global Aggregate Index6 losing 3.15% during the year.

The Fund underperformed the Composite in 2015 due to its exposure to emerging markets, international equities and small-cap equities. The Fund’s relative performance was also hampered by the underperformance of its underlying large-cap and emerging market funds.*

 

 

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, 2015.
1  For a complete description of the Fund’s performance benchmarks please refer to page 2 of this report.
2  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.
3  The Morgan Stanley Capital International, Emerging Markets (“MSCI EM”) Index is a free float adjusted market capitalization index that is designed to measure equity market performance of emerging markets.
4  Barclays U.S. Treasury Index measures the performance of the public obligations of the U.S. Treasury with a remaining maturity of one year or more, are non-convertible and are denominated in U.S. dollars. Securities must be rated investment-grade (Baa3/BBB- or higher) by at least two of the following ratings agencies: Moody’s, S&P, Fitch. If only two of the three agencies rate the security, the lower rating is used to determine index eligibility. If only one of the three agencies rates a security, the rating must be investment grade.
5  Barclays U.S. Corporate Bond Index measures the investment-grade, fixed-rate, taxable corporate bond market. It includes USD-denominated securities publicly issued by U.S. and non-U.S. industrial, utility, and financial issuers.
6  Barclays Global Aggregate Index is a measure of global investment-grade debt from 24 local currency markets. This multi-currency benchmark includes treasury, government-related, corporate and securitized fixed-rate bonds from both developed and emerging markets issuers.

Investors cannot invest directly in an index.

 

 

1


AZL® DFA Multi-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 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.

Emerging market investing may be subject to additional economic, political, liquidity, and currency risks not associated with more developed countries.

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.

Value-based investments are subject to the risk that the broad market may not recognize their intrinsic value.

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

Investing in a single industry or sector, or concentrating investments in a limited number of industries or sectors, tends to increase the risk that economic, political, or regulatory developments affecting certain industries or sectors will have a large impact on the value of the portfolio.

The Fund is subject to the risk that principal values reacts in opposition to the movement of interest rates and that a rising interest rate environment increases the risk of loss of principal.

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, 2015

 

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

AZL® DFA Multi-Strategy Fund

     -0.67 %      8.61 %      7.74 %      10.87 % 

S&P 500 Index

     1.38 %      15.13 %      12.57 %      16.34 % 

Barclays U.S. Aggregate Bond Index

     0.55 %      1.44 %      3.25 %      3.94 % 

Multi-Strategy Composite Index

     1.20 %      9.62 %      9.02 %      11.55 % 

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 Ratio

   Gross  

AZL® DFA Multi-Strategy Fund

     0.98 % 

The above expense ratio is based on the current Fund prospectus dated April 27, 2015. 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, 2017. Additional information pertaining to the December 31, 2015 expense ratios can be found in the financial highlights.

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 the Standard & Poor’s 500 Index (“S&P 500”), the Barclays U.S. Aggregate Bond Index and the Multi-Strategy Composite Index (“Composite”). 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. The Composite is a blended index comprised of (60%) S&P 500 and (40%) Barclays U.S. Aggregate Bond Index. 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 DFA Multi-Strategy Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL DFA Multi-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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 - 12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 - 12/31/15

AZL DFA Multi-Strategy Fund

       $ 1,000.00          $ 967.50          $ 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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 - 12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 - 12/31/15

AZL DFA Multi-Strategy Fund

       $ 1,000.00          $ 1,024.84          $ 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

      48.0 %

Fixed Income

      40.2  

International Equities

      11.9  

Money Market

      — ^
   

 

 

 

Total Investment Securities

      100.1  

Net other assets (liabilities)

      (0.1 )
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

^ Represents less than 0.05%

 

3


AZL DFA Multi-Strategy Fund

Schedule of Portfolio Investments

December 31, 2015

 

Shares            Fair Value  

 

Affiliated Investment Companies (100.1%):

  

  8,024,068      AZL DFA Emerging Markets Core Equity Fund    $ 60,421,230  
  51,159,094      AZL DFA Five-Year Global Fixed Income Fund      506,986,619  
  9,840,151      AZL DFA International Core Equity Fund      88,856,567  
  50,316,551      AZL DFA U.S. Core Equity Fund      477,504,072  
  13,619,044      AZL DFA U.S. Small Cap Fund      125,295,203  
     

 

 

 

 

Total Affiliated Investment Companies (Cost $1,328,383,007)

     1,259,063,691  
     

 

 

 

 

Unaffiliated Investment Company (0.0%):

  
  10,231      Dreyfus Treasury Prime Cash Management Fund, Institutional Shares, 0.00%(a)      10,231  
     

 

 

 

 

Total Unaffiliated Investment Company (Cost $10,231)

     10,231  
     

 

 

 

 

Total Investment Securities (Cost $1,328,393,238)(b) — 100.1%

     1,259,073,922  

 

Net other assets (liabilities) — (0.1)%

     (1,280,408 ) 
     

 

 

 

 

Net Assets — 100.0%

   $ 1,257,793,514  
     

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2015.

 

(a) The rate represents the effective yield at December 31, 2015.

 

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

 

See accompanying notes to the financial statements.

 

4


AZL DFA Multi-Strategy Fund

 

Statement of Assets and Liabilities

December 31, 2015

 

Assets:

    

Investment securities, at cost

     $ 10,231  

Investments in affiliates, at cost

       1,328,383,007  
    

 

 

 

Total Investment securities, at cost

     $ 1,328,393,238  
    

 

 

 

Investment securities, at value

     $ 10,231  

Investments in affiliates, at value

       1,259,063,691  
    

 

 

 

Total Investment securities, at value

     $ 1,259,073,922  

Receivable for affiliated investments sold

       795,781  
    

 

 

 

Total Assets

       1,259,869,703  
    

 

 

 

Liabilities:

    

Cash overdraft

       806,012  

Payable for capital shares redeemed

       1,159,647  

Manager fees payable

       54,075  

Administration fees payable

       5,118  

Custodian fees payable

       1,933  

Administrative and compliance services fees payable

       5,213  

Trustee fees payable

       3,831  

Other accrued liabilities

       40,360  
    

 

 

 

Total Liabilities

       2,076,189  
    

 

 

 

Net Assets

     $ 1,257,793,514  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 903,599,431  

Accumulated net realized gains/(losses) from investment transactions

       423,513,399  

Net unrealized appreciation/(depreciation) on investments

       (69,319,316 )
    

 

 

 

Net Assets

     $ 1,257,793,514  
    

 

 

 

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

       69,577,531  

Net Asset Value (offering and redemption price per share)

     $ 18.08  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2015

 

Investment Income:

    

Dividends

     $ 46  
    

 

 

 

Total Investment Income

       46  
    

 

 

 

Expenses:

    

Manager fees

       695,328  

Administration fees

       61,011  

Custodian fees

       16,442  

Administrative and compliance services fees

       22,066  

Trustee fees

       76,548  

Professional fees

       60,473  

Shareholder reports

       34,951  

Other expenses

       23,848  
    

 

 

 

Total expenses

       990,667  
    

 

 

 

Net Investment Income/(Loss)

       (990,621 )
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

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

       427,232,722  

Net realized gains/(losses) on securities transactions

       (57,192 )

Change in net unrealized appreciation/depreciation on investments

       (431,648,756 )
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       (4,473,226 )
    

 

 

 

Change in Net Assets Resulting From Operations

     $ (5,463,847 )
    

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


Statements of Changes in Net Assets

 

     AZL DFA Multi-Strategy Fund
      For the
Year Ended
December 31,
2015
   For the
Year Ended
December 31,
2014

Change In Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ (990,621 )      $ 15,222,330  

Net realized gains/(losses) on investment transactions

       427,175,530          19,522,321  

Change in unrealized appreciation/depreciation on investments

       (431,648,756 )        53,635,818  
    

 

 

      

 

 

 

Change in net assets resulting from operations

       (5,463,847 )        88,380,469  
    

 

 

      

 

 

 

Distributions to Shareholders:

         

From net investment income

       (16,616,509 )        (16,767,136 )

From net realized gains

       (18,692,510 )        (6,699,515 )
    

 

 

      

 

 

 

Change in net assets resulting from distributions to shareholders

       (35,309,019 )        (23,466,651 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       67,727,097          120,876,423  

Proceeds from dividends reinvested

       35,309,019          23,466,651  

Value of shares redeemed

       (244,017,781 )        (117,544,432 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       (140,981,665 )        26,798,642  
    

 

 

      

 

 

 

Change in net assets

       (181,754,531 )        91,712,460  

Net Assets:

         

Beginning of period

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

 

 

      

 

 

 

End of period

     $ 1,257,793,514        $ 1,439,548,045  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ —        $ 16,616,452  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       3,586,937          6,625,896  

Dividends reinvested

       1,961,612          1,270,528  

Shares redeemed

       (12,894,522 )        (6,453,249 )
    

 

 

      

 

 

 

Change in shares

       (7,345,973 )        1,443,175  
    

 

 

      

 

 

 

 

See accompanying notes to the financial statements.

 

6


AZL DFA Multi-Strategy Fund

Financial Highlights

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

 

     Year Ended December 31,
      2015   2014   2013   2012   2011

Net Asset Value, Beginning of Period

     $ 18.71       $ 17.86       $ 14.96       $ 13.37       $ 13.44  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                    

Net Investment Income/(Loss)

       0.01         0.20         0.16         0.13         0.07  

Net Realized and Unrealized Gains/(Losses) on Investments

       (0.14 )       0.96         2.97         1.64         (0.07 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       (0.13 )       1.16         3.13         1.77         —  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                    

Net Investment Income

       (0.24 )       (0.22 )       (0.20 )       (0.16 )       (0.07 )

Net Realized Gains

       (0.26 )       (0.09 )       (0.03 )       (0.02 )       — (a)
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.50 )       (0.31 )       (0.23 )       (0.18 )       (0.07 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 18.08       $ 18.71       $ 17.86       $ 14.96       $ 13.37  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(b)

       (0.67 )%       6.53 %       21.07 %       13.33 %       0.01 %

Ratios to Average Net Assets/Supplemental Data:

                    

Net Assets, End of Period (000’s)

     $ 1,257,794       $ 1,439,548       $ 1,347,836       $ 963,143       $ 764,506  

Net Investment Income/(Loss)

       (0.07 )%       1.09 %       1.20 %       1.10 %       1.16 %

Expenses Before Reductions*(c)

       0.07 %       0.07 %       0.07 %       0.08 %       0.08 %

Expenses Net of Reductions*

       0.07 %       0.07 %       0.07 %       0.08 %       0.08 %

Portfolio Turnover Rate(d)

       114 %(e)       7 %       3 %       6 %       3 %

 

* 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 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.

 

(e) Effective April 27, 2015, the investment strategy of the Fund changed. Costs of purchases and proceeds from sales of portfolio securities associated with the changes in investment strategy contributed to higher portfolio turnover rate for the period ended December 31, 2015 as compared to prior years.

 

See accompanying notes to the financial statements.

 

7


AZL DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2015

 

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 13 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL DFA Multi-Strategy Fund (the “Fund”), and 12 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests primarily 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. Currently, the Fund only offers its shares to separate accounts of Allianz Life Insurance Company of North America and Allianz Life Insurance Company of New York, affiliates of the Trust and the Manager, as defined below.

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 Fund of Funds 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, acquired fund fees and expenses, 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, 2017. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

 

8


AZL DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2015

 

For the year ended December 31, 2015, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate      Annual Expense Limit

AZL DFA Multi-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, 2015, 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 year ended December 31, 2015, 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, 2015, 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, 2015 is as follows:

 

      Fair Value
12/31/14
  

Purchases

at Cost

   Proceeds from
Sales
   Fair Value
12/31/15
   Dividend
Income

AZL DFA Emerging Markets Core Equity Fund

     $ —        $ 81,378,111        $ (2,260,609 )      $ 60,421,230        $ —  

AZL DFA Five-Year Global Fixed Income Fund

       —          615,514,725          (103,183,407 )        506,986,619          —  

AZL DFA International Core Equity Fund

       —          105,898,670          (7,347,989 )        88,856,567          —  

AZL DFA U.S. Core Equity Fund

       —          575,335,004          (71,123,616 )        477,504,072          —  

AZL DFA U.S. Small Cap Fund

       —          151,283,814          (14,921,301 )        125,295,203          —  

AZL Enhanced Bond Index Fund

       359,306,887          18,095,297          (383,615,298 )        —          —  

AZL International Index Fund

       266,650,920          9,601,586          (304,617,087 )        —          —  

AZL Mid Cap Index Fund

       161,878,009          86,080          (171,254,451 )        —          —  

AZL S&P 500 Index Fund, Class 2

       570,401,744          19,234,823          (609,215,307 )        —          —  

AZL Small Cap Stock Index Fund

       82,263,307          —          (85,910,188 )        —          —  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ 1,440,500,867        $ 1,576,428,110        $ (1,753,449,253 )      $ 1,259,063,691        $ —  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

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, 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. Prior to April 1, 2015, Citi also served as transfer agent for the Trust under the same agreement. The Administrator was entitled to annual account fees related to the transfer agency system, an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair value services, 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.” Effective April 1, 2015, the Trust’s transfer agent became SunGard Investor Services, LLC.

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 Senior Counsel. During the year ended December 31, 2015, $13,686 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, 2015, actual Trustee compensation was $1,165,450 in total for both trusts.

 

9


AZL DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2015

 

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.

For the year ended December 31, 2015, 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, 2015 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Companies

       $ 1,259,063,691          $ —          $ 1,259,063,691  

Unaffiliated Investment Company

         10,231            —            10,231  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

       $ 1,259,073,922          $ —          $ 1,259,073,922  
      

 

 

        

 

 

        

 

 

 

5. Security Purchases and Sales

For the year ended December 31, 2015, cost of purchases and proceeds from sales of securities (excluding securities maturing less than one year from acquisition) were as follows:

 

        Purchases      Sales

AZL DFA Multi-Strategy Fund

       $ 1,576,428,110          $ 1,753,449,253  

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.

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.

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, 2015 is $1,328,518,314. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ —  

Unrealized depreciation

    (69,444,392 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ (69,444,392 ) 
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2015 were as follows:

 

        Ordinary
Income
    

Net

Long-Term

Capital Gains

     Total
Distributions(a)

AZL DFA Multi-Strategy Fund

       $ 16,616,452          $ 18,692,567          $ 35,309,019  

 

(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 DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2015

 

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 DFA Multi-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.

As of December 31, 2015, 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 DFA Multi-Strategy Fund

       $ 2,499,723          $ 421,138,752          $ —          $ (69,444,392 )        $ 354,194,083  

 

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

8. 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, 2015, the Fund had a controlling interest (in excess of 50%) in the AZL DFA Emerging Markets Core Equity Fund, the AZL DFA Five-Year Global Fixed Income Fund, AZL DFA International Core Equity Fund, AZL DFA U.S. Core Equity Fund, and the AZL DFA U.S. Small Cap Fund, which are affiliated with the Investment Adviser.

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 DFA Multi-Strategy Fund (formerly, 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, 2015, 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, 2015, 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 AZL DFA Multi-Strategy Fund as of December 31, 2015, 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 26, 2016

 

12


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2015, 49.53% 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, 2015, the Fund declared net long-term capital gain distributions of $18,692,567.

 

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, 2017.

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 2015. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2015, and at an “in person” Board of Trustees meeting held October 20, 2015. The Agreement was approved at the Board meeting of October 20, 2015. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2017. 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 2015 contract review process, Trustees received extensive information on the performance results of each of the Funds. This included, for example, performance 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. This included Lipper performance information on all of the Funds for the previous quarter, and previous one, three and five year periods, to the extent the Funds were in existence for such periods. For example, in connection with the Board of Trustees meeting held October 20, 2015, the Manager reported that for the three year period ended June 30, 2015, for the 11 Funds for which three year performance information was available, five Funds were in the top 40%, four Funds were in the middle 20% and two Funds were in the bottom 20%. For the 12 Funds for which one year performance information was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one Fund was in the middle 20%, and two Funds were in the bottom 40%. The Manager also reported that for the six Funds for which five year performance information was available, for the five year period ended June 30, 2015, two were in the top 40%, one was in the middle 20%, and three were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the nine Funds for which three year performance information was available, for the three year period ended June 30, 2015, seven Funds were in the top 40%, and two Funds were in the middle 20%. For the 10 Funds for which one year performance was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one was in the middle 20%, and two were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015, 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 four MVP Fusion Funds the advisory fee paid put these Funds in the 37th percentile of the customized peer group. The Manager reported that for three 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 DFA Multi-Strategy, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity and Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 10th percentile of the customized peer group, and for the AZL DFA Multi-Strategy Fund, the advisory fee was in the 15th percentile. 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 2012 through June 30, 2015. 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, 2015 were approximately $10.6 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.7 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, 2016, 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)

Non-Interested Trustees(1)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Peter R. Burnim, Age 68
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, LDN Risk Management and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; and Expert Witness, Massachusetts Department of Revenue, 2011 to present.   49   Argus Group Holdings and Subsidiaries; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; Bank of Bermuda NY; Sterling Trust (Cayman) Ltd.; and LDN Risk Management and Subsidiaries.
Peggy L. Ettestad, Age 58
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   49   Luther College
Roger A. Gelfenbien, Age 72
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   49   Virtus Funds (8 Funds)
Claire R. Leonardi, Age 60
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Chief Executive Officer, Health eSense Inc., 2015 to Present; CEO, Connecticut Innovations, Inc., 2012 to 2015; General Partner, Fairview Capital, L.P., 1994 to 2012   49   reSet Social Enterprise Investment Fund; Connecticut Technology Council; and Connecticut Bioscience Innovation Fund
Dickson W. Lewis, Age 67
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; 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   49   None
Peter W. McClean, Age 71
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   49   PNMAC Opportunity Fund and Northeast Bank
Arthur C. Reeds III, Age 71
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   49   Connecticut Water Service, Inc.

Interested Trustees(3)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Robert DeChellis, Age 48
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   49   None

Brian Muench, Age 45

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   49   None

 

17


Officers

 

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

Brian Muench, Age 45

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.
Michael Radmer, Age 70
Dorsey & Whitney LLP,
Suite 1500 50 South Sixth Street
Minneapolis, MN 55402-1498
   Secretary    Since 02/02    Senior Counsel (previously, Partner), Dorsey and Whitney LLP since 1976.
Scott Rhodes, Age 56
Citi Fund Services Ohio, Inc.
3435 Stelzer Road
Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/15    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer, Age 47
5701 Golden Hills Drive
Minneapolis, MN 55416
   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 02/14    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.

The Fund’s Statement of Additional Information (“SAI”) contains additional information about the Fund’s Trustees and Officers. The SAI is available upon request, without charge, by calling toll free 1-800-624-0197.

 

18


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.   
These Funds are not FDIC Insured.    ANNRPT1215 2/16


AZL MVP Balanced Index Strategy Fund

Annual Report

December 31, 2015

 

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 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, 2015?

For the year ended December 31, 2015, the AZL® MVP Balanced Index Strategy Fund returned -0.22%. That compared to a 1.38%, 0.55% and 1.12% total return for its benchmarks, the S&P 500 Index1, the Barclays U.S. Aggregate Bond Index1, and the Balanced Composite Index1, respectively.

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 Index2, the S&P 600 Index3, and the MSCI EAFE Index4, 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 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.

U.S. stock returns were fairly muted during the 12 months through December 31, 2015, with the S&P 500 gaining only 1.38%. Financial markets faced significant headwinds during the second half of the year, including the risk of slower global economic growth, the Federal Reserve’s move to normalize monetary policy by raising the federal funds target rate by 0.25%, the challenge corporate earnings faced in growing from already elevated levels, and liquidity and contagion worries in the high-yield bond sector. The U.S. labor market remained a bright spot during the year, with job creation and unemployment trending favorably and wage growth picking up. Industrial activity was challenged in 2015 as a strong U.S. dollar and weak global demand placed pressure on U.S. manufacturers.

Developed international equity markets lagged during the calendar year, with the MSCI EAFE declining 0.81% over this period. The euro declined significantly against the U.S. dollar, boosting European exports and creating a favorable environment for consumer-related stocks. Europe gained 5% in terms of local currency but declined approximately 3% for U.S. dollar investors. Japanese equities were a bright spot in 2015, gaining approximately 9.6% in U.S. dollar terms.

Fixed income markets experienced modest gains, with the Barclays Aggregate Index gaining 0.55% in 2015. The yield on the 10-year Treasury5 note increased 10 basis points (0.10%) to finish the year at 2.27%. Corporate bond spreads widened during the year, resulting in a negative 0.68% return for the Barclays Corporate Index6 during the period.

The Fund underperformed the Composite in 2015 due to its exposure to small- and mid-cap stocks and international equities. The underlying fixed income fund lagged its benchmark during the period, detracting from relative performance.*

The MVP risk management process worked as intended and largely maintained a neutral equity allocation for most of the year relative to its target. However, as volatility increased toward the end of the third quarter, the MVP process modestly reduced the Fund’s equity exposure. Overall, the impact of the MVP risk management process, which includes the use of derivatives, resulted in a modest drag on 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, 2015.
1  For a complete description of the Fund’s performance benchmarks please refer to page 2 of this report.
2  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.
3  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.
4  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.
5  Barclays U.S. Treasury Index measures the performance of the public obligations of the U.S. Treasury with a remaining maturity of one year or more, are non-convertible and are denominated in U.S. dollars. Securities must be rated investment-grade (Baa3/BBB- or higher) by at least two of the following ratings agencies: Moody’s, S&P, Fitch. If only two of the three agencies rate the security, the lower rating is used to determine index eligibility. If only one of the three agencies rates a security, the rating must be investment grade.
6  Barclays U.S. Corporate Bond Index measures the investment-grade, fixed-rate, taxable corporate bond market. It includes USD-denominated securities publicly issued by U.S. and non-U.S. industrial, utility, and financial issuers.

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.

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.

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

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, 2015

 

     1
Year
    3
Year
    Since
Inception
(1/10/12)
 

AZL® MVP Balanced Index Strategy Fund

     -0.22 %      6.01 %      6.67 % 

S&P 500 Index

     1.38 %      15.13 %      14.66 % 

Barclays U.S. Aggregate Bond Index

     0.55 %      1.44 %      2.16 % 

Balanced Composite Index

     1.12 %      8.25 %      8.42 % 

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 Ratio

   Gross  

AZL® MVP Balanced Index Strategy Fund

     0.74 % 

The above expense ratio is based on the current Fund prospectus dated April 27, 2015. 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, 2017. Additional information pertaining to the December 31, 2015 expense ratios can be found in the financial highlights.

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 0.15%.

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 the Standard & Poor’s 500 Index (“S&P 500”), the Barclays U.S. Aggregate Bond Index and the Balanced Composite Index (“Composite”). 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. The Composite is a blended index comprised of (50%) S&P 500 and (50%) Barclays U.S. Aggregate Bond Index. 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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 - 12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 - 12/31/15

AZL MVP Balanced Index Strategy Fund

       $ 1,000.00          $ 984.40          $ 0.70            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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 - 12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 - 12/31/15

AZL MVP Balanced Index Strategy Fund

       $ 1,000.00          $ 1,024.51          $ 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

      47.8 %

Domestic Equities

      34.8  

International Equities

      12.4  

Money Market

      2.9  
   

 

 

 

Total Investment Securities

      97.9  

Net other assets (liabilities)

      2.1  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Balanced Index Strategy Fund

Schedule of Portfolio Investments

December 31, 2015

 

Shares            Fair Value  

 

Affiliated Investment Companies (95.0%):

  

  11,301,544      AZL Enhanced Bond Index Fund    $ 121,830,641  
  2,198,765      AZL International Index Fund      31,706,193  
  899,118      AZL Mid Cap Index Fund      18,971,382  
  4,194,250      AZL S&P 500 Index Fund, Class 2      59,684,175  
  748,913      AZL Small Cap Stock Index Fund      10,102,837  
     

 

 

 

 

Total Affiliated Investment Companies (Cost $232,910,766)

     242,295,228  
     

 

 

 

 

Unaffiliated Investment Company (2.9%):

  
  7,525,013      Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.61%(a)      7,525,013  
     

 

 

 

 

Total Unaffiliated Investment Company (Cost $7,525,013)

     7,525,013  
     

 

 

 

 

Total Investment Securities (Cost $240,435,779)(b) — 97.9%

     249,820,241  

 

Net other assets (liabilities) — 2.1%

     5,308,661  
     

 

 

 

 

Net Assets — 100.0%

   $ 255,128,902  
     

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2015.

 

(a) The rate represents the effective yield at December 31, 2015.

 

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

Futures Contracts

Cash of $5,266,080 has been segregated to cover margin requirements for the following open contracts as of December 31, 2015:

 

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

U.S. Treasury 10-Year Note March Futures

     Long         3/21/16         50       $ 6,295,313      $ (28,500 ) 

S&P 500 Index E-Mini March Futures

     Long         3/18/16         62         6,309,740        3,979  
              

 

 

 

Total

               $ (24,521 ) 
              

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Balanced Index Strategy Fund

 

Statement of Assets and Liabilities

December 31, 2015

 

Assets:

    

Investments in non-affiliates, at cost

     $ 7,525,013  

Investments in affiliates, at cost

       232,910,766  
    

 

 

 

Total Investment securities, at cost

     $ 240,435,779  
    

 

 

 

Investments in non-affiliates, at value

     $ 7,525,013  

Investments in affiliates, at value

       242,295,228  
    

 

 

 

Total Investment securities, at value

     $ 249,820,241  

Cash

       160,122  

Segregated cash for collateral

       5,266,080  

Receivable for capital shares issued

       106,633  

Receivable for variation margin on futures contracts

       15,513  
    

 

 

 

Total Assets

       255,368,589  
    

 

 

 

Liabilities:

    

Payable for affiliated investments purchased

       143,480  

Payable for variation margin on futures contracts

       59,992  

Manager fees payable

       21,580  

Administration fees payable

       4,605  

Custodian fees payable

       668  

Administrative and compliance services fees payable

       866  

Trustee fees payable

       637  

Other accrued liabilities

       7,859  
    

 

 

 

Total Liabilities

       239,687  
    

 

 

 

Net Assets

     $ 255,128,902  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 238,115,968  

Accumulated net investment income/(loss)

       6,185,767  

Accumulated net realized gains/(losses) from investment transactions

       1,467,226  

Net unrealized appreciation/(depreciation) on investments

       9,359,941  
    

 

 

 

Net Assets

     $ 255,128,902  
    

 

 

 

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

       20,740,075  

Net Asset Value (offering and redemption price per share)

     $ 12.30  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2015

 

Investment Income:

    

Dividends from affiliates

     $ 5,261,562  

Dividends

       352  
    

 

 

 

Total Investment Income

       5,261,914  
    

 

 

 

Expenses:

    

Manager fees

       237,553  

Administration fees

       52,121  

Custodian fees

       2,098  

Administrative and compliance services fees

       3,720  

Trustee fees

       12,963  

Professional fees

       10,707  

Shareholder reports

       7,973  

Other expenses

       3,627  
    

 

 

 

Total expenses

       330,762  
    

 

 

 

Net Investment Income/(Loss)

       4,931,152  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

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

       (191,614 )

Net realized gains distributions from affiliated underlying funds

       3,504,050  

Net realized gains/(losses) on futures contracts

       (216,706 )

Change in net unrealized appreciation/depreciation on investments

       (9,371,354 )
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       (6,275,624 )
    

 

 

 

Change in Net Assets Resulting From Operations

     $ (1,344,472 )
    

 

 

 
 

 

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,
2015
   For the
Year Ended
December 31,
2014

Change In Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 4,931,152        $ 1,765,548  

Net realized gains/(losses) on investment transactions

       3,095,730          2,540,870  

Change in unrealized appreciation/depreciation on investments

       (9,371,354 )        6,369,014  
    

 

 

      

 

 

 

Change in net assets resulting from operations

       (1,344,472 )        10,675,432  
    

 

 

      

 

 

 

Distributions to Shareholders:

         

From net investment income

       (1,897,495 )        (1,840,865 )

From net realized gains

       (2,597,183 )        (1,270,967 )
    

 

 

      

 

 

 

Change in net assets resulting from distributions to shareholders

       (4,494,678 )        (3,111,832 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       62,074,359          55,390,586  

Proceeds from dividends reinvested

       4,494,678          3,111,832  

Value of shares redeemed

       (14,219,428 )        (12,994,224 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       52,349,609          45,508,194  
    

 

 

      

 

 

 

Change in net assets

       46,510,459          53,071,794  

Net Assets:

         

Beginning of period

       208,618,443          155,546,649  
    

 

 

      

 

 

 

End of period

     $ 255,128,902        $ 208,618,443  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 6,185,767        $ 1,897,488  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       4,896,361          4,472,211  

Dividends reinvested

       368,416          251,563  

Shares redeemed

       (1,131,967 )        (1,046,419 )
    

 

 

      

 

 

 

Change in shares

       4,132,810          3,677,355  
    

 

 

      

 

 

 

 

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,
2015
  Year Ended
December 31,
2014
  Year Ended
December 31,
2013
 

January 10, 2012
to

December 31,
2012 (a)

Net Asset Value, Beginning of Period

     $ 12.56       $ 12.03       $ 10.69       $ 10.00  
    

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                

Net Investment Income/(Loss)

       0.22         0.08         0.10         0.08  

Net Realized and Unrealized Gains/(Losses) on Investments

       (0.25 )       0.65         1.24         0.77  
    

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       (0.03 )       0.73         1.34         0.85  
    

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                

Net Investment Income

       (0.10 )       (0.12 )       —         (0.14 )

Net Realized Gains

       (0.13 )       (0.08 )       — (b)       (0.02 )
    

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.23 )       (0.20 )       — (b)       (0.16 )
    

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 12.30       $ 12.56       $ 12.03       $ 10.69  
    

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(c)

       (0.22 )%       6.09 %       12.56 %       8.50 %(d)

Ratios to Average Net Assets/Supplemental Data:

                

Net Assets, End of Period (000’s)

     $ 255,129       $ 208,618       $ 155,547       $ 73,830  

Net Investment Income/(Loss)

       2.08 %       0.97 %       1.09 %       1.41 %

Expenses Before Reductions*(e)

       0.14 %       0.15 %       0.17 %       0.39 %

Expenses Net of Reductions*

       0.14 %       0.15 %       0.17 %       0.21 %

Portfolio Turnover Rate

       5 %       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 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) Excludes fee reductions. 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, 2015

 

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 13 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP Balanced Index Strategy Fund (the “Fund”), and 12 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests primarily 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. Currently, the Fund only offers its shares to separate accounts of Allianz Life Insurance Company of North America and Allianz Life Insurance Company of New York, affiliates of the Trust and the Manager, as defined below.

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.

 

8


AZL MVP Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2015

 

Futures Contracts

During the year ended December 31, 2015, 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 $12.6 million as of December 31, 2015. The monthly average notional amount for these contracts was $12.1 million for the year ended December 31, 2015. 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, 2015:

 

   

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   $ 3,979      Payable for variation margin on futures contracts   $ —   

Interest Rate Risk Exposure

       
Interest Rate       —          28,500   

 

* 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, 2015:

 

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    $ (337,579 )     $ (77,202 ) 

Interest Rate Risk Exposure

       
Interest Rate        120,873         (56,661 ) 

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, acquired fund fees and expenses, 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, 2017. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2015, 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, 2015, 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 year ended December 31, 2015, there were no voluntary waivers.

 

9


AZL MVP Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2015

 

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, 2015, 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, 2015 is as follows:

 

      Fair Value
12/31/14
   Purchases
at Cost
   Proceeds from
Sales
   Fair Value
12/31/15
   Dividend
Income

AZL Enhanced Bond Index Fund

     $ 99,396,044        $ 31,902,760        $ (5,610,177 )      $ 121,830,641        $ 2,514,624  

AZL International Index Fund

       25,612,787          9,835,619          (1,909,921 )        31,706,193          1,262,376  

AZL Mid Cap Index Fund

       15,666,234          5,762,431          (525,120 )        18,971,382          204,214  

AZL S&P 500 Index Fund, Class 2

       48,840,683          14,228,679          (2,825,510 )        59,684,175          1,176,194  

AZL Small Cap Stock Index Fund

       8,372,725          3,275,235          (298,135 )        10,102,837          104,154  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ 197,888,473        $ 65,004,724        $ (11,168,863 )      $ 242,295,228        $ 5,261,562  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

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 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. Prior to April 1, 2015, Citi also served as transfer agent for the Trust under the same agreement. The Administrator was entitled to annual account fees related to the transfer agency system, an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair value services, 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.” Effective April 1, 2015, the Trust’s transfer agent became SunGard Investor Services, LLC.

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 Senior Counsel. During the year ended December 31, 2015, $2,219 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, 2015, actual Trustee compensation was $1,165,450 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, 2015, 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, 2015 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Company

       $ 242,295,228          $ —          $ 242,295,228  

Unaffiliated Investment Company

         7,525,013            —            7,525,013  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

         249,820,241            —            249,820,241  
      

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                    

Futures Contracts

         (24,521 )          —            (24,521 )
      

 

 

        

 

 

        

 

 

 

Total Investments

       $ 249,795,720          $ —          $ 249,795,720  
      

 

 

        

 

 

        

 

 

 

 

* 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 Balanced Index Strategy Fund

Notes to the Financial Statements

December 31, 2015

 

5. Security Purchases and Sales

For the year ended December 31, 2015, 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

       $ 65,004,724          $ 11,168,863  

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.

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.

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, 2015 is $241,017,645. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 12,474,078  

Unrealized depreciation

    (3,671,482 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 8,802,596   
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2015 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Balanced Index Strategy Fund

       $ 2,234,539          $ 2,260,139          $ 4,494,678  

 

(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, 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.

As of December 31, 2015, 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 Strategy Index Strategy Fund

       $ 6,185,766          $ 2,024,572          $ —          $ 8,802,596          $ 17,012,934  

 

(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 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, 2015, 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 or periods in the four-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, 2015, 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 AZL MVP Balanced Index Strategy Fund as of December 31, 2015, 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 or periods in the four-year period then ended, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Columbus, Ohio

February 26, 2016

 

12


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2015, 31.63% 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, 2015, the Fund declared net long-term capital gain distributions of $2,260,138.

During the year ended December 31, 2015, the Fund declared net short-term capital gain distributions of $337,026.

 

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, 2017.

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 2015. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2015, and at an “in person” Board of Trustees meeting held October 20, 2015. The Agreement was approved at the Board meeting of October 20, 2015. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2017. 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 2015 contract review process, Trustees received extensive information on the performance results of each of the Funds. This included, for example, performance 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. This included Lipper performance information on all of the Funds for the previous quarter, and previous one, three and five year periods, to the extent the Funds were in existence for such periods. For example, in connection with the Board of Trustees meeting held October 20, 2015, the Manager reported that for the three year period ended June 30, 2015, for the 11 Funds for which three year performance information was available, five Funds were in the top 40%, four Funds were in the middle 20% and two Funds were in the bottom 20%. For the 12 Funds for which one year performance information was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one Fund was in the middle 20%, and two Funds were in the bottom 40%. The Manager also reported that for the six Funds for which five year performance information was available, for the five year period ended June 30, 2015, two were in the top 40%, one was in the middle 20%, and three were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the nine Funds for which three year performance information was available, for the three year period ended June 30, 2015, seven Funds were in the top 40%, and two Funds were in the middle 20%. For the 10 Funds for which one year performance was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one was in the middle 20%, and two were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015, 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 four MVP Fusion Funds the advisory fee paid put these Funds in the 37th percentile of the customized peer group. The Manager reported that for three 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 DFA Multi-Strategy, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity and Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 10th percentile of the customized peer group, and for the AZL DFA Multi-Strategy Fund, the advisory fee was in the 15th percentile. 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 2012 through June 30, 2015. 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, 2015 were approximately $10.6 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.7 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, 2016, 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)

Non-Interested Trustees(1)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Peter R. Burnim, Age 68
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, LDN Risk Management and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; and Expert Witness, Massachusetts Department of Revenue, 2011 to present.   49   Argus Group Holdings and Subsidiaries; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; Bank of Bermuda NY; Sterling Trust (Cayman) Ltd.; and LDN Risk Management and Subsidiaries.
Peggy L. Ettestad, Age 58
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   49   Luther College
Roger A. Gelfenbien, Age 72
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   49   Virtus Funds (8 Funds)
Claire R. Leonardi, Age 60
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Chief Executive Officer, Health eSense Inc., 2015 to Present; CEO, Connecticut Innovations, Inc., 2012 to 2015; General Partner, Fairview Capital, L.P., 1994 to 2012   49   reSet Social Enterprise Investment Fund; Connecticut Technology Council; and Connecticut Bioscience Innovation Fund
Dickson W. Lewis, Age 67
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; 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   49   None
Peter W. McClean, Age 71
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   49   PNMAC Opportunity Fund and Northeast Bank
Arthur C. Reeds III, Age 71
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   49   Connecticut Water Service, Inc.

Interested Trustees(3)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Robert DeChellis, Age 48
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   49   None

Brian Muench, Age 45

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   49   None

 

17


Officers

 

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

Brian Muench, Age 45

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.
Michael Radmer, Age 70
Dorsey & Whitney LLP,
Suite 1500 50 South Sixth Street
Minneapolis, MN 55402-1498
   Secretary    Since 02/02    Senior Counsel (previously, Partner), Dorsey and Whitney LLP since 1976.
Scott Rhodes, Age 56
Citi Fund Services Ohio, Inc.
3435 Stelzer Road
Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/15    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer, Age 47
5701 Golden Hills Drive
Minneapolis, MN 55416
   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 02/14    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.

The Fund’s Statement of Additional Information (“SAI”) contains additional information about the Fund’s Trustees and Officers. The SAI is available upon request, without charge, by calling toll free 1-800-624-0197.

 

18


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.   
These Funds are not FDIC Insured.    ANNRPT1215 2/16


AZL MVP BlackRock Global Allocation Fund

Annual Report

December 31, 2015

 

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 25

Statement of Operations

Page 25

Statements of Changes in Net Assets

Page 26

Financial Highlights

Page 27

Notes to the Financial Statements

Page 28

Report of Independent Registered Public Accounting Firm

Page 40

Other Federal Income tax Information

Page 41

Other Information

Page 42

Approval of Investment Advisory Agreement

Page 43

Information about the Board of Trustees and Officers

Page 45

 

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, 2015?

For the year ended December 31, 2015, the AZL® MVP BlackRock Global Allocation Fund returned -1.57%. That compared to a -1.37%, 1.38%, -4.16%, 1.49%, -5.54% and a -0.83% total return for its benchmarks, the FTSE World Index1, the S&P 500 Index1, the FTSE World ex U.S. Index1, the BofA Merrill Lynch 5-Year U.S. Treasury Bond Index1, the Citigroup Non-USD World Government Bond Index1, and the Reference Benchmark1, respectively.

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.*

In general, U.S. equity markets outperformed international equities for the 12-month period, while fixed income markets managed slight gains amid increased volatility. Global equities spent much of the calendar year bouncing between gains and losses in response to macroeconomic headlines. In particular, investors focused on sluggish global growth, a surprise currency devaluation by China in late summer, persistent uncertainty about the timing of the Federal Reserve’s (the Fed) decision to raise interest rates, and the combined impact of weak commodity prices (especially oil) and a strong U.S. dollar.

By contrast, the relative strength of the U.S. economy helped support U.S. equities and ultimately permitted the Federal Reserve to raise interest rates for the first time in nearly a decade. The labor market, housing market and U.S. consumer were all bright spots in the U.S. economic landscape.

For fixed income markets, the European Central Bank’s quantitative easing program was one of the main themes early in the year. The bond-buying program drove prices high enough that yields on $1.7 trillion in eurozone debt fell into negative territory. Most other central banks remained highly accommodative for the year, although the Fed went against that trend, raising its target for the federal funds rate late in the year—the first increase since 2006.

Falling energy prices helped keep inflation in check in the U.S. and helped delay the Fed’s interest rate increase until December. But the low commodity prices, including the cost of oil, and expectations of tightening liquidity following the rate hike, challenged many emerging market economies, which dragged on emerging market debt.

 

The Fund underperformed its Reference Benchmark for the period. Within equities, the Fund’s underperformance was in large part due to stock selection in the U.S. and Canada. In the materials sector, choice of stocks and an overweight allocation dragged on relative results, as that sector underperformed due to weak commodity prices. In the consumer discretionary and consumer staples sectors, stock selection and underweight allocations also weighed on the Fund’s relative performance, as those sectors outperformed the broader markets for the year. Other detractors included an overweight allocation to the underperforming energy sector, as well as stock selection in the health care, utilities and industrials sectors.*

An underweight allocation to fixed income securities also weighed on the Fund’s relative results.*

Within equities, the Fund benefited from a larger-than-benchmark exposure to the outperforming Japanese equity market, although those benefits were partially offset by stock selection within the country. In general, the Fund’s choice of stocks within the information technology, financials and telecom sectors added to relative results. The Fund also benefited from a larger-than-benchmark exposure to U.S. dollar-denominated securities, which benefited as the U.S. dollar gained against most foreign currencies during the year.*

The Fund uses derivatives to augment positions, hedge exposure and to manage cash flows, all where consistent with the stated investment objectives, and policies. These derivatives utilized by the Fund contributed positively to the Fund’s performance during the period.

The MVP risk management process worked as intended and largely maintained a neutral equity allocation for most of the year relative to its target. However, as volatility increased towards the end of the third quarter the MVP process reduced the Fund’s equity exposure. Over the full year the MVP risk management process resulted in a drag on relative 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, 2015.
1  For a complete description of the Fund’s performance benchmarks please refer to page 2 of this report.
 
 

 

   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.

Emerging market investing may be subject to additional economic, political, liquidity, and currency risks not associated with more developed countries.

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.

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

The performance of investments in real estate depends on the overall strength of the real estate market, the management of real estate investments trusts (REITs), REOCs, and foreign real estate companies, and property management, all of which can be affected by a variety of factors, including national and regional economic conditions.

The Fund is subject to the risk that principal value reacts in opposition to the movement of interest rates and that a rising interest rate environment increases the risk of loss of principal.

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, 2015

 

     1
Year
    3
Year
    Since
Inception
(1/10/12)
 

AZL® MVP BlackRock Global Allocation Fund

     -1.57 %      4.69 %      5.23 % 

FTSE World Index

     -1.37 %      8.81 %      10.27 % 

S&P 500 Index

     1.38 %      15.13 %      14.66 % 

FTSE World ex U.S. Index

     -4.16 %      2.70 %      5.84 % 

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

     1.49 %      0.64 %      1.06 % 

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

     -5.54 %      -4.27 %      -2.66 % 

Reference Benchmark

     -0.83 %      5.56 %      6.57 % 

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 Ratio

   Gross  

AZL® MVP BlackRock Global Allocation Fund

     1.18 % 

The above expense ratio is based on the current Fund prospectus dated April 27, 2015. 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, 2017. Additional information pertaining to the December 31, 2015 expense ratios can be found in the financial highlights.

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 0.12%.

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 the FTSE World Index, which is a market-capitalization weighted index representing the performance of the large- and mid-capitalization stocks from the FTSE Global Equity Index Series and covers 90-95% of the investable market capitalization. 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 is comprised of (84%) large- and (16%) mid-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, 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 U.S. The Reference Benchmark is comprised of (36%) S&P 500; (24%) FTSE World ex U.S. Index; (24%) BofA Merrill Lynch 5-Year U.S. Treasury Bond; and (16%) Citigroup Non-U.S. Dollar World Government Bond. 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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 -  12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 - 12/31/15

AZL MVP BlackRock Global Allocation Fund

       $ 1,000.00          $ 960.70          $ 5.88            1.19 %

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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 - 12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 -  12/31/15

AZL MVP BlackRock Global Allocation Fund

       $ 1,000.00          $ 1,019.21          $ 6.06            1.19 %

 

* 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

      50.2 %

U.S. Treasury Obligation

      23.3  

Foreign Bonds

      8.7  

Securities Held as Collateral for Securities on Loan

      4.1  

Corporate Bonds

      3.4  

Yankee Dollars

      3.2  

Money Market

      3.1  

Preferred Stocks

      2.1  

Convertible Bonds

      1.2  

Floating Rate Loans

      1.0  

Exchange Traded Funds

      0.9  

Private Placements

      0.5  

Purchased Options

      0.5  

U.S. Government Agency Mortgages

      0.4  

Convertible Preferred Stocks

      0.2  

Collateralized Mortgage Obligation

      0.1  

Warrant

      —^  

Purchased Swaptions

      —^  
   

 

 

 

Total Investment Securities

      102.9  

Net other assets (liabilities)

      (2.9 )
   

 

 

 

Net Assets

      100.0 %
   

 

 

 
Investments   Percent of Net Assets

United States

      64.8 %

Japan

      12.5  

United Kingdom

      4.9  

France

      2.3  

Netherlands

      1.8  

Mexico

      1.6  

Italy

      1.5  

Switzerland

      1.3  

Germany

      1.0  

Canada

      0.9  

All other countries

      10.3  
   

 

 

 

Total Investment Securities

      102.9  

Net other assets (liabilities)

      (2.9 )
   

 

 

 

Net Assets

      100.0 %
   

 

 

 
 

 

^ Represents less than 0.05%

 

3


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks (50.2%):

  

 

Aerospace & Defense (0.8%):

  
  1,021       Boeing Co. (The)(a)    $ 147,626  
  762       Dassault Aviation SA(a)      947,843  
  26,129       European Aeronautic Defence & Space Co. NV(a)      1,754,153  
  1,444       General Dynamics Corp.(a)      198,348  
  1,285       Northrop Grumman Corp.(a)      242,621  
  1,550       Raytheon Co.(a)      193,022  
  23,085       Safran SA(a)      1,580,796  
  6,470       Textron, Inc.(a)      271,805  
  11,622       United Technologies Corp.(a)      1,116,525  
     

 

 

 
        6,452,739  
     

 

 

 

 

Air Freight & Logistics (0.5%):

  
  3,545       BPOST SA(a)      86,884  
  4,429       Compania de Distribucion Integral Logista Holdings SA^(a)      93,315  
  7,395       CTT-Correios de Portugal SA(a)      71,076  
  24,649       Deutsche Post AG(a)      694,060  
  11,846       FedEx Corp.(a)      1,764,936  
  1,149       Oesterreichische Post AG(a)      41,886  
  48,258       PostNL NV*(a)      182,441  
  14,054       United Parcel Service, Inc., Class B(a)      1,352,416  
     

 

 

 
        4,287,014  
     

 

 

 

 

Airlines (0.7%):

  
  19,662       American Airlines Group, Inc.(a)      832,686  
  13,284       Delta Air Lines, Inc.(a)      673,366  
  60,300       Japan Airlines Co., Ltd.(a)      2,159,701  
  10,392       Southwest Airlines Co.(a)      447,480  
  28,292       United Continental Holdings, Inc.*(a)      1,621,131  
     

 

 

 
        5,734,364  
     

 

 

 

 

Auto Components (1.2%):

  
  24,700       Aisin Sieki Co., Ltd.(a)      1,062,129  
  42,800       Bridgestone Corp.(a)      1,465,735  
  138,683       Cheng Shin Rubber Industry Co., Ltd.(a)      224,030  
  831       Compagnie Generale des Establissements Michelin SCA,
Class B(a)
     78,891  
  18,220       Delphi Automotive plc(a)      1,562,001  
  44,400       Denso Corp.(a)      2,117,229  
  2,100       Exedy Corp.(a)      50,736  
  26,400       Futaba Industrial Co., Ltd.(a)      125,759  
  2,946       Goodyear Tire & Rubber Co.^(a)      96,246  
  2,082       Hyundai Wia Corp.(a)      196,704  
  12,600       Koito Manufacturing Co., Ltd.(a)      515,458  
  2,098       Lear Corp.(a)      257,697  
  3,500       Stanley Electric Co., Ltd.(a)      77,103  
  44,400       Sumitomo Electric Industries, Ltd.^(a)      625,691  
  45,100       Toyota Industries Corp.(a)      2,410,532  
     

 

 

 
        10,865,941  
     

 

 

 

 

Automobiles (1.6%):

  
  5,568       Bayerische Motoren Werke AG (BMW)(a)      586,334  
  190,000       Brilliance China Automotive Holdings, Ltd.(a)      238,205  
    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Automobiles, continued

  
  108,000       Dongfeng Motor Corp., Series H(a)    $ 143,024  
  108,122       Ford Motor Co.(a)      1,523,439  
  77,300       Fuji Heavy Industries, Ltd.(a)      3,178,072  
  33,700       Honda Motor Co., Ltd.(a)      1,079,935  
  8,623       Hyundai Motor Co.(a)      1,086,776  
  67,100       Isuzu Motors, Ltd.(a)      722,176  
  9,416       Maruti Suzuki India, Ltd.(a)      655,927  
  45,048       PSA Peugeot Citroen SA*(a)      789,756  
  5,064       Renault SA(a)      507,572  
  33,600       Suzuki Motor Corp.(a)      1,020,170  
  34,600       Toyota Motor Corp.(a)      2,124,015  
  270       Volkswagen AG(a)      41,593  
  168,770       Yulon Motor Co., Ltd.(a)      154,013  
     

 

 

 
        13,851,007  
     

 

 

 

 

Banks (3.9%):

  
  148,862       Banco Santander SA(a)      730,744  
  206,069       Bank of America Corp.(a)      3,468,141  
  25,000       Bank of Yokohama, Ltd. (The)(a)      153,042  
  73,236       Barclays plc(a)      237,008  
  10,935       BNP Paribas SA(a)      618,881  
  21,000       Chiba Bank, Ltd. (The)(a)      148,907  
  73,445       Citigroup, Inc.(a)      3,800,779  
  3,089       Citizens Financial Group, Inc.(a)      80,901  
  3,984       Fifth Third Bancorp(a)      80,078  
  50,000       Fukuoka Financial Group, Inc.(a)      248,022  
  512,993       HSBC Holdings plc(a)      4,047,678  
  50,913       ING Groep NV(a)      685,249  
  429,308       Intesa Sanpaolo SpA(a)      1,430,517  
  34,800       Japan Post Bank Co., Ltd.*(a)      506,740  
  58,936       JPMorgan Chase & Co.(a)      3,891,544  
  446,558       Lloyds Banking Group plc(a)      480,571  
  188,000       Mitsubishi UFJ Financial Group, Inc.(a)      1,163,657  
  279,100       Mizuho Financial Group, Inc.(a)      557,218  
  58,688       Regions Financial Corp.(a)      563,405  
  14,000       Shizuoka Bank, Ltd. (The)(a)      135,719  
  8,416       Societe Generale(a)      388,156  
  70,661       Standard Chartered plc(a)      586,144  
  15,700       Sumitomo Mitsui Financial Group, Inc.(a)      592,314  
  9,819       SunTrust Banks, Inc.(a)      420,646  
  46,076       Svenska Handelsbanken AB, A
Shares(a)
     608,623  
  26,845       Toronto-Dominion Bank (The)(a)      1,052,456  
  26,889       U.S. Bancorp(a)      1,147,354  
  73,414       UniCredit SpA(a)      404,307  
  77,900       Wells Fargo & Co.(a)      4,234,643  
     

 

 

 
        32,463,444  
     

 

 

 

 

Beverages (1.3%):

  
  573       Anheuser-Busch InBev NV(a)      70,770  
  13,000       Asahi Breweries, Ltd.(a)      406,457  
  66,202       Coca-Cola Co. (The)(a)      2,844,037  
  1,525       Coca-Cola Enterprises, Inc.(a)      75,091  
  1,881       Constellation Brands, Inc., Class A(a)      267,930  
 

 

Continued

 

4


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Beverages, continued

  
  8,632       Diageo plc, ADR(a)    $ 941,492  
  1,778       Diageo plc(a)      48,480  
  1,028       Dr Pepper Snapple Group, Inc.(a)      95,810  
  13,713       PepsiCo, Inc.(a)      1,370,203  
  67,054       SABMiller plc(a)      4,015,942  
  10,000       Suntory Beverage & Food, Ltd.(a)      438,505  
     

 

 

 
        10,574,717  
     

 

 

 

 

Biotechnology (1.1%):

  
  22,566       AbbVie, Inc.(a)      1,336,810  
  3,611       Alexion Pharmaceuticals, Inc.*(a)      688,798  
  2,773       Alkermes plc*(a)      220,121  
  14,015       Amgen, Inc.(a)      2,275,054  
  149       Anacor Pharmaceuticals, Inc.*(a)      16,833  
  3,562       Biogen Idec, Inc.*(a)      1,091,219  
  5,935       Celgene Corp.*(a)      710,776  
  11,452       Gilead Sciences, Inc.(a)      1,158,828  
  31,581       Invitae Corp.*^(a)      259,280  
  557       Regeneron Pharmaceuticals, Inc.*(a)      302,379  
  4,590       Tesaro, Inc.*^(a)      240,149  
  1,808       Ultragenyx Pharmaceutical, Inc.*^(a)      202,821  
  1,770       Vertex Pharmaceuticals, Inc.*(a)      222,719  
     

 

 

 
        8,725,787  
     

 

 

 

 

Building Products (0.2%):

  
  15,430       Compagnie de Saint-Gobain SA(a)      663,687  
  14,300       Daikin Industries, Ltd.(a)      1,040,850  
     

 

 

 
        1,704,537  
     

 

 

 

 

Capital Markets (0.8%):

  
  1,290       Ameriprise Financial, Inc.(a)      137,282  
  14,867       Bank of New York Mellon Corp. (The)(a)      612,818  
  21,782       Charles Schwab Corp. (The)(a)      717,281  
  20,553       Credit Suisse Group AG(a)      444,352  
  25,479       Deutsche Bank AG, Registered
Shares(a)
     625,275  
  5,018       Goldman Sachs Group, Inc. (The)(a)      904,394  
  28,498       Morgan Stanley(a)      906,522  
  100,800       Nomura Holdings, Inc.(a)      560,285  
  80,706       UBS Group AG(a)      1,553,564  
     

 

 

 
        6,461,773  
     

 

 

 

 

Chemicals (1.7%):

  
  2,471       Air Liquide SA(a)      277,490  
  1,909       Air Products & Chemicals, Inc.(a)      248,380  
  33,060       AkzoNobel NV(a)      2,207,894  
  109,000       Asahi Kasei Corp.(a)      737,805  
  30,631       Axalta Coating Systems, Ltd.*(a)      816,315  
  2,680       Ecolab, Inc.(a)      306,538  
  14,637       FMC Corp.^(a)      572,746  
  34,700       Hitachi Chemical Co., Ltd.(a)      549,901  
  35,900       JSR Corp.(a)      560,376  
  34,600       Kuraray Co., Ltd.(a)      418,440  
  2,290       Linde AG(a)      332,356  
  8,427       LyondellBasell Industries NV, Class A(a)      732,306  
  4,957       Monsanto Co.(a)      488,364  
  24,100       Nitto Denko Corp.(a)      1,758,190  
    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Chemicals, continued

  
  2,725       PPG Industries, Inc.(a)    $ 269,285  
  2,892       Praxair, Inc.(a)      296,141  
  33,900       Shin-Etsu Chemical Co., Ltd.(a)      1,841,543  
  3,507       Syngenta AG, Registered Shares(a)      1,376,924  
  256,000       Ube Industries, Ltd.(a)      540,357  
     

 

 

 
        14,331,351  
     

 

 

 

 

Commercial Services & Supplies (0.2%):

  
  2,086       Cintas Corp.(a)      189,930  
  10,796       Elis SA(a)      178,629  
  1,800       SECOM Co., Ltd.(a)      121,820  
  4,700       Sohgo Security Services Co., Ltd.(a)      219,977  
  25,301       Tyco International plc(a)      806,849  
     

 

 

 
        1,517,205  
     

 

 

 

 

Communications Equipment (0.8%):

  
  21,138       Alcatel-Lucent*(a)      83,638  
  93,395       Cisco Systems, Inc.(a)      2,536,141  
  21,094       El Towers SpA(a)      1,359,073  
  3,000       Hitachi Kokusai Electric, Inc.(a)      40,732  
  44,401       QUALCOMM, Inc.(a)      2,219,384  
  2,103       Telefonaktiebolaget LM Ericsson, B Shares(a)      20,385  
     

 

 

 
        6,259,353  
     

 

 

 

 

Construction & Engineering (0.3%):

  
  6,000       Chiyoda Corp.(a)      45,512  
  1,900       ComSys Holdings Corp.(a)      26,691  
  19,000       JGC Corp.(a)      290,775  
  6,900       Kinden Corp.(a)      87,985  
  3,000       Maeda Road Construction Co., Ltd.(a)      50,160  
  1,000       Nippo Corp.(a)      16,246  
  84,000       Okumura Corp.(a)      471,972  
  300       Sho-Bond Holdings Co., Ltd.(a)      10,908  
  88,000       Toda Corp.(a)      468,969  
  10,542       Vinci SA(a)      675,957  
     

 

 

 
        2,145,175  
     

 

 

 

 

Consumer Finance (0.1%):

  
  2,213       Capital One Financial Corp.(a)      159,734  
  2,823       Discover Financial Services(a)      151,369  
  23,551       Synchrony Financial*(a)      716,187  
     

 

 

 
        1,027,290  
     

 

 

 

 

Containers & Packaging (0.1%):

  
  3,167       International Paper Co.(a)      119,396  
  1,561       Sealed Air Corp.(a)      69,621  
  17,720       WestRock Co.(a)      808,386  
     

 

 

 
        997,403  
     

 

 

 

 

Distributors (0.0%):

  
  3,100       Canon Marketing Japan, Inc.(a)      48,314  
     

 

 

 

 

Diversified Consumer Services (0.0%):

  
  1,000       Benesse Holdings, Inc.(a)      28,798  
     

 

 

 
 

 

Continued

 

5


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Diversified Financial Services (0.5%):

  
  7       Berkshire Hathaway, Inc., Class A*(a)    $ 1,384,600  
  16,855       Berkshire Hathaway, Inc., Class B*(a)      2,225,535  
  7,519       CME Group, Inc.(a)      681,221  
  615,711       Delta Topco, Ltd.(a)(b)      269,681  
     

 

 

 
        4,561,037  
     

 

 

 

 

Diversified Telecommunication Services (1.7%):

  
  91,006       AT&T, Inc.(a)      3,131,516  
  9,954       Belgacom SA(a)      322,892  
  116,521       BT Group plc(a)      805,187  
  75,955       Cellnex Telecom SAU^(a)      1,415,946  
  48,502       Deutsche Telekom AG, Registered
Shares(a)
     877,466  
  21,122       France Telecom SA(a)      354,302  
  1,433       Iliad SA(a)      341,839  
  186,353       Koninklijke (Royal) KPN NV(a)      703,579  
  22,500       Nippon Telegraph & Telephone Corp.(a)      893,403  
  294,500       Singapore Telecommunications, Ltd.(a)      758,239  
  633,329       Telecom Italia SpA*(a)      798,151  
  32,883       Telecom Italia SpA(a)      33,629  
  28,146       Telefonica Deutschland Holding AG(a)      150,242  
  522,923       Telesites SAB de C.V.*(a)      340,258  
  8,542       Verizon Communications, Inc.(a)      396,732  
  62,803       Verizon Communications, Inc.(a)      2,902,755  
     

 

 

 
        14,226,136  
     

 

 

 

 

Electric Utilities (0.5%):

  

  11,319       American Electric Power Co., Inc.(a)      659,558  
  52,900       Chubu Electric Power Co., Inc.(a)      723,677  
  3,000       CLP Holdings, Ltd.(a)      25,441  
  1,637       Duke Energy Corp.(a)      116,865  
  794       Edison International(a)      47,013  
  136,052       Enel SpA(a)      568,998  
  477       Entergy Corp.(a)      32,608  
  778       Eversource Energy(a)      39,732  
  2,299       Exelon Corp.(a)      63,843  
  1,030       FirstEnergy Corp.(a)      32,682  
  2,500       Hongkong Electric Holdings, Ltd.(a)      22,953  
  33,380       Iberdrola SA(a)      236,609  
  7,600       Kansai Electric Power Co., Inc. (The)*(a)      90,947  
  33,200       Kyushu Electric Power Co., Inc.*^(a)      362,825  
  9,464       NextEra Energy, Inc.(a)      983,215  
  1,661       PPL Corp.(a)      56,690  
  1,815       Scottish & Southern Energy plc(a)      40,637  
  2,125       Southern Co. (The)(a)      99,429  
  13,100       Tokyo Electric Power Co., Inc. (The)*(a)      75,356  
  1,342       Xcel Energy, Inc.(a)      48,191  
     

 

 

 
        4,327,269  
     

 

 

 

 

Electrical Equipment (0.6%):

  

  33,435       Eaton Corp. plc(a)      1,739,956  
  19,238       Emerson Electric Co.(a)      920,154  
  85,000       GS Yuasa Corp.^(a)      315,454  
  3,300       Mabuchi Motor Co., Ltd.(a)      178,317  
    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Electrical Equipment, continued

  
  153,000       Mitsubishi Electric Corp.(a)    $ 1,604,332  
  1,766       Rockwell Automation, Inc.^(a)      181,209  
     

 

 

 
        4,939,422  
     

 

 

 

 

Electronic Equipment, Instruments & Components (0.3%):

  

  1,244       Corning, Inc.(a)      22,740  
  32,000       Delta Electronics, Inc.(a)(d)      150,212  
  4,152       Fitbit, Inc., Class A*^(a)      122,858  
  4,900       Hitachi High-Technologies Corp.(a)      132,432  
  9,750       Hon Hai Precision Industry Co., Ltd.(a)      23,851  
  500       Keyence Corp.(a)      274,457  
  15,800       Kyocera Corp.(a)      732,409  
  2,300       Murata Manufacturing Co., Ltd.(a)      330,153  
  10,200       Omron Corp.(a)      339,791  
  1,630       Samsung SDI Co., Ltd.(a)      156,554  
  395       TE Connectivity, Ltd.(a)      25,521  
     

 

 

 
        2,310,978  
     

 

 

 

 

Energy Equipment & Services (0.7%):

  

  1,558       Baker Hughes, Inc.(a)      71,902  
  1,384       Cameron International Corp.*(a)      87,469  
  3,051       Halliburton Co.(a)      103,856  
  1,698       Helmerich & Payne, Inc.(a)      90,928  
  19,523       Ocean Rig UDW, Inc.(a)      31,822  
  27,324       Oceaneering International, Inc.^(a)      1,025,196  
  175,649       SBM Offshore NV*^(a)      2,232,783  
  35,180       Schlumberger, Ltd.(a)      2,453,804  
     

 

 

 
        6,097,760  
     

 

 

 

 

Food & Staples Retailing (1.0%):

  

  3,374       Colruyt SA(a)      173,271  
  423       Costco Wholesale Corp.(a)      68,315  
  20,138       CVS Health Corp.(a)      1,968,892  
  108,418       Distribuidora Internacional de Alimentacion SA(a)      636,875  
  12,500       FamilyMart Co., Ltd.(a)      580,885  
  6,630       Kroger Co. (The)(a)      277,333  
  9,600       Seven & I Holdings Co., Ltd.(a)      437,771  
  15,583       Walgreens Boots Alliance, Inc.(a)      1,326,970  
  35,427       Wal-Mart Stores, Inc.(a)      2,171,675  
  786       Wesfarmers, Ltd.(a)      23,642  
  12,750       Whole Foods Market, Inc.(a)      427,125  
     

 

 

 
        8,092,754  
     

 

 

 

 

Food Products (0.6%):

  

  18,000       Ajinomoto Co., Inc.(a)      426,081  
  3,080       Archer-Daniels-Midland Co.(a)      112,974  
  11,037       Danone SA(a)      744,757  
  584       General Mills, Inc.(a)      33,673  
  3,862       Hain Celestial Group, Inc.*(a)      155,987  
  5,257       Kraft Heinz Co. (The)(a)      382,500  
  1,654       Mondelez International, Inc., Class A(a)      74,165  
  38,967       Nestle SA, Registered Shares(a)      2,889,242  
  28,589       SLC Agricola SA(a)      118,910  
     

 

 

 
        4,938,289  
     

 

 

 
 

 

Continued

 

6


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Gas Utilities (0.2%):

  

  12,000       Hong Kong & China Gas Co., Ltd.(a)    $ 23,477  
  384,000       Tokyo Gas Co., Ltd.(a)      1,804,003  
     

 

 

 
        1,827,480  
     

 

 

 

 

Health Care Equipment & Supplies (0.3%):

  

  16,072       Abbott Laboratories(a)      721,793  
  13,245       Baxter International, Inc.(a)      505,297  
  392       Becton, Dickinson & Co.^(a)      60,403  
  6,973       Getinge AB, B Shares(a)      181,598  
  16,700       HOYA Corp.(a)      680,922  
  1,403       Stryker Corp.(a)      130,395  
     

 

 

 
        2,280,408  
     

 

 

 

 

Health Care Providers & Services (2.0%):

  

  22,038       Aetna, Inc.(a)      2,382,749  
  36,197       Al Noor Hospitals Group plc(a)      590,941  
  1,904       AmerisourceBergen Corp.(a)      197,464  
  11,789       Anthem, Inc.(a)      1,643,858  
  955,300       Bangkok Dusit Medical Services Public Co., Ltd., Class F(a)      590,080  
  68,200       Bumrungrad Hospital Public Co., Ltd.(a)      399,452  
  2,323       Cardinal Health, Inc.(a)      207,374  
  7,849       DaVita, Inc.*(a)      547,154  
  5,874       Envision Healthcare Holdings, Inc.*(a)      152,548  
  13,325       HCA Holdings, Inc.*(a)      901,170  
  383,817       Healthscope, Ltd.(a)      739,803  
  468,800       IHH Healthcare Berhad(a)      719,193  
  26,627       Integrated Diagnostics Holdings plc *(a)      131,568  
  15,432       McKesson, Inc.(a)      3,043,653  
  1,500       Medipal Holdings Corp.(a)      25,545  
  61,358       NMC Health plc(a)      760,634  
  393,999       PT Siloam International Hospital Tbk(a)      279,376  
  49,800       Raffles Medical Group, Ltd.(a)      145,981  
  8,700       Ship Healthcare Holdings, Inc.(a)      214,989  
  239,663       Spire Healthcare Group plc(a)      1,104,197  
  14,786       Surgery Partners, Inc.*(a)      302,965  
  27,287       Tenet Healthcare Corp.*^(a)      826,796  
  2,635       UnitedHealth Group, Inc.(a)      309,981  
     

 

 

 
        16,217,471  
     

 

 

 

 

Health Care Technology (0.2%):

  

  5,500       HTG Molecular Diagnostics, Inc.*^(a)      23,980  
  43,899       Veeva Systems, Inc., Class A*^(a)      1,266,486  
     

 

 

 
        1,290,466  
     

 

 

 

 

Hotels, Restaurants & Leisure (0.2%):

  

  14,259       Accor SA(a)      614,978  
  8,340       Las Vegas Sands Corp.^(a)      365,625  
  1,256       McDonald’s Corp.(a)      148,384  
  936       Starbucks Corp.(a)      56,188  
  17,769       TUI AG(a)      315,202  
  1,949       Wyndham Worldwide Corp.^(a)      141,595  
     

 

 

 
        1,641,972  
     

 

 

 
    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Household Durables (0.4%):

  

  4,400       Alpine Electronics, Inc.(a)    $ 68,438  
  31,698       Cyrela Brazil Realty SA Empreendimentos e Participacoes(a)      60,110  
  5,002       Garmin, Ltd.(a)      185,924  
  213,000       Haier Electronics Group Co., Ltd.(a)      428,913  
  1,906       MRV Engenharia e Participacoes SA(a)      4,183  
  68,100       Nikon Corp.^(a)      909,862  
  7,300       Rinnai Corp.(a)      646,370  
  34,870       Tomtom NV*(a)      438,394  
  6,044       Whirlpool Corp.(a)      887,682  
     

 

 

 
        3,629,876  
     

 

 

 

 

Household Products (0.8%):

  

  16,208       Colgate-Palmolive Co.(a)      1,079,777  
  6,569       Henkel AG & Co. KGaA(a)      732,160  
  6,294       Kimberly-Clark Corp.(a)      801,226  
  49,048       Procter & Gamble Co. (The)(a)      3,894,904  
  459       Reckitt Benckiser Group plc(a)      42,244  
     

 

 

 
        6,550,311  
     

 

 

 

 

Independent Power and Renewable Electricity Producers (0.3%):

  

  38,447       AES Corp. (The)(a)      367,938  
  44,175       Calpine Corp.*(a)      639,213  
  7,800       Electric Power Development Co., Ltd.(a)      277,610  
  20,291       NextEra Energy Partners LP(a)      605,686  
  31,863       NRG Energy, Inc.^(a)      375,028  
  5,407       NRG Yield, Inc., Class A(a)      75,211  
  5,590       NRG Yield, Inc., Class A^(a)      82,508  
  17,531       TerraForm Power, Inc., Class A^(a)      220,540  
     

 

 

 
        2,643,734  
     

 

 

 

 

Industrial Conglomerates (1.0%):

  

  1,009       3M Co., Class B(a)      151,996  
  151,219       Beijing Enterprises Holdings, Ltd.(a)      910,408  
  157,308       General Electric Co.(a)      4,900,144  
  194,500       Keppel Corp., Ltd.(a)      887,937  
  43,577       Koninklijke Philips Electronics NV(a)      1,107,813  
     

 

 

 
        7,958,298  
     

 

 

 

 

Insurance (2.0%):

  

  1,152       ACE, Ltd.^(a)      134,611  
  128,200       AIA Group, Ltd.(a)      763,784  
  15,630       Allstate Corp. (The)(a)      970,467  
  26,359       American International Group, Inc.(a)      1,633,467  
  49,339       AXA SA(a)      1,348,678  
  3,088       Axis Capital Holdings, Ltd.(a)      173,607  
  21,098       Chubb Corp. (The)(a)      2,798,438  
  3,301       CNA Financial Corp.(a)      116,030  
  8,486       Hartford Financial Services Group, Inc. (The)(a)      368,802  
  145,457       Legal & General Group plc(a)      573,574  
  5,161       Lincoln National Corp.(a)      259,392  
  16,889       Marsh & McLennan Cos., Inc.(a)      936,495  
  8,050       MetLife, Inc.(a)      388,091  
 

 

Continued

 

7


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Insurance, continued

  
  8,100       MS&AD Insurance Group Holdings,
Inc.(a)
   $ 236,909  
  6,600       NKSJ Holdings, Inc.(a)      215,908  
  1,599       Prudential Financial, Inc.(a)      130,175  
  56,099       Prudential plc(a)      1,255,762  
  1,779       Reinsurance Group of America, Inc.(a)      152,193  
  43,900       Sony Financial Holdings, Inc.(a)      784,281  
  16,600       Tokio Marine Holdings, Inc.(a)      639,686  
  3,887       Travelers Cos., Inc. (The)^(a)      438,687  
  22,774       UnumProvident Corp.(a)      758,146  
  19,921       XL Group plc(a)      780,505  
  1,324       Zurich Insurance Group AG(a)      337,933  
     

 

 

 
        16,195,621  
     

 

 

 

 

Internet & Catalog Retail (0.0%):

  

  48       Amazon.com, Inc.*(a)      32,443  
  200       Askul Corp.(a)      8,043  
  1,817       Expedia, Inc.(a)      225,853  
     

 

 

 
        266,339  
     

 

 

 

 

Internet Software & Services (1.9%):

  

  14,692       Alibaba Group Holding, Ltd., ADR*^(a)      1,194,019  
  3,378       Alphabet, Inc., Class A*(a)      2,628,117  
  7,554       Alphabet, Inc., Class C*(a)      5,732,579  
  8,700       DeNA Co., Ltd.^(a)      136,152  
  95,700       Dropbox, Inc.*(a)(b)      1,268,982  
  16,744       eBay, Inc.*(a)      460,125  
  17,713       Facebook, Inc., Class A*(a)      1,853,842  
  7,561       GoDaddy, Inc., Class A*^(a)      242,406  
  5,547       Lookout, Inc.*(a)(b)      63,364  
  32,802       Twitter, Inc.*^(a)      759,038  
  6,647       United Internet AG, Registered Shares(a)      365,477  
  2,508       VeriSign, Inc.*^(a)      219,099  
  76,800       Yahoo! Japan Corp.^(a)      312,159  
  11,952       Yahoo!, Inc.*(a)      397,524  
     

 

 

 
        15,632,883  
     

 

 

 

 

IT Services (1.0%):

  

  2,619       Accenture plc, Class A(a)      273,686  
  542       Alliance Data Systems Corp.*(a)      149,901  
  3,091       Amdocs, Ltd.(a)      168,676  
  13,828       Atos Origin SA(a)      1,161,244  
  468       Automatic Data Processing, Inc.(a)      39,649  
  591       Cognizant Technology Solutions Corp., Class A*(a)      35,472  
  2,890       Computer Sciences Corp.(a)      94,445  
  3,045       Fidelity National Information Services, Inc.(a)      184,527  
  1,429       Global Payments, Inc.(a)      92,185  
  10,850       International Business Machines Corp.(a)      1,493,177  
  14,536       MasterCard, Inc., Class A(a)      1,415,225  
  800       NS Solutions Corp.(a)      18,169  
  6,326       PayPal Holdings, Inc.*(a)      229,001  
  800       SCSK Corp.(a)      32,287  
  1,260       Sopra Steria Group(a)      147,970  
    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

IT Services, continued

  
  18,453       Square, Inc., Class A*(a)    $ 241,550  
  28,873       Visa, Inc., Class A(a)      2,239,101  
  14,747       Worldline SA*(a)      381,238  
     

 

 

 
        8,397,503  
     

 

 

 

 

Leisure Products (0.1%):

  

  6,300       Namco Bandai Holdings, Inc.(a)      132,392  
  40,300       Sega Sammy Holdings, Inc.(a)      376,392  
  8,600       Yamaha Corp.(a)      207,813  
     

 

 

 
        716,597  
     

 

 

 

 

Life Sciences Tools & Services (0.1%):

  

  4,159       Thermo Fisher Scientific, Inc.(a)      589,954  
     

 

 

 

 

Machinery (0.7%):

  

  5,161       Caterpillar, Inc.^(a)      350,742  
  4,015       CNH Industrial NV(a)      27,463  
  19,219       Colfax Corp.*^(a)      448,764  
  1,334       Dover Corp.(a)      81,788  
  2,600       FANUC Corp.(a)      448,273  
  169,090       Haitian International Holdings, Ltd.(a)      245,901  
  93,000       IHI Corp.^(a)      255,732  
  10,489       Ingersoll-Rand plc(a)      579,937  
  27,700       Komatsu, Ltd.(a)      451,395  
  38,000       Kubota Corp.(a)      585,846  
  151,000       Mitsubishi Heavy Industries, Ltd.(a)      659,655  
  8,300       Nabtesco Corp.(a)      168,687  
  11,811       PACCAR, Inc.(a)      559,841  
  1,100       SMC Corp.(a)      285,298  
  7,836       WABCO Holdings, Inc.*(a)      801,309  
     

 

 

 
        5,950,631  
     

 

 

 

 

Media (1.3%):

  

  1,568       Axel Springer AG^(a)      87,186  
  39,304       Comcast Corp., Class A(a)      2,217,926  
  16,776       DISH Network Corp., Class A*(a)      959,252  
  5,499       Eutelsat Communications SA(a)      164,196  
  7,208       Liberty Broadband Corp., Class A*(a)      372,293  
  16,034       Liberty Broadband Corp., Class C*(a)      831,523  
  11,579       Liberty Global plc, Class A*(a)      490,486  
  39,306       Liberty Media Corp., Class C*(a)      1,496,772  
  20,943       Liberty Media Corp.*(a)      822,013  
  2,163       M6 Metropole Television SA(a)      37,183  
  15,439       Mediaset Espana Comunicacion SA(a)      167,196  
  69,743       Mediaset SpA(a)      288,803  
  2,012       Numericable-SFR(a)      73,042  
  6,873       ProSiebenSat.1 Media AG(a)      347,616  
  121,704       RAI Way SpA(a)      621,785  
  1,818       RTL Group(a)      151,826  
  721       Scripps Networks Interactive, Class A^(a)      39,806  
  6,166       Societe Television Francaise 1(a)      68,562  
  1,470       Stroeer Media SE^(a)      92,132  
  1,463       Telenet Group Holding NV*(a)      78,834  
  3,390       Time Warner Cable, Inc., Class A(a)      629,150  
  3,100       TV Asahi Holdings Corp.(a)      53,537  
 

 

Continued

 

8


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Media, continued

  
  14,450       Vivendi Universal SA(a)    $ 311,114  
  68,725       Zon Multimedia Servicos de Telecommunicacoes e Multimedia SGPS SA(a)      540,433  
     

 

 

 
        10,942,666  
     

 

 

 

 

Metals & Mining (1.1 %):

  

  140,492       Antofagasta plc(a)      962,591  
  116,487       Barrick Gold Corp., ADR(a)      859,674  
  23,104       BHP Billiton plc(a)      259,355  
  46,861       Constellium NV*(a)      360,830  
  91,809       Eldorado Gold Corp.(a)      272,076  
  132,369       First Quantum Minerals, Ltd.(a)      495,606  
  38,102       Freeport-McMoRan Copper & Gold, Inc.^(a)      257,951  
  115,936       Gerdau SA, ADR(a)      139,123  
  551,248       Glencore International plc(a)      733,371  
  57,535       Goldcorp, Inc.(a)      665,105  
  12,700       Nippon Steel Corp.(a)      251,503  
  6,368       Nucor Corp.(a)      256,630  
  353,956       Platinum Group Metals, Ltd.*(a)      49,889  
  216,347       Platinum Group Metals, Ltd.*(a)      31,760  
  53,411       Rio Tinto plc(a)      1,556,319  
  46,309       Southern Copper Corp.^(a)      1,209,591  
  1,309       Steel Dynamics, Inc.(a)      23,392  
  74,817       Tahoe Resources, Inc.(a)      647,314  
  400       Yamato Kogyo Co., Ltd.(a)      10,205  
     

 

 

 
        9,042,285  
     

 

 

 

 

Multiline Retail (0.1%):

  

  7,451       Macy’s, Inc.(a)      260,636  
  10,739       Target Corp.^(a)      779,759  
     

 

 

 
        1,040,395  
     

 

 

 

 

Multi-Utilities (0.4%):

  

  551       Ameren Corp.(a)      23,820  
  9,902       Centrica plc(a)      31,801  
  676       CMS Energy Corp.(a)      24,390  
  760       Consolidated Edison, Inc.^(a)      48,845  
  10,574       Dominion Resources, Inc.(a)      715,225  
  395       DTE Energy Co.(a)      31,675  
  3,369       E.ON AG(a)      32,600  
  33,209       Engie Group(a)      587,643  
  61,406       National Grid plc(a)      844,472  
  1,207       PG&E Corp.(a)      64,200  
  1,208       Public Service Enterprise Group, Inc.(a)      46,738  
  12,022       Sempra Energy(a)      1,130,189  
  797       WEC Energy Group, Inc.(a)      40,894  
     

 

 

 
        3,622,492  
     

 

 

 

 

Oil, Gas & Consumable Fuels (3.3%):

  

  72,954       Anadarko Petroleum Corp.(a)      3,544,104  
  105,940       Athabasca Oil Corp.*(a)      117,924  
  8,879       BG Group plc(a)      128,739  
  47,582       BP plc(a)      247,912  
  61,539       Cameco Corp.(a)      758,776  
    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Oil, Gas & Consumable Fuels, continued

  

  117,031       Cenovus Energy, Inc.(a)    $ 1,480,333  
  8,049       Chevron Corp.(a)      724,088  
  142,471       Coal India, Ltd.(a)      707,763  
  4,442       ConocoPhillips^(a)      207,397  
  129,595       CONSOL Energy, Inc.^(a)      1,023,801  
  2,179       Enbridge, Inc.(a)      72,450  
  6,498       ENI SpA(a)      96,249  
  5,888       EOG Resources, Inc.(a)      416,812  
  20,512       EQT Corp.(a)      1,069,291  
  15,282       Exxon Mobil Corp.(a)      1,191,232  
  138,200       INPEX Corp.(a)      1,364,014  
  28,913       KazMunaiGas Exploration Production JSC, Registered Shares, GDR(a)      215,291  
  6,118       Kinder Morgan, Inc.(a)      91,281  
  108,781       Marathon Petroleum Corp.(a)      5,639,206  
  2,793       Occidental Petroleum Corp.(a)      188,835  
  157,714       Oil & Natural Gas Corp., Ltd.(a)      573,133  
  286,201       Ophir Energy plc*(a)      413,071  
  72,803       Petroleo Brasileiro SA, ADR*^(a)      313,053  
  11,163       Pioneer Natural Resources Co.(a)      1,399,616  
  80,753       Reliance Industries, Ltd.(a)      1,232,948  
  6,398       Royal Dutch Shell plc, B Shares(a)      146,073  
  10,268       Royal Dutch Shell plc, A Shares(a)      230,653  
  121,490       Statoil ASA^(a)      1,699,781  
  3,803       Suncor Energy, Inc.(a)      98,188  
  2,322       Total SA, ADR^(a)      104,374  
  21,016       Total SA(a)      935,838  
  1,095       TransCanada Corp.(a)      35,767  
  5,487       Valero Energy Corp.(a)      387,986  
  75,905       Whiting Petroleum Corp.*(a)      716,543  
  2,421       Williams Cos., Inc. (The)(a)      62,220  
     

 

 

 
        27,634,742  
     

 

 

 

 

Personal Products (0.1%):

  

  7,959       Edgewell Personal Care Co.(a)      623,747  
  1,852       L’Oreal SA(a)      311,539  
  1,985       Unilever NV(a)      85,990  
     

 

 

 
        1,021,276  
     

 

 

 

 

Pharmaceuticals (3.3%):

  

  5,429       Allergan plc*(a)      1,696,563  
  44,200       Astellas Pharma, Inc.(a)      627,904  
  2,305       AstraZeneca plc, ADR^(a)      78,255  
  33,891       AstraZeneca plc(a)      2,291,012  
  6,287       Bayer AG(a)      788,668  
  21,072       Bristol-Myers Squibb Co.(a)      1,449,543  
  34,798       Catalent, Inc.*^(a)      870,994  
  5,000       Eisai Co., Ltd.(a)      330,556  
  24,923       Eli Lilly & Co.(a)      2,100,012  
  21,683       Johnson & Johnson Co.(a)      2,227,277  
  19,073       Merck & Co., Inc.(a)      1,007,436  
  28,771       Mylan NV*(a)      1,555,648  
  20,260       Novartis AG, Registered Shares(a)      1,732,275  
  17,900       Otsuka Holdings Co., Ltd.(a)      633,321  
 

 

Continued

 

9


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Pharmaceuticals, continued

  
  74,942       Pfizer, Inc.(a)#    $ 2,419,127  
  5,180       Roche Holding AG(a)      1,427,974  
  20,749       Sanofi-Aventis SA(a)      1,770,184  
  2,300       Sawai Pharmaceutical Co., Ltd.(a)      157,489  
  8,592       Shire plc(a)      588,759  
  432,000       Sino Biopharmaceutical, Ltd.(a)      390,524  
  35,121       Teva Pharmaceutical Industries, Ltd.,
ADR(a)
     2,305,342  
  12,395       Zoetis, Inc.(a)      593,968  
     

 

 

 
        27,042,831  
     

 

 

 

 

Professional Services (0.1%):

  

  11,345       Randstad Holding NV(a)      705,617  
     

 

 

 

 

Real Estate Investment Trusts (REITs) (0.7%):

  

  1,336       American Tower Corp.(a)      129,525  
  448       AvalonBay Communities, Inc.(a)      82,490  
  519       Boston Properties, Inc.(a)      66,193  
  8,940       Crown Castle International Corp.(a)      772,864  
  188       Equinix, Inc.^(a)      56,851  
  1,221       Equity Residential Property Trust(a)      99,621  
  213       Essex Property Trust, Inc.(a)      50,994  
  491,670       Fibra UNO Amdinistracion SA(a)      1,084,197  
  1,921       General Growth Properties, Inc.(a)      52,270  
  1,458       HCP, Inc.(a)      55,754  
  2,394       Host Hotels & Resorts, Inc.(a)      36,724  
  1,914       Land Securities Group plc(a)      33,178  
  463       Macerich Co. (The)(a)      37,359  
  55,280       Merlin Properties Socimi SA^(a)      689,768  
  18,829       ProLogis, Inc.(a)      808,142  
  479       Public Storage, Inc.(a)      118,648  
  783       Realty Income Corp.^(a)      40,426  
  13,342       Scentre Group(a)      40,423  
  1,028       Simon Property Group, Inc.(a)      199,885  
  335       SL Green Realty Corp.(a)      37,848  
  3,859       Unibail-Rodamco SE(a)      978,332  
  1,010       Ventas, Inc.(a)      56,994  
  551       Vornado Realty Trust(a)      55,078  
  1,193       Welltower, Inc.(a)      81,160  
  1,625       Weyerhaeuser Co.(a)      48,718  
     

 

 

 
        5,713,442  
     

 

 

 

 

Real Estate Management & Development (1.4%):

  

  2,242       Brookfield Asset Management, Inc., Class A(a)      70,736  
  15,085       Brookfield Asset Management, Inc., Class A(a)      475,630  
  684,700       CapitaLand, Ltd.(a)      1,607,654  
  6,500       Cheung Kong Property Holdings, Ltd.(a)      41,934  
  330,000       China Resources Land, Ltd.(a)      951,817  
  42,000       Daikyo, Inc.(a)      68,155  
  5,000       Daito Trust Construction Co., Ltd.(a)      578,945  
  1,500       Daiwa House Industry Co., Ltd.(a)      43,011  
  1,185,200       Global Logistic Properties, Ltd.(a)      1,785,285  
  71,000       Mitsubishi Estate Co., Ltd.(a)      1,471,798  
  2,000       Mitsui Fudosan Co., Ltd.(a)      50,121  
    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Real Estate Management & Development, continued

  

  116,666       Sun Hung Kai Properties, Ltd.(a)    $ 1,400,253  
  67,467       The St. Joe Co.*^(a)      1,248,814  
  12,694       Vonovia SE(a)      393,140  
  234,000       Wharf Holdings, Ltd. (The)(a)      1,291,650  
     

 

 

 
        11,478,943  
     

 

 

 

 

Road & Rail (0.5%):

  

  7,319       Canadian National Railway Co.(a)      408,986  
  263,932       CAR, Inc.*^(a)      436,197  
  20,975       CSX Corp.(a)      544,301  
  22,200       East Japan Railway Co.(a)      2,086,666  
  5,200       Kansas City Southern(a)      388,284  
  37,000       Nippon Express Co., Ltd.(a)      173,622  
  9,700       Seino Holdings Co., Ltd.(a)      100,856  
     

 

 

 
        4,138,912  
     

 

 

 

 

Semiconductors & Semiconductor Equipment (0.7%):

  

  1,183       Applied Materials, Inc.(a)      22,087  
  245       Avago Technologies, Ltd.(a)      35,562  
  530       Broadcom Corp., Class A(a)      30,645  
  34,487       Intel Corp.(a)      1,188,076  
  1,630       KLA-Tencor Corp.(a)      113,041  
  52,294       Micron Technology, Inc.*(a)      740,483  
  4,959       Qorvo, Inc.*(a)      252,413  
  23,600       ROHM Co., Ltd.(a)      1,192,822  
  18,551       SK Hynix, Inc.(a)      479,028  
  1,984       Skyworks Solutions, Inc.(a)      152,431  
  49,700       SUMCO Corp.^(a)      373,432  
  175,000       Taiwan Semiconductor Manufacturing Co., Ltd.(a)      755,276  
  4,784       Texas Instruments, Inc.(a)      262,211  
     

 

 

 
        5,597,507  
     

 

 

 

 

Software (1.7%):

  

  23,890       Activision Blizzard, Inc.^(a)      924,782  
  2,800       Adobe Systems, Inc.*(a)      263,032  
  2,110       Check Point Software Technologies, Ltd.*^(a)      171,712  
  2,228       Electronic Arts, Inc.*(a)      153,108  
  17,900       Gungho Online Enetertainment,
Inc.^(a)
     48,734  
  2,065       Intuit, Inc.(a)      199,273  
  55,896       Microsoft Corp.(a)      3,101,110  
  26,022       Mobileye NV*^(a)      1,100,210  
  9,300       Nexon Co., Ltd.(a)      150,981  
  7,200       Nintendo Co., Ltd.(a)      991,289  
  20,945       Nuance Communications, Inc.*(a)      416,596  
  51,988       Oracle Corp.(a)      1,899,122  
  570       Salesforce.com, Inc.*(a)      44,688  
  631       SAP AG(a)      50,253  
  6,200       Trend Micro, Inc.(a)      251,536  
  68,532       Uber Technologies, Inc.*(a)(b)      3,342,456  
  22,359       UbiSoft Entertainment SA*(a)      646,787  
  5,448       VMware, Inc., Class A*(a)      308,193  
     

 

 

 
        14,063,862  
     

 

 

 
 

 

Continued

 

10


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Specialty Retail (0.5%):

  

  2,000       Autobacs Seven Co., Ltd.(a)    $ 36,527  
  7,993       Bed Bath & Beyond, Inc.*^(a)      385,662  
  1,316       Home Depot, Inc. (The)(a)      174,041  
  19,946       Industria de Diseno Textil SA(a)      684,379  
  2,044       Lowe’s Cos., Inc.(a)      155,426  
  20,400       Sanrio Co., Ltd.^(a)      477,668  
  900       Shimamura Co., Ltd.^(a)      105,205  
  6,997       Tiffany & Co.^(a)      533,801  
  26,694       Urban Outfitters, Inc.*(a)      607,288  
  2,692       Williams-Sonoma, Inc.(a)      157,240  
  111,800       Yamada Denki Co., Ltd.^(a)      483,548  
  229,760       Zhongsheng Group Holdings, Ltd.^(a)      138,068  
     

 

 

 
        3,938,853  
     

 

 

 

 

Technology Hardware, Storage & Peripherals (0.9%):

  

  42,438       Apple, Inc.(a)#      4,467,024  
  1,976       EMC Corp.(a)      50,744  
  37,309       Hewlett Packard Enterprise Co.(a)      567,097  
  50,417       HP, Inc.(a)      596,937  
  215,000       NEC Corp.(a)      682,987  
  26,149       Pure Storage, Inc., Class A*^(a)      407,140  
  101       Samsung Electronics Co., Ltd.(a)      107,874  
  3,779       Western Digital Corp.^(a)      226,929  
     

 

 

 
        7,106,732  
     

 

 

 

 

Textiles, Apparel & Luxury Goods (0.1%):

  

  22,863       Michael Kors Holdings, Ltd.*^(a)      915,892  
  1,578       Nike, Inc., Class B(a)      98,625  
     

 

 

 
        1,014,517  
     

 

 

 

 

Tobacco (0.3%):

  

  2,831       Altria Group, Inc.(a)      164,793  
  1,310       British American Tobacco plc(a)      72,746  
  677       Imperial Tobacco Group plc(a)      35,602  
  12,600       Japan Tobacco, Inc.(a)      462,694  
  20,561       Philip Morris International, Inc.(a)      1,807,517  
  812       Reynolds American, Inc.(a)      37,474  
     

 

 

 
        2,580,826  
     

 

 

 

 

Trading Companies & Distributors (0.5%):

  

  41,700       Mitsubishi Corp.(a)      692,867  
  65,200       Mitsui & Co., Ltd.(a)      774,464  
  64,300       Sumitomo Corp.(a)      654,981  
  12,800       Toyota Tsushu Corp.(a)      299,423  
  16,962       United Rentals, Inc.*^(a)      1,230,423  
  32,255       Univar, Inc.*^(a)      548,658  
     

 

 

 
        4,200,816  
     

 

 

 

 

Transportation Infrastructure (0.1%):

  

  2,956       Aena SA*(a)      336,739  
  724       Aeroports de Paris(a)      83,933  
  2,733       Fraport AG^(a)      174,358  
  12,104       Groupe Eurotunnel SA(a)      150,192  
  6,000       Kamigumi Co., Ltd.(a)      51,653  
     

 

 

 
        796,875  
     

 

 

 
    
    
    
    
     
Shares
           Fair Value  

 

Common Stocks, continued

  

 

Water Utilities (0.1%):

  

  15,578       American Water Works Co., Inc.(a)    $ 930,786  
     

 

 

 

 

Wireless Telecommunication Services (0.6%):

  

  375,531       America Movil SAB de C.V., Series L(a)      264,188  
  30,360       America Movil SAB de C.V., Series L, ADR(a)      426,862  
  314,500       Axiata Group Berhad(a)      469,273  
  35,200       KDDI Corp.(a)      911,335  
  421,554       Vodafone Group plc(a)      1,363,334  
  44,788       Vodafone Group plc, ADR(a)      1,444,861  
     

 

 

 
        4,879,853  
     

 

 

 

 

Total Common Stocks (Cost $412,876,109)

     416,253,629  
     

 

 

 

 

Preferred Stocks (2.1%):

  

 

Automobiles (0.1%):

  

  8,493       Volkswagen AG, 3.65%(a)      1,230,211  
     

 

 

 

 

Banks (0.6%):

  

  26,982       Citigroup Capital XIII, 0.62%^(a)      701,262  
  15,683       HSBC Holdings plc, Series 2, 1.23%(a)      408,856  
  23,033       RBS Capital Fund Trust V, Series E, 0.96%(a)      565,230  
  27,501       RBS Capital Funding Trust VII, Series G, 0.97%(a)      685,600  
  15,719       Royal Bank of Scotland Group plc, Series T, ADR(a)      406,336  
  15,159       U.S. Bancorp, Series F, Series F, 0.91%^(a)      435,063  
  7,909       U.S. Bancorp, Series G, Series G, 0.89%(a)      212,119  
  576,000       USB Capital IX, 3.50%(a)      443,520  
     

 

 

 
        3,857,986  
     

 

 

 

 

Capital Markets (0.0%):

  

  134,000       Deutsche Bank Capital Funding Trust VII, 5.63%(a)      134,176  
     

 

 

 

 

Consumer Finance (0.1%):

  

  36,300       GMAC Capital Trust I, 1.28%(a)      920,568  
     

 

 

 

 

Food & Staples Retailing (0.0%):

  

  11,174       Companhia Brasileira de Destribuicao Grupo Pao de Acucar, Series A,
2.89%(a)
     118,266  
     

 

 

 

 

Health Care Providers & Services (0.2%):

  

  19,462       Anthem, Inc.(a)      900,118  
  143,925       Grand Rounds, Inc., Series C*(a)(b)      411,395  
     

 

 

 
        1,311,513  
     

 

 

 

 

Internet Software & Services (0.2%):

  

  63,925       Lookout, Inc., Series F*(a)(b)      730,222  
  116,157       Palantir Technologies, Inc., Series I*(a)(b)      1,108,137  
     

 

 

 
        1,838,359  
     

 

 

 

 

Multi-Utilities (0.0%):

  

  7,500       Dominion Resources, Inc.,
1.66%(a)
     360,600  
     

 

 

 

 

Pharmaceuticals (0.5%):

  

  2,159       Allergan plc, Series A(a)      2,224,159  
  2,004       Teva Pharmaceutical Industries, Ltd., 0.11%(a)      2,038,786  
     

 

 

 
        4,262,945  
     

 

 

 
 

 

Continued

 

11


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

Preferred Stocks, continued

  

 

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

  

  3,376       American Tower Corp.,
Series A(a)
   $ 344,774  
  13,344       Welltower, Inc., Series I,
5.34%(a)
     812,783  
     

 

 

 
        1,157,557  
     

 

 

 

 

Real Estate Management & Development (0.0%):

  

  15,600       Forestar Group, Inc., 2.47%(a)      236,418  
     

 

 

 

 

Technology Hardware, Storage & Peripherals (0.3%):

  

  2,383       Samsung Electronics Co., Ltd., 1.89%(a)      2,205,914  
     

 

 

 

 

Total Preferred Stocks (Cost $17,531,636)

     17,634,513  
     

 

 

 

 

Warrant (0.0%):

  

 

Paper & Forest Products (0.0%):

  

  157,250       TFS Corp., Ltd.*(a)(c)      51,551  
     

 

 

 

 

Total Warrant (Cost $–)

     51,551  
     

 

 

 

 

Convertible Preferred Stocks (0.2%):

  

 

Banks (0.0%):

  

  272       Wells Fargo & Co., Series L, Class A, 0.13%(a)      315,010  
     

 

 

 

 

Internet Software & Services (0.1%):

  

  144,482       Domo, Inc., Series E,
0.00%*(a)(b)
     1,219,009  
     

 

 

 

 

Metals & Mining (0.0%):

  

  11,422       Cliffs Natural Resources, Inc., Series A, 19.31%(a)      16,562  
     

 

 

 

 

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

  

  8,784       Crown Castle International Corp., Series A, 0.00%(a)      942,260  
     

 

 

 

 

Total Convertible Preferred Stocks (Cost $2,676,747)

     2,492,841  
     

 

 

 

 

Private Placements (0.5%):

  

 

Communications Equipment (0.5%):

  

$ 3,065,000       AliphCom, Inc., 12.00%, 4/1/20(a)(d)      4,358,430   
     

 

 

 

 

Diversified Financial Services (0.0%):

  

  268,000       Project Samson BND Corp., 12.00%, 4/1/20(a)(d)      380,292   
     

 

 

 

 

Total Private Placements (Cost $3,333,000)

     4,738,722   
     

 

 

 

 

Convertible Bonds (1.2%):

  

 

Biotechnology (0.2%):

  

  178,000       BioMarin Pharmaceutical, Inc., 0.75%, 10/15/18(a)      228,508  
  175,000       BioMarin Pharmaceutical, Inc., 1.50%, 10/15/20(a)      233,844  
  295,000       Gilead Sciences, Inc., Series D, 1.63%, 5/1/16(a)      1,318,096  
     

 

 

 
        1,780,448  
     

 

 

 

 

Diversified Financial Services (0.1%):

  

  600,000       Telecom Italia Finance SA, Registered Shares, 6.13%, 11/15/16+(a)(c)      960,339  
     

 

 

 

 

Diversified Telecommunication Services (0.2%):

  

  300,000       Telefonica SA, Series TIT, 6.00%, 7/24/17+(a)(c)      406,400  
  900,000       Telefonica SA, Series TEF, 4.90%, 9/25/17+(a)      931,490  
     

 

 

 
        1,337,890  
     

 

 

 
Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

Convertible Bonds, continued

  

 

Electrical Equipment (0.1%):

  

$ 478,000       Suzlon Energy, Ltd., Series SUEL, 3.25%, 7/16/19(a)(c)(e)    $ 587,940  
     

 

 

 

 

Food Products (0.0%):

  

  400,000       REI Agro, Ltd., Registered Shares, 5.50%, 11/13/14(a)(b)(f)      2,000  
     

 

 

 

 

Internet Software & Services (0.1%):

  

  430,000       SINA Corp., 1.00%, 12/1/18, Callable 12/1/16 @ 100(a)      415,488  
  375,000       Twitter, Inc., 1.00%, 9/15/21(a)      313,359  
     

 

 

 
        728,847  
     

 

 

 

 

Oil, Gas & Consumable Fuels (0.3%):

  

  936,000       Cobalt International Energy, Inc., 2.63%, 12/1/19(a)      524,746  
  1,146,000       Cobalt International Energy, Inc., 3.13%, 5/15/24(a)      598,784  
  1,123,330       Dana Gas Sukuk, Ltd., 7.00%, 10/31/17(a)(c)      966,064  
     

 

 

 
        2,089,594  
     

 

 

 

 

Real Estate Management & Development (0.1%):

  

  750,000       CapitaLand, Ltd., 2.10%, 11/15/16+(a)(c)      525,868  
  750,000       CapitaLand, Ltd., 1.95%, 10/17/23+(a)(c)      541,081  
     

 

 

 
        1,066,949  
     

 

 

 

 

Semiconductors & Semiconductor Equipment (0.0%):

  

  246,000       Intel Corp., 3.25%, 8/1/39(a)      409,129  
     

 

 

 

 

Software (0.1%):

  

  340,000       Take-Two Interactive Software, Inc., 1.75%, 12/1/16(a)      620,925  
     

 

 

 

 

Total Convertible Bonds (Cost $10,110,839)

     9,584,061   
     

 

 

 

 

Floating Rate Loans (1.0%):

  

 

Biotechnology (0.1%):

  

  1,115,961       Grifols Worldwide Operations USA, 3.19%, 3/3/21(a)(e)      1,104,243  
     

 

 

 

 

Capital Markets (0.1%):

  

  103,544       Sheridan Production Partners, 4.25%, 12/2/20(a)(d)(e)      58,761  
  744,179       Sheridan Production Partners, 4.25%, 12/2/20(a)(d)(e)      422,321  
  38,627       Sheridan Production Partners, 4.25%, 12/2/20(a)(d)(e)      21,921  
     

 

 

 
        503,003  
     

 

 

 

 

Commercial Services & Supplies (0.1%):

  

  964,472       Promontoria Blue Holding 2 BV, 0.00%, 4/17/20(a)(d)(e)      1,041,709  
     

 

 

 

 

Energy Equipment & Services (0.1%):

  

  373,237       Drillships Financing Holdings, Inc., 5.50%, 3/31/21(a)(e)      147,895  
  1,286,603       Seadrill, Ltd., 4.00%,
2/21/21(a)(e)
     531,792  
     

 

 

 
        679,687  
     

 

 

 
 

 

Continued

 

12


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

Floating Rate Loans, continued

  

 

Hotels, Restaurants & Leisure (0.2%):

  

$ 1,460,648       Hilton Worldwide Finance LLC, 3.50%, 10/25/20(a)(e)    $ 1,456,544  
     

 

 

 

 

Independent Power and Renewable Electricity Producers (0.1%):

  

  603,488       Calpine Corp., 3.50%,
6/15/22(a)(e)
     574,218  
     

 

 

 

 

Marine (0.0%):

  

  473,214       Drillships Ocean Ventures, Inc., 3.50%, 7/9/21(a)(e)      221,228  
     

 

 

 

 

Media (0.1%):

  

  1,099,687       Univision Communications, Inc., 4.00%, 3/1/20(a)(e)      1,074,394  
     

 

 

 

 

Metals & Mining (0.0%):

  

  349,125       Novelis, Inc., 0.00%,
6/15/22(a)(e)
     332,168  
     

 

 

 

 

Oil, Gas & Consumable Fuels (0.0%):

  

  405,533       Fieldwood Energy LLC, 8.38%, 9/20/20(a)(e)      60,830  
     

 

 

 

 

Pharmaceuticals (0.1%):

  

  605,000       ENDO Luxembourg Finance Co., 0.00%, 6/30/22(a)(e)      596,179  
  187,249       Mallinckrodt International Finance SA, 3.25%,
2/24/21(a)(e)
     181,163  
     

 

 

 
        777,342  
     

 

 

 

 

Trading Companies & Distributors (0.1%):

  

  585,000       Univar USA, Inc., 0.00%,
6/30/22(a)(e)
     565,092  
     

 

 

 

 

Total Floating Rate Loans (Cost $10,406,425)

     8,390,458  
     

 

 

 

 

Corporate Bonds (3.4%):

  

 

Automobiles (0.1%):

  

  620,000       General Motors Financial Co., Inc., 3.50%, 7/10/19(a)      622,077  
  327,000       Volkswagen AG, Registered Shares, 2.45%, 11/20/19(a)(c)      313,436  
     

 

 

 
        935,513  
     

 

 

 

 

Banks (1.0%):

  

  558,000       Bank of America Corp., 2.00%, 1/11/18, MTN(a)      557,289  
  332,000       Bank of America Corp., 1.66%, 3/22/18, MTN(a)(e)      333,065  
  385,000       Bank of America Corp., 2.60%, 1/15/19(a)      386,255  
  365,000       Capital One Bank USA NA, Series BNKT, 2.15%, 11/21/18, Callable 10/21/18 @ 100(a)      361,855  
  1,124,000       Citigroup, Inc., 1.80%, 2/5/18(a)      1,119,697  
  298,000       Citigroup, Inc., Series A, 5.95%, 12/29/49, Callable 1/30/23 @
100(a)(e)
     291,593  
  829,000       Citigroup, Inc., Series O, 5.88%, 12/29/49, Callable 3/27/20 @
100(a)(e)
     822,783  
  210,000       HSBC USA, Inc., 1.63%,
1/16/18(a)
     208,960  
  323,000       JPMorgan Chase & Co., 4.35%, 8/15/21(a)      343,747  
  1,565,000       JPMorgan Chase & Co., Series X, 6.10%, 10/29/49, Callable 10/1/24 @ 100(a)(e)      1,572,981  
Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

Corporate Bonds, continued

  

 

Banks, continued

  

$ 778,000       JPMorgan Chase & Co., Series Q, 5.15%, 12/29/49, Callable 5/1/23 @ 100, Perpetual
Bond(a)(e)
   $ 735,210  
  391,000       Merrill Lynch & Co., 6.88%, 4/25/18, MTN(a)      431,373  
     

 

 

 
        7,164,808  
     

 

 

 

 

Biotechnology (0.1%):

  

  849,000       AbbVie, Inc., 2.50%, 5/14/20, Callable 4/14/20 @ 100(a)      840,464  
     

 

 

 

 

Capital Markets (0.3%):

  

  595,000       Ford Motor Credit Co. LLC, 5.00%, 5/15/18(a)      624,985  
  662,000       Goldman Sachs Group, Inc. (The), Series L, 5.70%, 12/29/49, Callable 5/10/19 @ 100^(a)(e)      657,863  
  695,000       Goldman Sachs Group, Inc. (The), Series M, 5.37%, 12/31/49, Callable 5/10/20 @ 100(a)(e)      689,787  
  268,000       Morgan Stanley, Series G, 7.30%, 5/13/19(a)      307,854  
  509,000       Morgan Stanley, Series H, 5.45%, 7/29/49, Callable 7/15/19 @
100(a)(e)
     496,911  
     

 

 

 
        2,777,400  
     

 

 

 

 

Communications Equipment (0.2%):

  

  1,380,000       QUALCOMM, Inc., 3.00%, 5/20/22^(a)      1,366,170  
     

 

 

 

 

Consumer Finance (0.4%):

  

  628,000       Ally Financial, Inc., 2.75%, 1/30/17(a)      626,430  
  431,000       Ally Financial, Inc., 3.50%, 1/27/19(a)      425,074  
  430,000       American Express Co., Series C, 4.95%, 12/29/49, Callable 3/15/20 @ 100(a)(e)      408,500  
  773,000       Ford Motor Credit Co. LLC, 1.72%, 12/6/17(a)      761,094  
  408,000       Ford Motor Credit Co. LLC, 2.38%, 1/16/18(a)      407,026  
  255,000       Hyundai Capital America, 2.00%, 3/19/18(a)      251,969  
  198,000       Synchrony Financial, 3.75%, 8/15/21, Callable 6/15/21 @ 100(a)      197,783  
     

 

 

 
        3,077,876  
     

 

 

 

 

Diversified Financial Services (0.2%):

  

  567,978       Delta Topco, Ltd., 10.00%, 11/24/60(a)(b)      569,682  
  88,000       General Electric Capital Corp., Series A, 5.55%, 5/4/20, MTN(a)      99,530  
  460,000       General Electric Capital Corp., 6.38%, 11/15/67, Callable 11/15/17 @ 100(a)(e)      480,378  
     

 

 

 
        1,149,590  
     

 

 

 

 

Diversified Telecommunication Services (0.3%):

  

  988,000       AT&T, Inc., 2.38%, 11/27/18(a)      994,731  
  1,620,000       AT&T, Inc., 3.00%, 6/30/22, Callable 4/30/22 @ 100(a)      1,581,151  
 

 

Continued

 

13


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

Corporate Bonds, continued

  

 

Diversified Telecommunication Services, continued

  

$ 110,000       Hughes Satellite Systems Corp., 7.63%, 6/15/21(a)    $ 116,600  
     

 

 

 
        2,692,482  
     

 

 

 

 

Health Care Equipment & Supplies (0.1%):

  

  890,000       Medtronic, Inc., 3.15%, 3/15/22(a)      899,716  
     

 

 

 

 

Industrial Conglomerates (0.1%):

  

  710,580       General Electric Co., Series B, 4.10%, 12/29/49, Callable 12/15/22 @ 100(a)(e)      708,804  
     

 

 

 

 

Internet Software & Services (0.0%):

  

  266,000       eBay, Inc., 2.20%, 8/1/19, Callable 7/1/19 @ 100(a)      262,978  
     

 

 

 

 

IT Services (0.0%):

  

  263,000       Xerox Corp., 6.35%, 5/15/18^(a)      281,174  
     

 

 

 

 

Media (0.1%):

  

  245,000       Cablevision Systems Corp., 5.88%, 9/15/22^(a)      208,250  
  200,000       NBCUniversal Enterprise, Inc., 5.25%, 12/31/2099, Callable 3/19/21 @ 100(a)      212,000  
     

 

 

 
        420,250  
     

 

 

 

 

Oil, Gas & Consumable Fuels (0.0%):

  

  399,000       Chesapeake Energy Corp., 3.57%, 4/15/19, Callable 2/8/16 @ 101(a)(e)      111,720  
  270,000       Sabine Pass Liquefaction LLC, 5.63%, 4/15/23, Callable 1/15/23 @ 100(a)      236,925  
     

 

 

 
        348,645  
     

 

 

 

 

Personal Products (0.0%):

  

  234,000       Edgewell Personal Care Co., 4.70%, 5/19/21(a)      236,109  
  146,000       Edgewell Personal Care Co., 4.70%, 5/24/22(a)      144,933  
     

 

 

 
        381,042  
     

 

 

 

 

Pharmaceuticals (0.2%):

  

  510,000       Forest Laboratories, Inc., 4.38%, 2/1/19(a)      534,264  
  361,000       Forest Laboratories, Inc., 5.00%, 12/15/21, Callable 9/16/21 @ 100(a)      392,264  
  553,000       Mylan, Inc., 2.55%, 3/28/19(a)      545,764  
     

 

 

 
        1,472,292  
     

 

 

 

 

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

  

  162,000       American Tower Corp., 3.40%, 2/15/19(a)      166,178  
     

 

 

 

 

Real Estate Management & Development (0.1%):

  

  1,216,000       Global Logistic Properties, Ltd., 3.88%, 6/4/25(a)      1,187,737  
     

 

 

 

 

Technology Hardware, Storage & Peripherals (0.2%):

  

  1,535,000       Hewlett-Packard Co., 2.85%, 10/5/18, Callable 9/5/18 @
100(a)
     1,534,143  
     

 

 

 

 

Total Corporate Bonds (Cost $28,084,508)

     27,667,262   
     

 

 

 
Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

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)    $ 1,553,762  
     

 

 

 

 

Metals & Mining (0.0%):

  

  270,000       Constellium NV, 7.00%, 1/15/23, Callable 1/15/18 @ 105.25+(a)      238,740  
     

 

 

 

 

Sovereign Bonds (8.5%):

  

  11,711,000       Brazil Nota do Tesouro Nacional, Series NTNF, 4.61%, 1/1/21+(a)(g)(h)      2,357,059  
  1,025,000       Buoni del Tesoro Poliennali, 2.50%, 12/1/24+(a)      1,209,618  
  3,606,000       Buoni del Tesoro Poliennali, 1.50%, 6/1/25+(a)      3,920,913  
  159,750,000       Government of Japan, Series 350, 0.10%, 3/15/17+(a)      1,331,755  
  3,768,000       Government of Poland, 5.75%, 10/25/21+(a)      1,133,306  
  423,160,000       Hungary Government Bond, Series 25/B, 5.50%, 6/24/25+(a)      1,708,187  
  26,500,000,000       Indonesia Government, Series FR53, 8.25%, 7/15/21+(a)      1,875,731  
  2,862,000,000       Indonesia Government, Series FR70, 8.38%, 3/15/24+(a)      201,933  
  340,000,000       Japan Treasury Discount Bill, Series 543, 0.04%,
1/13/16+(a)(g)
     2,829,047  
  330,000,000       Japan Treasury Discount Bill, Series 564, 0.00%,
1/25/16+(a)(g)
     2,745,870  
  410,000,000       Japan Treasury Discount Bill, Series 549, 0.00%,
2/10/16+(a)(g)
     3,411,611  
  390,000,000       Japan Treasury Discount Bill, Series 570, 0.00%,
2/22/16+(a)(g)
     3,245,210  
  830,000,000       Japan Treasury Discount Bill, Series 572, 0.00%, 2/29/16+(a)(g)      6,906,494  
  840,000,000       Japan Treasury Discount Bill, Series 573, 0.00%, 3/7/16+(a)(g)      6,989,732  
  430,000,000       Japan Treasury Discount Bill, Series 574, 0.00%, 3/14/16+(a)(g)      3,578,092  
  580,000,000       Japan Treasury Discount Bill, Series 576, 0.00%, 3/22/16+(a)(g)      4,826,282  
  74,661,200       Mexican Bonos Desarr, Series M, 6.50%, 6/10/21+(a)(e)(i)      4,483,330  
  205,624,300       Mexican Cetes, Series BI, 0.00%, 1/7/16+(a)(i)      1,192,843  
  123,424,300       Mexican Cetes, Series BI, 0.00%, 2/18/16+(a)(i)      713,501  
  206,000,000       Mexican Cetes, Series BI, 0.00%, 3/31/16+(a)(i)      1,185,899  
  262,000,000       Mexican Cetes, Series BI, 0.00%, 4/14/16+(a)(i)      1,506,165  
  7,659,000       Poland Government Bond, Series 1020, 5.25%, 10/25/20+(a)      2,223,020  
  5,159,000       Poland Government Bond, Series 0725, 3.25%, 7/25/25+(a)      1,355,112  
 

 

Continued

 

14


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

Foreign Bonds, continued

  

 

Sovereign Bonds, continued

  

$ 6,361,498       United Kingdom Treasury, 2.00%, 9/7/25+(a)    $ 9,426,678  
     

 

 

 
        70,357,388  
     

 

 

 

 

Total Foreign Bonds (Cost $74,080,802)

     72,149,890  
     

 

 

 

 

Yankee Dollars (3.2%):

  

 

Banks (0.8%):

  

  450,000       Banco Santander Chile SA, 2.33%, 6/7/18(a)(e)      450,000  
  1,181,000       BNP Paribas SA, 2.40%,
12/12/18(a)
     1,190,286  
  1,275,000       HSBC Holdings plc, 6.38%, 12/29/49, Callable 9/17/24 @ 100^(a)(e)      1,259,063  
  325,000       ING Groep NV, 6.00%, 12/31/49, Callable 4/16/20 @ 100^(a)(e)      325,000  
  221,000       Intesa Sanpaolo SpA, 3.88%, 1/16/18(a)      226,616  
  1,065,000       Intesa Sanpaolo SpA, 3.88%, 1/15/19(a)      1,096,552  
  200,000       Lloyds Bank plc, 2.30%,
11/27/18(a)
     200,794  
  250,000       Rabobank Nederland, 3.95%, 11/9/22^(a)      253,056  
  455,000       Standard Chartered plc, 6.50%, 12/31/49, Callable 4/2/20 @
100^(a)(e)
     438,770  
  460,000       Sumitomo Mitsui Banking Corp., 2.45%, 1/10/19(a)      461,641  
  366,000       UBS AG Stamford CT, 2.38%, 8/14/19(a)      365,572  
     

 

 

 
        6,267,350  
     

 

 

 

 

Capital Markets (0.2%):

  

  400,000       CSG Guernsey I, Ltd., Registered Shares, 7.88%, 2/24/41, Callable 8/24/16 @ 100(a)(c)(e)      412,000  
  475,000       Deutsche Bank AG, 1.88%, 2/13/18(a)      470,961  
  495,000       UBS Group AG, 4.13%,
9/24/25(a)(c)
     494,487  
     

 

 

 
        1,377,448  
     

 

 

 

 

Diversified Financial Services (0.2%):

  

  253,000       Export-Import Bank of Korea, 2.88%, 9/17/18(a)      256,889  
  811,000       Export-Import Bank of Korea, 2.63%, 12/30/20^(a)      809,989  
  255,000       GE Capital International Holdings, Ltd., 2.34%, 11/15/20(a)(c)      252,873  
  222,000       Volkswagen International Finance NV, Registered Shares, 4.00%, 8/12/20(a)(c)      223,624  
     

 

 

 
        1,543,375  
     

 

 

 

 

Diversified Telecommunication Services (0.1%):

  

  568,000       Intelsat Jackson Holdings SA, 7.50%, 4/1/21, Callable 4/1/16 @ 103.75^(a)      494,160  
  572,000       Telecom Italia SpA, 5.30%, 5/30/24(a)(c)      564,850  
     

 

 

 
        1,059,010  
     

 

 

 

 

Electric Utilities (0.0%):

  

  85,000       Empresa Distribuidora Y Comercializadora Norte SA, 9.75%, 10/25/22, Callable 10/25/18 @ 104.88(a)(c)      81,600  
     

 

 

 
Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

Yankee Dollars, continued

  

 

Energy Equipment & Services (0.1%):

  

$ 562,000       Petroleos Mexicanos, 5.75%, 3/1/18(a)    $ 585,042  
     

 

 

 

 

Industrial Conglomerates (0.1%):

  

  400,000       Hutchison Whampoa International 11, Ltd., 3.50%, 1/13/17(a)(c)      406,771  
  400,000       Odebrecht Finance, Ltd., 4.38%, 4/25/25(a)(c)      208,000  
     

 

 

 
        614,771  
     

 

 

 

 

Internet Software & Services (0.1%):

  

  670,000       Alibaba Group Holding, Ltd., 3.13%, 11/28/21, Callable 9/28/21 @ 100(a)      649,816  
  313,000       Alibaba Group Holding, Ltd., 3.60%, 11/28/24, Callable 8/28/24 @ 100^(a)      298,991  
     

 

 

 
        948,807  
     

 

 

 

 

Media (0.0%):

  

  200,000       Unitymedia Hessen, 5.50%, 1/15/23, Callable 1/15/18 @
103(a)(c)
     199,500  
     

 

 

 

 

Metals & Mining (0.1%):

  

  192,000       First Quantum Minerals, Ltd., Registered Shares, 6.75%, 2/15/20, Callable 2/15/17 @
103.38(a)(c)
     124,560  
  804,000       First Quantum Minerals, Ltd., Registered Shares, 7.00%, 2/15/21, Callable 2/15/18 @
103.5(a)(c)
     504,510  
     

 

 

 
        629,070  
     

 

 

 

 

Oil, Gas & Consumable Fuels (0.3%):

  

  152,000       Petrobras Global Finance BV, 2.46%, 1/15/19(a)(e)      115,520  
  775,000       Petroleos Mexicanos, 3.50%, 7/23/20^(a)(c)      733,538  
  494,000       YPF SA, 8.88%, 12/19/18(a)(c)      499,558  
  1,481,000       YPF Sociedad Anonima, 8.50%, 7/28/25(a)(c)      1,410,652  
     

 

 

 
        2,759,268  
     

 

 

 

 

Paper & Forest Products (0.2%):

  

  1,287,000       TFS Corp., Ltd., 11.00%, 7/15/18, Callable 2/8/16 @
108(a)
     1,259,651  
     

 

 

 

 

Pharmaceuticals (0.1%):

  

  675,000       Actavis Funding SCS, 3.00%, 3/12/20, Callable 2/12/20 @
100(a)
     674,463  
     

 

 

 

 

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

  

  316,000       Trust F/1401, 5.25%,
12/15/24(a)(c)
     313,630  
     

 

 

 

 

Real Estate Management & Development (0.0%):

  

  200,000       Sun Hung Kai Properties, Ltd., Series E, 4.50%, 2/14/22(a)(c)      212,483  
     

 

 

 

 

Road & Rail (0.0%):

  

  527,380       Inversiones Alsacia SA, 8.00%, 12/31/18, Callable 1/22/16 @ 100(a)(c)      152,940  
     

 

 

 
 

 

Continued

 

15


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

Yankee Dollars, continued

  

 

Sovereign Bonds (0.9%):

  

$ 388,000       City of Buenos Aires Agrentina, 8.95%, 2/19/21^(a)(c)    $ 409,340  
  516,000       Federal Republic of Brazil, 6.00%, 1/17/17^(a)      530,190  
  1,610,607       Republic of Argentina, 0.00%, 5/7/24(a)(g)      1,718,518  
  781,000       Republic of Colombia, 7.38%, 1/27/17(a)      820,050  
  1,740,000       Republic of Hungary, 6.38%, 3/29/21(a)      1,983,600  
  480,000       Republic of Indonesia, 6.88%, 1/17/18(a)(c)      520,580  
  1,437,000       Republic of Turkey, 6.75%, 4/3/18(a)      1,546,212  
  248,000       United Mexican States, 5.95%, 3/19/19(a)      275,280  
     

 

 

 
        7,803,770  
     

 

 

 

 

Total Yankee Dollars (Cost $27,171,239)

     26,482,178  
     

 

 

 

 

U.S. Government Agency Mortgages (0.4%):

  

  2,940,000       Federal National Mortgage Association, 3.00%, 1/25/46(a)      2,940,027  
     

 

 

 

 

Total U.S. Government Agency Mortgages (Cost $2,940,689)

     2,940,027  
     

 

 

 

 

U.S. Treasury Obligations (23.3%):

  

 

U.S. Treasury Bills (16.7%)

  

  10,000,000       0.02%, 1/7/16(a)(g)      9,999,960  
  669,000       0.05%, 1/14/16(a)(g)      668,979  
  4,134,000       0.08%, 1/21/16(a)(g)      4,133,802  
  9,500,000       0.04%, 1/28/16(a)(g)      9,499,174  
  2,000,000       0.07%, 2/4/16(a)(g)      1,999,826  
  16,500,000       0.14%, 2/11/16(a)(g)      16,497,707  
  39,000,000       0.20%, 2/18/16(a)(g)      38,994,539  
  16,000,000       0.20%, 2/25/16(a)(g)      15,998,064  
  15,000,000       0.16%, 3/3/16(a)(g)      14,997,359  
  5,000,000       0.19%, 3/10/16(a)(g)      4,998,915  
  2,000,000       0.04%, 3/17/16(a)(g)      1,999,594  
  8,279,000       0.16%, 3/24/16(a)(g)      8,275,738  
  11,731,000       0.07%, 4/14/16(a)(g)      11,724,923  
     

 

 

 
        139,788,580   
     

 

 

 

 

U.S. Treasury Inflation Index Notes (0.7%)

  

  826,100      0.13%, 4/15/20(a)      828,309  
  329,600       0.25%, 1/15/25(a)      315,906  
  5,035,900       0.38%, 7/15/25(a)      4,889,928  
     

 

 

 
        6,034,143  
     

 

 

 
Contracts,
Shares,
Notional
Amount or
Principal
Amount
           Fair Value  

 

U.S. Treasury Obligations, continued

  

 

U.S. Treasury Notes (5.9%)

  

$ 1,940,000       0.38%, 3/15/16(j)    $ 1,940,454  
  513,000       2.13%, 8/15/21(a)      522,295  
  3,296,500       1.75%, 3/31/22(a)      3,245,764  
  4,236,100       1.88%, 8/31/22(a)      4,187,287  
  4,530,000       1.75%, 9/30/22(a)      4,440,107  
  4,220,000       1.88%, 10/31/22(a)      4,166,592  
  2,475,200       2.00%, 2/15/25(a)      2,419,605  
  6,565,900       2.13%, 5/15/25(a)      6,480,235  
  21,230,600       2.00%, 8/15/25(a)      20,700,662  
     

 

 

 
        48,103,001   
     

 

 

 

 

Total U.S. Treasury Obligations (Cost $194,512,408)

     193,925,724   
     

 

 

 

 

Purchased Swaptions (0.0%):

  

 

Total Purchased Swaptions (Cost $534,945)

     72,255  
     

 

 

 

 

Collateralized Mortgage Obligation (0.1%):

  

  459,000       Logistics UK, Class F, Series 2015-1A, 4.20%,
8/20/25(a)(d)(e)
     649,635  
     

 

 

 

 

Total Collateralized Mortgage Obligation (Cost $687,580)

     649,635  
     

 

 

 

 

Purchased Options (0.5%):

  

 

Total Purchased Options (Cost $5,543,774)

     3,801,434  
     

 

 

 

 

Exchange Traded Funds (0.9%):

  

  4,667       ETFS Platinum Trust (j)      400,569  
  5,528       ETFS Physical Palladium Shares (j)      299,452  
  124,200       iShares Gold Trust (j)      1,270,566  
  50,428       SPDR Gold Trust (j)      5,116,424  
     

 

 

 

 

Total Exchange Traded Fund (Cost $9,061,594)

     7,087,011  
     

 

 

 

 

Securities Held as Collateral for Securities on Loan (4.1%):

  

  34,359,979       AZL MVP BlackRock Global Allocation Fund Securities Lending Collateral Account(k)      34,359,979  
     

 

 

 

 
 

Total Securities Held as Collateral for Securities on Loan
(Cost $34,359,979)

     34,359,979  
     

 

 

 

 

Unaffiliated Investment Companies (3.1%):

  

  673,535       Dreyfus Treasury Prime Cash Management Fund, Institutional Shares, 0.00% (g) (l)      673,535  
  25,149,900       Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.01% (g)      25,149,900   
     

 

 

 

 

Total Unaffiliated Investment Company (Cost $25,823,435)

     25,823,435   
     

 

 

 

 

Total Investment Securities (Cost $859,735,709)(m) — 102.9%

     854,104,605   

 

Net other assets (liabilities) — (2.9)%

     (23,741,755 ) 
     

 

 

 

 

Net Assets — 100.0%

   $ 830,362,850  
     

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2015.

ADR—American Depositary Receipt

GDR—Global Depositary Receipt

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, 2015. The total value of securities on loan as of December 31, 2015, was $33,154,866.

 

+ 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”).

 

Continued

 

16


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

(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, 2015, these securities represent 1.65% of the net assets of the fund.

 

(c) 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.

 

(d) The sub-adviser has deemed these securities to be illiquid based on procedures approved by the Board of Trustees. As of December 31, 2015, these securities represent 0.26% of the net assets of the Fund.

 

(e) Variable rate security. The rate presented represents the rate in effect at December 31, 2015. The date presented represents the final maturity date.

 

(f) Defaulted bond.

 

(g) The rate represents the effective yield at December 31, 2015.

 

(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) 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, 2015.

 

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

 

(m) 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, 2015:

 

Country   Percentage  

Argentina

    0.6 % 

Australia

    0.2 % 

Austria

    — %NM 

Belgium

    0.1 % 

Bermuda

    — %NM 

Brazil

    0.5 % 

Canada

    0.9 % 

Cayman Islands

    0.2 % 

Chile

    0.1 % 

China

    0.3 % 

Colombia

    0.1 % 

Cyprus

    — %NM 

European Community

    0.1 % 

France

    2.2 % 

Germany

    1.0 % 

Guernsey

    — %NM 

Hong Kong

    0.9 % 

Hungary

    0.4 % 

India

    0.5 % 

Indonesia

    0.3 % 

Ireland (Republic of)

    0.8 % 

Israel

    0.6 % 

Italy

    1.5 % 
Country   Percentage  

Japan

    12.2 % 

Jersey

    0.2 % 

Kazakhstan

    — %NM 

Korea, Republic Of

    0.4 % 

Luxembourg

    0.2 % 

Malaysia

    0.1 % 

Mexico

    1.5 % 

Netherlands

    1.8 % 

Norway

    0.2 % 

Poland

    0.6 % 

Portugal

    0.1 % 

Republic of Korea (South)

    0.2 % 

Singapore

    0.7 % 

Spain

    0.8 % 

Sweden

    0.1 % 

Switzerland

    1.3 % 

Taiwan

    0.1 % 

Thailand

    0.1 % 

Turkey

    0.2 % 

United Arab Emirates

    0.2 % 

United Kingdom

    4.8 % 

United States

    62.9 % 
 

 

 

 
    100.0 % 
 

 

 

 
 

 

NM 

Not meaningful, amount is less than 0.05%.

Securities Sold Short (-0.3%):(a)

 

Security Description    Proceeds
Received
     Fair Value      Unrealized
Appreciation/
Deprecation
 

Aeon Co., Ltd.

   $ (383,052 )     $ (393,697 )    $ (10,645 )

Autoliv, Inc.

     (394,589 )       (390,654 )      3,935  

Avery Dennison Corp.

     (31,184 )       (30,014 )      1,170  

Franklin Resources, Inc.

     (303,279 )       (300,341 )      2,938  

Gentex Corp.

     (374,525 )       (374,074 )      451  

T. Rowe Price Group, Inc.

     (303,472 )       (316,129 )      (12,657 )

Waddell & Reed Financial, Inc.

     (293,544 )       (232,748 )      60,796  
  

 

 

    

 

 

    

 

 

 
   $ (2,083,645 )     $ (2,037,657 )    $ 45,988  
  

 

 

    

 

 

    

 

 

 

 

Continued

 

17


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

Futures Contracts

Cash of $16,163,129 has been segregated to cover margin requirements for the following open contracts as of December 31, 2015:

 

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

E-Mini MSCI Emerging Markets Index March Futures
(U.S. Dollar)(a)

     Short         3/18/16         (123 )     $ (4,843,125 )     $ (16,290 ) 

Russell 2000 Mini Index March Futures (U.S. Dollar)(a)

     Short         3/18/16         (50 )       (5,657,500 )       (4,030 ) 

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

     Short         1/15/16         (3 )       (151,206 )       (540 ) 

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

     Short         3/18/16         (111 )       (11,296,470 )      (40,096 ) 

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

     Long         3/18/16         1         91,358        3,313  

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

     Long         3/18/16         12         427,947        5,934  

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

     Long         3/17/16         1         95,743        6,433  

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

     Long         3/10/16         47         6,051,964        47,833  

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

     Long         3/21/16         131         16,493,719        (74,965 ) 

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

     Long         3/10/16         8         624,397        (16,931 ) 

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

     Long         3/18/16         7         642,285        2,390  

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

     Long         3/18/16         243         24,730,110        22,500   
              

 

 

 

Total

               $ (64,449 ) 
              

 

 

 

Option Contracts(a)

Over-the-counter options purchased as of December 31, 2015 were as follows:

 

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

Abbott Laboratories

   Citigroup Global Markets    Call      49.00 USD         01/15/16         39,100      $ 639  

Activision Blizzard, Inc.

   Deutsche Bank    Call      19.00 USD         01/15/16         40,927        814,812  

Bank of New York Mellon Corp. (The)

   Deutsche Bank    Call      46.00 USD         05/20/16         59,789        43,700  

Baxter International, Inc.

   Goldman Sachs    Call      72.75 USD         03/18/16         15,855        –  

Euro Stoxx 50 Index

   Goldman Sachs    Call      3500.00 EUR         03/16/18         424        95,602  

Euro Stoxx 50 Index

   Morgan Stanley    Call      3450.00 EUR         03/20/17         495        89,202  

Euro Stoxx 50 Index

   UBS Warburg    Call      3600.00 EUR         06/15/18         206        38,974  

Euro Stoxx 50 Index

   Citigroup Global Markets    Call      3500.00 EUR         06/16/17         462        75,035  

Euro Stoxx 50 Index

   Bank of America    Call      3600.00 EUR         09/15/17         477        72,709  

Euro Stoxx 50 Index

   Deutsche Bank    Call      3426.55 EUR         09/21/18         225        60,188  

Euro Stoxx 50 Index

   Barclays Bank    Call      3500.00 EUR         12/15/17         488        99,963  

Gilead Sciences, Inc.

   Citigroup Global Markets    Call      95.00 USD         01/15/16         7,700        53,329  

Gilead Sciences, Inc.

   Deutsche Bank    Call      99.00 USD         05/20/16         8,091        65,369  

Goldman Sachs Group, Inc.

   Deutsche Bank    Call      220.00 USD         01/15/16         5,500        14  

Goldman Sachs Group, Inc.

   Deutsche Bank    Call      220.00 USD         05/20/16         14,300        13,334  

Ingersoll-Rand plc

   Morgan Stanley    Call      63.50 USD         01/15/16        13,291        89  

International Business Machines Corp.

   Deutsche Bank    Call      182.00 USD         01/15/16        7,500        —  

International Business Machines Corp.

   Barclays Bank    Call      182.00 USD         01/15/16         7,500        —  

Johnson & Johnson

   Goldman Sachs    Call      103.00 USD         04/15/16         79,556        262,842  

KeyCorp

   Deutsche Bank    Call      15.75 USD         05/20/16         79,719        15,530  

Merck & Co., Inc.

   Goldman Sachs    Call      59.00 USD         01/15/16         78,450        194  

MetLife, Inc.

   UBS Warburg    Call      50.00 USD         01/20/17         12,874        47,969  

MetLife, Inc.

   UBS Warburg    Call      52.50 USD         01/20/17         11,800        31,951  

Morgan Stanley

   Deutsche Bank    Call      40.75 USD         05/20/16         59,789        6,572  

MS Japan Custom Index

   Morgan Stanley    Call      148.58 JPY         03/11/16         1,520,519        85,209  

MS Japan Custom Index

   Morgan Stanley    Call      155.62 JPY         03/11/16         391,111        20,024  

Nikkei 225

   Goldman Sachs    Call      21968.28 JPY         03/09/18         16,713        135,375  

Prudential Financial, Inc.

   Morgan Stanley    Call      87.50 USD         01/20/17         14,400        80,714  

Qualcomm, Inc.

   Deutsche Bank    Call      52.50 USD         05/19/17         25,613        120,287  

S&P 500 Index

   Morgan Stanley    Call      2100.00 USD         01/15/16         977        5,519  

S&P 500 Index

   Morgan Stanley    Call      2150.00 USD         02/19/16         977        6,370  

S&P 500 Index

   Morgan Stanley    Call      2200.00 USD         03/18/16         977        4,985  

Stoxx Europe 600 Index

   Credit Suisse First Boston    Call      355.61 EUR         03/17/17         4,134        133,577  

 

Continued

 

18


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

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

Stoxx Europe 600 Index

   JPMorgan Chase    Call      380.00 EUR         06/17/16         5,257      $ 49,960  

Stoxx Europe 600 Index

   JPMorgan Chase    Call      372.06 EUR         09/15/17         3,057        74,854  

Stoxx Europe 600 Index

   Credit Suisse First Boston    Call      375.00 EUR         09/16/16         6,488        100,762  

SunTrust Banks, Inc.

   Deutsche Bank    Call      45.50 USD         05/20/16         59,800        86,985  

Taiwan Stock Exchange

   Citigroup Global Markets    Call      9000.77 TWD         9/22/16         6,700        29,372  

Taiwan Stock Exchange Weighted Index

   Morgan Stanley    Call      9000.00 TWD         09/20/17         6,476        55,811  

Taiwan Stock Exchange Weighted Index

   Morgan Stanley    Call      9000.00 TWD         12/20/17         6,603        65,657  

Teva Pharmaceutical Industries, Ltd.

   Deutsche Bank    Call      63.50 USD         05/20/16         15,900        77,973  

Tokyo Stock Exchange Price Index

   Citigroup Global Markets    Call      1625.00 JPY         04/08/16         315,481        54,413  

Tokyo Stock Exchange Price Index

   Citigroup Global Markets    Call      1675.00 JPY         06/10/16         254,440        46,830  

Tokyo Stock Exchange Price Index

   Morgan Stanley    Call      1675.00 JPY         06/10/16         135,033        24,853  

United Continental Holdings, Inc.

   Morgan Stanley    Call      60.00 USD         03/18/16         1,004        2,325  

Wells Fargo & Co.

   Deutsche Bank    Call      59.00 USD         05/20/16         59,789        42,511  

Gentex Corp.

   UBS Warburg    Put      15.00 USD         03/21/16         8,153        4,060  

Ibovespa Brasil Sao Paulo Index

   Goldman Sachs    Put      44000.00 BRL         02/17/16         35        15,719  

Ibovespa Brasil Sao Paulo Index

   BNP Paribas    Put      46600.00 BRL         02/17/16         42        35,979  

Ibovespa Brasil Sao Paulo Index

   Morgan Stanley    Put      47000.00 BRL         02/17/16         48        44,776  

Ibovespa Brasil Sao Paulo Index

   Morgan Stanley    Put      15.00 USD         03/18/16         24,177        12,038  

Ibovespa Brasil Sao Paulo Index

   Bank of America    Put      49122.00 BRL         08/17/16         44        59,632  

Ibovespa Brasil Sao Paulo Index

   Bank of America    Put      51369.43 BRL         08/17/16         101        171,783  

Russell 2000 Index

   Societe Generale    Put      1135.00 USD         01/15/16         944        12,863  

Russell 2000 Index

   Credit Suisse First Boston    Put      1150.00 USD         01/15/16         1,439        29,091  

Russell 2000 Index

   Bank of America    Put      1110.00 USD         02/19/16         3,368        68,732  

S&P 500 Index

   UBS Warburg    Put      2000.00 USD         01/15/16         2,003        19,744  

S&P 500 Index

   BNP Paribas    Put      1990.00 USD         02/19/16         2,526        71,356  
                 

 

 

 

Total

                  $  3,738,156  
                 

 

 

 

Over-the-counter options written as of December 31, 2015 were as follows:

 

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

Abbott Laboratories

   Citigroup Global Markets    Call      55.00 USD         01/15/16         39,100      $ (8 ) 

Activision Blizzard, Inc.

   Deutsche Bank    Call      24.00 USD         01/15/16         40,927        (610,223 ) 

Bank of New York Mellon Corp. (The)

   Deutsche Bank    Call      51.25 USD         05/20/16         59,789        (11,662 ) 

Baxter International, Inc.

   Goldman Sachs    Call      82.00 USD         03/18/16         15,855        —  

General Electric Co.

   Deutsche Bank    Call      32.50 USD         01/20/17         65,566        (98,778 ) 

Gilead Sciences, Inc.

   Deutsche Bank    Call      107.50 USD         05/20/16         8,091        (31,890 ) 

Goldman Sachs Group, Inc.

   Deutsche Bank    Call      245.00 USD         05/20/16         14,300        (3,070 ) 

Ibovespa Brasil Sao Paulo Index

   BNP Paribas    Call      51000.00 BRL         02/17/16         42        (997 ) 

Ibovespa Brasil Sao Paulo Index

   Morgan Stanley    Call      51500.00 BRL         02/17/16         48        (915 ) 

Ibovespa Brasil Sao Paulo Index

   Bank of America    Call      60785.00 BRL         08/17/16         44        (3,639 ) 

Ibovespa Brasil Sao Paulo Index

   Bank of America    Call      63004.60 BRL         08/17/16         101        (5,552 ) 

KeyCorp

   Deutsche Bank    Call      17.90 USD         05/20/16         79,719        (5,325 ) 

Kimberly-Clark Corp.

   Goldman Sachs    Call      0.74 GBP         02/19/16         305,000        (11,114 ) 

Merck & Co., Inc.

   Goldman Sachs    Call      65.00 USD         01/15/16         78,450        (2 ) 

MetLife, Inc.

   UBS Warburg    Call      55.00 USD         01/20/17         12,874        (25,024 ) 

MetLife, Inc.

   UBS Warburg    Call      57.50 USD         01/20/17         11,800        (16,425 ) 

Morgan Stanley

   Deutsche Bank    Call      46.00 USD         05/20/16         59,789        (1,302 ) 

Prudential Financial, Inc.

   Morgan Stanley    Call      93.50 USD         01/20/17         14,400        (52,952 ) 

Qualcomm, Inc.

   Deutsche Bank    Call      70.00 USD         05/19/17         25,613        (23,840 ) 

Russell 2000 Index

   Bank of America    Call      1210.00 USD         02/19/16         3,368        (16,402 ) 

S&P 500 Index

   BNP Paribas    Call      2115.00 USD         02/19/16         2,526        (37,928 ) 

SunTrust Banks, Inc.

   Deutsche Bank    Call      51.75 USD         05/20/16         59,800        (20,911 ) 

Teva Pharmaceutical Industries, Ltd.

   Deutsche Bank    Call      73.00 USD         05/20/16         15,900        (15,176 ) 

United Continental Holdings, Inc.

   Citigroup Global Markets    Call      60.00 USD         01/15/16         7,117        (3,208 ) 

United Continental Holdings, Inc.

   Morgan Stanley    Call      70.00 USD         03/18/16         1,004        (350 ) 

 

Continued

 

19


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

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

Wells Fargo & Co.

   Deutsche Bank    Call      66.00 USD         05/20/16         59,789      $ (5,002 ) 

Euro Stoxx 50 Index

   Goldman Sachs    Put      3050.00 EUR         06/17/16         770        (113,591 ) 

Euro Stoxx 50 Index

   Morgan Stanley    Put      3150.00 EUR         06/17/16         770        (144,816 ) 

Euro Stoxx 50 Index

   Deutsche Bank    Put      2586.07 EUR         09/21/18         225        (62,923 ) 

Gilead Sciences, Inc.

   Deutsche Bank    Put      90.00 USD         05/20/16         8,091        (22,170 ) 

Ingersoll-Rand plc

   Morgan Stanley    Put      56.00 USD         01/15/16         13,291        (14,745 ) 

MetLife, Inc.

   UBS Warburg    Put      45.00 USD         01/20/17         6,437        (23,752 ) 

MetLife, Inc.

   UBS Warburg    Put      46.00 USD         01/20/17         5,900        (24,018 ) 

MS Japan Custom Index

   Morgan Stanley    Put      148.58 JPY         03/11/16         1,520,519        (101,399 ) 

MS Japan Custom Index

   Morgan Stanley    Put      155.62 JPY         03/11/16         391,111        (18,622 ) 

Mylan NV

   Barclays Bank    Put      60.00 USD         01/15/16         6,018        (32,778 ) 

Nikkei 225

   Goldman Sachs    Put      17974.04 JPY         03/09/18         16,713        (262,213 ) 

Prudential Financial, Inc.

   Morgan Stanley    Put      77.50 USD         01/20/17         7,200         (52,837 ) 

Qualcomm, Inc.

   Deutsche Bank    Put      40.00 USD         05/19/17        25,613        (75,320 ) 

Russell 2000 Index

   Societe Generale    Put      1035.00 USD         01/15/16         944        (721 ) 

Russell 2000 Index

   Credit Suisse First Boston    Put      1050.00 USD         01/15/16         1,439        (1,768 ) 

Russell 2000 Index

   Bank of America    Put      1010.00 USD         02/19/16         3,368        (17,250 ) 

S&P 500 Index

   UBS Warburg    Put      1850.00 USD         01/15/16         2,003        (1,268 ) 

S&P 500 Index

   BNP Paribas    Put      1885.00 USD         02/19/16         2,526        (31,398 ) 

Taiwan Stock Exchange

   Citigroup Global Markets    Put      8100.70 TWD         09/21/16         6,700        (107,911 ) 

Taiwan Stock Exchange Weighted Index

   Morgan Stanley    Put      8600.00 TWD         09/20/17         6,476        (241,934 ) 

Taiwan Stock Exchange Weighted Index

   Morgan Stanley    Put      8600.00 TWD         12/20/17         6,603        (257,334 ) 

Teva Pharmaceutical Industries, Ltd.

   Deutsche Bank    Put      55.00 USD         05/20/16         15,900        (14,035 ) 

Tokyo Stock Exchange Price Index

   Citigroup Global Markets    Put      1500.00 JPY         04/08/16         315,481        (105,604 ) 

Tokyo Stock Exchange Price Index

   Morgan Stanley    Put      1450.00 JPY         06/10/16         135,033        (45,042 ) 

Tokyo Stock Exchange Price Index

   Citigroup Global Markets    Put      1475.00 JPY         06/10/16         127,220        (50,335 ) 

Tokyo Stock Price Index

   Citigroup Global Markets    Put      1500.00 JPY         06/10/16         127,220        (59,606 ) 

Twitter, Inc.

   Citigroup Global Markets    Put      30.00 USD         01/15/16         13,679        (97,017 ) 

United Continental Holdings, Inc.

   Morgan Stanley    Put      53.50 USD         03/18/16         1,004        (2,245 ) 
                 

 

 

 

Total

                  $ (2,984,347 ) 
                 

 

 

 

Exchange-traded options purchased as of December 31, 2015 were as follows:

 

Description    Put/Call    Strike Price    Expiration
Date
     Contracts      Fair
Value
 

Amazon.com, Inc.

   Call    580.00 USD      01/15/16         4      $ 38,720  

Salesforce.com, Inc.

   Call    80.00 USD      03/18/16         17        6,673  

SPDR Gold Shares(b)

   Call    111.00 USD      01/15/16         306        612  

SPDR Gold Shares(b)

   Call    113.00 USD      03/18/16         226        6,667  

SPDR Gold Shares(b)

   Call    114.00 USD      03/18/16         390        9,750  

SPDR Gold Shares(b)

   Call    110.00 USD      12/31/15         428        856  
              

 

 

 

Total

               $ 63,278  
              

 

 

 

Exchange-traded options written as of December 31, 2015 were as follows:

 

Description    Put/Call    Strike Price    Expiration
Date
     Contracts      Fair
Value
 

Amazon.com, Inc.

   Call    660.00 USD      01/15/16         4      $ (9,510 ) 

Kimberly-Clark Corp.

   Call    120.00 USD      01/15/16         26        (21,840 ) 

Kimberly-Clark Corp.

   Call    125.00 USD      04/15/16         17        (10,030 ) 

Salesforce.com, Inc.

   Call    90.00 USD      03/18/16         17        (1,581 ) 

Amazon.com, Inc.

   Put    510.00 USD      01/15/16         2        (50 ) 
              

 

 

 

Total

               $ (43,011 ) 
              

 

 

 

 

Continued

 

20


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

Over-the-counter interest rate swaptions purchased as of December 31, 2015 were as follows:

 

Description    Counterparty    Put/Call    Exercise
Rate
     Expiration
Date
     Notional
Amount
     Fair
Value
 

10-Year Interest Rate, Pay 3-Month USD LIBOR

   Goldman Sachs    Call      2.05 USD         01/19/16         2,471      $ 37,840  

1-Year Interest Rate, Pay 6-Month USD LIBOR

   Deutsche Bank    Call      1.80 USD         05/13/16         2,065        30,895  

10-Year Interest Rate, Pay 6-Month JPY LIBOR

   Goldman Sachs    Put      1.35 JPY         01/25/16         30,000        –  

10-Year Interest Rate, Pay 6-Month JPY LIBOR

   Goldman Sachs    Put      1.35 JPY         01/25/16         13,882        –  

10-Year Interest Rate, Pay 6-Month JPY LIBOR

   Deutsche Bank    Put      1.25 JPY         7/29/16         1,937,700        1,715  

5-Year Interest Rate, Pay 6-Month JPY LIBOR

   Deutsche Bank    Put      1.07 JPY         04/04/18         1,006,980        1,805  
                 

 

 

 

Total

                  $ 72,255  
                 

 

 

 

Over-the-counter interest rate swaptions written as of December 31, 2015 were as follows:

 

Description    Counterparty    Put/Call    Exercise
Rate
     Expiration
Date
     Notional
Amount
     Fair
Value
 

10-Year Interest Rate, Pay 3-Month USD LIBOR

   Goldman Sachs    Call      1.80 USD         01/19/16         2,471      $ (1,850 ) 

1-Year Interest Rate, Pay 6-Month USD LIBOR

   Deutsche Bank    Put      2.35 USD         05/13/16         2,065        (15,747 ) 
                 

 

 

 

Total

                  $ (17,597 ) 
                 

 

 

 

Forward Currency Contracts(a)

At December 31, 2015, 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

   JPMorgan Chase    1/14/16      2,705,000      $ 1,944,652      $ 1,969,180      $ (24,528 ) 

Australian Dollar

   Morgan Stanley    1/28/16      661,000        474,096        480,847        (6,751 ) 

Brazilian Real

   Citibank    1/11/16      3,053,000        809,707        768,869        40,838  

Brazilian Real

   Deutsche Bank    1/11/16      2,872,000        763,424        723,286        40,138  

Brazilian Real

   Goldman Sachs    1/15/16      5,229,000        1,373,198        1,314,965        58,233  

Brazilian Real

   Deutsche Bank    1/28/16      2,872,000        731,180        718,830        12,350  

Brazilian Real

   Morgan Stanley    2/16/16      6,284,000        1,633,183        1,564,575        68,608  

Canadian Dollar

   Morgan Stanley    1/14/16      2,705,079        1,971,000        1,955,323        15,677  

Chilean Peso

   Goldman Sachs    3/10/16      540,253,000        756,180        757,249        (1,069 ) 

Chinese Renminbi

   Goldman Sachs    5/17/16      25,350,558        3,815,000        3,873,569        (58,569 ) 

Chinese Renminbi

   Deutsche Bank    3/15/16      12,920,700        1,950,000        1,946,422        3,578  

Chinese Renminbi

   Deutsche Bank    11/4/16      12,566,000        1,933,796        1,905,961        27,835  

European Euro

   Goldman Sachs    1/11/16      2,456,000        2,714,128        2,669,397        44,731  

European Euro

   Goldman Sachs    1/29/16      1,903,000        2,067,495        2,069,239        (1,744 ) 

Indonesian Rupiah

   Credit Suisse First Boston    1/28/16      10,533,983,000        734,587        759,300        (24,713 ) 

Japanese Yen

   JPMorgan Chase    1/7/16      325,254,000        2,639,856        2,706,812        (66,956 ) 

Japanese Yen

   Credit Suisse First Boston    1/8/16      212,979,000        1,726,924        1,772,482        (45,558 ) 

Japanese Yen

   Morgan Stanley    1/13/16      340,000,000        2,780,913        2,829,908        (48,995 ) 

Japanese Yen

   Morgan Stanley    1/14/16      204,135,000        1,686,662        1,699,106        (12,444 ) 

Japanese Yen

   Citibank    1/21/16      230,000,000        1,875,163        1,914,691        (39,528 ) 

Japanese Yen

   Goldman Sachs    1/25/16      330,000,000        2,783,753        2,747,409        36,344  

Japanese Yen

   Deutsche Bank    1/29/16      212,698,000         1,732,351         1,770,971         (38,620 ) 

Japanese Yen

   Deutsche Bank    2/10/16      410,000,000        3,313,145        3,414,649        (101,504 ) 

Japanese Yen

   Deutsche Bank    2/22/16      390,000,000        3,170,732        3,248,934        (78,202 ) 

Japanese Yen

   Morgan Stanley    2/29/16      830,000,000        6,748,736        6,915,455        (166,719 ) 

Japanese Yen

   Credit Suisse First Boston    3/7/16      840,000,000        6,862,184        7,000,819        (138,635 ) 

Japanese Yen

   HSBC Bank    3/14/16      430,000,000        3,499,349        3,584,800        (85,451 ) 

Japanese Yen

   JPMorgan Chase    3/22/16      580,000,000        4,798,683        4,836,924        (38,241 ) 

Korean Won

   Credit Suisse First Boston    1/25/16      1,769,925,000        1,548,084        1,509,146        38,938  

Korean Won

   Deutsche Bank    1/25/16      2,151,428,000        1,886,225        1,834,439        51,786  

Korean Won

   Morgan Stanley    3/9/16      2,227,666,000        1,889,053        1,899,005        (9,952 ) 

 

Continued

 

21


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

Type of Contract    Counterparty    Delivery
Date
   Contract Amount
(Local Currency)
     Contract
Value
     Value      Net Unrealized
Appreciation/
(Depreciation)
 

Malaysian Ringgit

   Credit Suisse First Boston    1/22/16      3,342,000      $ 783,863      $ 777,759      $ 6,104  

Mexican Peso

   HSBC Bank    1/7/16      8,220,000        477,643        476,890        753  

Mexican Peso

   Morgan Stanley    1/7/16      12,342,430        725,108        716,056        9,052  

Mexican Peso

   Deutsche Bank    1/8/16      23,660,000        1,407,140        1,372,555        34,585  

Mexican Peso

   Citibank    1/21/16      13,197,000        796,141        764,862        31,279  

Mexican Peso

   Credit Suisse First Boston    1/21/16      34,277,532        1,967,000        1,986,632        (19,632 ) 

Mexican Peso

   BNP Paribas    2/18/16      12,314,140        719,734        712,356        7,378  

Mexican Peso

   Goldman Sachs    3/31/16      20,600,000        1,231,689        1,188,027        43,662  

Mexican Peso

   JPMorgan Chase    4/14/16      26,200,000        1,558,967        1,509,551        49,416  

Singapore Dollar

   HSBC Bank    1/7/16      2,236,000        1,568,110        1,577,303        (9,193 ) 

Singapore Dollar

   Deutsche Bank    1/8/16      1,097,000        768,907        773,813        (4,906 ) 

Singapore Dollar

   Morgan Stanley    1/15/16      1,116,000        792,335        787,044        5,291  

Taiwanese Dollar

   Credit Suisse First Boston    5/12/16      12,832,000        391,100        391,626        (526 ) 

Taiwanese Dollar

   Deutsche Bank    5/12/16      26,133,000        794,969        797,566        (2,597 ) 
           

 

 

    

 

 

    

 

 

 
            $ 86,596,145      $ 86,994,602      $ (398,457 ) 
           

 

 

    

 

 

    

 

 

 

Long Contracts:

                 

European Euro

   Deutsche Bank    1/11/16      1,138,000      $ 1,245,257      $ 1,236,879      $ (8,378 ) 

European Euro

   Goldman Sachs    1/11/16      2,456,000        2,691,972        2,669,397        (22,575 ) 

European Euro

   Citibank    1/14/16      369,000        403,011        401,091        (1,920 ) 

European Euro

   Credit Suisse First Boston    1/14/16      738,000        808,575        802,181        (6,394 ) 

European Euro

   Goldman Sachs    1/14/16      723,000        788,997        785,877        (3,120 ) 

European Euro

   Deutsche Bank    1/21/16      735,000        790,176        799,054        8,878  

European Euro

   Citibank    1/22/16      735,000        800,367        799,073        (1,294 ) 

European Euro

   Credit Suisse First Boston    1/29/16      2,181,000        2,309,308        2,371,523        62,215  

European Euro

   Goldman Sachs    1/29/16      3,597,000        3,811,439        3,911,220        99,781  

Japanese Yen

   JPMorgan Chase    1/7/16      325,254,000        2,696,496        2,706,812        10,316  

Japanese Yen

   Credit Suisse First Boston    1/8/16      212,979,000        1,746,215        1,772,482        26,267  

Japanese Yen

   Morgan Stanley    1/14/16      204,135,000        1,672,449        1,699,106        26,657  

Japanese Yen

   Citibank    1/21/16      96,874,000        794,082        806,451        12,369  
           

 

 

    

 

 

    

 

 

 
            $ 20,558,344      $ 20,761,146      $ 202,802  
           

 

 

    

 

 

    

 

 

 

Centrally Cleared Credit Default Swap Agreements—Buy Protection(a)(c)

At December 31, 2015, 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,
2015

(%)(d)

     Notional
Amount
($)(e)
     Fixed
Rate
(%)
     Value
($)
     Premiums
Paid/
(Received)
($)
     Unrealized
Appreciation/
(Depreciation)
($)
 

CDX North America High Yield Index Swap Agreement with JPMorgan Chase Bank, N.A., Series 25

   JPMorgan Chase    12/20/20      4.73        3,072,087        5.00         (30,750 )       (10,941 )       (19,809 ) 
                 

 

 

    

 

 

    

 

 

 
                    (30,750 )       (10,941 )       (19,809 ) 
                 

 

 

    

 

 

    

 

 

 

 

Continued

 

22


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

Centrally Cleared Credit Default Swap Agreements—Sell Protection(a)(c)

At December 31, 2015, the Fund’s open centrally cleared credit default swap agreements were as follows:

 

Underlying Instrument    Counterparty    Expiration
Date
  

Implied
Credit
Spread at
December 31,
2015

(%)(d)

     Notional
Amount
($)(e)
     Fixed
Rate
(%)
     Value
($)
     Upfront
Premiums
Paid/
(Received)
($)
     Unrealized
Appreciation/
(Depreciation)
($)
 

CDX North America Investment Grade Index Swap Agreement with JPMorgan Chase Bank, N.A., Series 25

   JPMorgan Chase    12/20/20      0.88         4,802,000         1.00         25,310         39,107         (13,797 ) 

iTraxx Crossover Swap Agreement with JPMorgan Chase Bank, N.A., Series 24

   JPMorgan Chase    12/20/20      1.36        2,074,269        5.00         187,897        126,469        61,428  
                 

 

 

    

 

 

    

 

 

 
                    213,207        165,576        47,631  
                 

 

 

    

 

 

    

 

 

 

Over-the-Counter Currency Swap Agreements

At December 31, 2015, the Fund’s open over-the-counter currency 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

   3-Month U.S. Dollar LIBOR BBA    1.230      3/15/17         Bank of America         1,597,500 JPY         (8,479 )       (8,479 ) 
                 

 

 

    

 

 

 
                    (8,479 )       (8,479 ) 
                 

 

 

    

 

 

 

Over-the-Counter Interest Rate Swap Agreements

At December 31, 2015, 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 Warsaw Interbank Offered Rate

   2.057      3/17/20         Deutsche Bank         2,463,000 PLN         4,404        4,404  

Pay

  

6-Month Warsaw Interbank Offered Rate

   2.050      3/19/20         Deutsche Bank         821,000 PLN         1,412        1,412  
                 

 

 

    

 

 

 
                    5,816         5,816   
                 

 

 

    

 

 

 

 

Continued

 

23


AZL MVP BlackRock Global Allocation Fund

Consolidated Schedule of Portfolio Investments

December 31, 2015

 

Centrally Cleared Interest Rate Swap Agreements

At December 31, 2015, 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
($)
     Unrealized
Appreciation/
(Depreciation)
($)
 

Pay

   3-Month U.S. Dollar LIBOR BBA    0.745      3/11/17         JPMorgan Chase         5,833,000 USD         64        (64 )       (128 ) 

Pay

   3-Month U.S. Dollar LIBOR BBA    1.029      3/11/17         JPMorgan Chase         20,300,000 USD         149        (88,681 )       (88,830 ) 

Pay

   3-Month U.S. Dollar LIBOR BBA    0.768      4/7/17         JPMorgan Chase         10,330,000 USD         115        11,566        11,451  

Pay

   3-Month U.S. Dollar LIBOR BBA    1.081      4/7/17         JPMorgan Chase         39,600,000 USD         306        (141,010 )       (141,316 ) 

Pay

   3-Month U.S. Dollar LIBOR BBA    1.878      3/11/20         JPMorgan Chase         7,990,000 USD         98        128,260        128,162  

Pay

   3-Month U.S. Dollar LIBOR BBA    1.952      9/11/22         JPMorgan Chase         4,110,000 USD         63        (26,121 )       (26,184 ) 

Pay

   3-Month U.S. Dollar LIBOR BBA    1.640      10/19/22         JPMorgan Chase         4,120,000 USD         64        72,625        72,561  

Pay

   3-Month U.S. Dollar LIBOR BBA    0.334      11/3/22         JPMorgan Chase         4,140,000 USD         65        25,493        25,428  

Pay

   3-Month U.S. Dollar LIBOR BBA    2.276      4/7/25         JPMorgan Chase         90,000 USD         2        1,262        1,260  

Pay

   3-Month U.S. Dollar LIBOR BBA    2.220      4/7/25         JPMorgan Chase         8,590,000 USD         138        77,957        77,819  

Pay

   6-Month U.S. Dollar EURLIBOR BBA    1.550      10/20/25         JPMorgan Chase         8,242,000 EUR         138        (44,070 )       (44,208 ) 
                    

 

 

    

 

 

 
                       17,217        16,015  
                    

 

 

    

 

 

 

Total Return Swaps at December 31, 2015

 

Pay/Receive    Reference Entity    Expiration
Date
   Counterparty      Notional
Amount
(Local)
     Unrealized
Appreciation/
(Depreciation)
 

Pay

   EURO Stoxx 50 Index Dividends December Futures    12/15/17      BNP Paribas SA         357,346 EUR       $ (17,586 ) 

Pay

   EURO Stoxx 50 Index Dividends December Futures    12/15/17      BNP Paribas SA         365,440 EUR         (14,720 ) 

Pay

   EURO Stoxx 50 Index Dividends December Futures    12/21/18      BNP Paribas SA         363,120 EUR         (22,960 ) 

Pay

   EURO Stoxx 50 Index Dividends December Futures    12/21/18      BNP Paribas SA         192,100 EUR         (11,390 ) 

Pay

   EURO Stoxx 50 Index Dividends December Futures    12/21/18      BNP Paribas SA         179,040 EUR         (8,960 ) 

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures    3/31/16      BNP Paribas SA         26,350,000 JPY         52,338   

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures    3/31/16      BNP Paribas SA         26,800,000 JPY         48,594   

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures    3/31/17      BNP Paribas SA         25,515,000 JPY         62,906   

Pay

   NIKKEI 225 Dividend Index E-Mini March Futures    3/31/17      BNP Paribas SA         27,850,000 JPY         74,055   

Pay

   PT Siloam International Hospitals Tbk    2/08/16      Credit Suisse         125,759 USD         2,466   
              

 

 

 
               $ 164,743   
              

 

 

 

 

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

 

(b) All or a portion of these securities are held by the AZL Cayman Global Allocation Fund, Ltd. (the “Cayman 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, 2015

 

Assets:

    

Investment securities, at cost

     $ 859,735,709  
    

 

 

 

Investment securities, at value*

     $ 854,104,605  

Cash

       181,420  

Foreign currency, at value (cost $70,312)

       73,402  

Segregated cash for collateral

       17,965,444  

Deposits with brokers for securities sold short

       1,945,857  

Interest and dividends receivable

       2,278,104  

Unrealized appreciation on forward currency contracts

       873,059  

Unrealized appreciation on swap agreements

       246,175  

Receivable for investments sold

       1,588,972  

Reclaims receivable

       85,296  

Receivable for variation margin on swaps

       218,936  

Receivable for variation margin on futures contracts

       169,106  

Prepaid expenses

       15,385  
    

 

 

 

Total Assets

       879,745,761  
    

 

 

 

Liabilities:

    

Cash received as collateral for derivatives

       1,950,000  

Written options (Proceeds received $3,251,054)

       3,044,955  

Unrealized depreciation on forward currency contracts

       1,068,714  

Unrealized depreciation on swap agreements

       84,095  

Payable for collateral received on loaned securities

       34,359,979  

Payable for investments purchased

       5,603,976  

Payable for investments redeemed

       86,995  

Securities sold short (Proceeds received $2,083,645)

       2,037,657  

Dividends payable on securities sold short

       1,468  

Payable for variation margin on futures contracts

       6,052  

Payable for variation margin on swaps

       28,967  

Manager fees payable

       573,162  

Administration fees payable

       50,720  

Distribution fees payable

       167,536  

Custodian fees payable

       121,234  

Administrative and compliance services fees payable

       5,351  

Trustee fees payable

       3,933  

Other accrued liabilities

       188,117  
    

 

 

 

Total Liabilities

       49,382,911  
    

 

 

 

Net Assets

     $ 830,362,850  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 769,360,926  

Accumulated net investment income/(loss)

       10,684,714  

Accumulated net realized gains/(losses) from investment transactions

       55,887,419  

Net unrealized appreciation/(depreciation) on investments

       (5,570,209 )
    

 

 

 

Net Assets

     $ 830,362,850  
    

 

 

 

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

       71,048,846  

Net Asset Value (offering and redemption price per share)

     $ 11.69  
    

 

 

 

 

* Includes securities on loan of $33,154,886

Consolidated Statement of Operations

For the Year Ended December 31, 2015

 

Investment Income:

    

Dividends

     $ 9,791,313  

Interest

       5,931,470  

Income from securities lending

       314,148  

Foreign withholding tax

       (530,072 )
    

 

 

 

Total Investment Income

       15,506,859  
    

 

 

 

Expenses:

    

Manager fees

       6,806,890  

Administration fees

       418,996  

Distribution fees

       1,989,647  

Custodian fees

       366,700  

Administrative and compliance services fees

       25,575  

Trustee fees

       88,898  

Professional fees

       81,841  

Shareholder reports

       64,218  

Dividends on securities sold short

       39,532  

Other expenses

       32,610  
    

 

 

 

Net expenses

       9,914,907  
    

 

 

 

Net Investment Income/(Loss)

       5,591,952  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

Net realized gains (losses) on securities transactions

       161,865  

Net realized gains (losses) on futures contracts

       2,995,356  

Net realized gains (losses) on options contracts

       46,384  

Net realized gains (losses) on securities transactions held short

       (31,236 )

Net realized gains (losses) on swap agreements

       1,810,289  

Net realized gains (losses) on forward currency contracts

       9,193,446  

Change in net unrealized appreciation/depreciation on investments

       (33,614,554 )
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       (19,438,450 )
    

 

 

 

Change in Net Assets Resulting From Operations

     $ (13,846,498 )
    

 

 

 
 

 

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,
2015

  

For the

Year Ended

December 31,
2014

Change In Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 5,591,952        $ 7,357,675  

Net realized gains/(losses) on investment transactions

       14,176,104          43,631,939  

Change in unrealized appreciation/depreciation on investments

       (33,614,554 )        (34,974,443 )
    

 

 

      

 

 

 

Change in net assets resulting from operations

       (13,846,498 )        16,015,171  
    

 

 

      

 

 

 

Dividends to Shareholders:

         

From net investment income

       (9,611,041 )        (363,407 )

From net realized gains

       (13,360,270 )        (3,741,774 )
    

 

 

      

 

 

 

Change in net assets resulting from dividends to shareholders

       (22,971,311 )        (4,105,181 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       54,905,887          133,931,989  

Proceeds from dividends reinvested

       22,971,311          4,105,181  

Value of shares redeemed

       (29,131,353 )        (13,203,575 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       48,745,845          124,833,595  
    

 

 

      

 

 

 

Change in net assets

       11,928,036          136,743,585  

Net Assets:

         

Beginning of period

       818,434,814          681,691,229  
    

 

 

      

 

 

 

End of period

     $ 830,362,850        $ 818,434,814  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 10,684,714        $ 16,232,346  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       4,466,783          11,005,694  

Dividends reinvested

       1,975,177          331,330  

Shares redeemed

       (2,376,490 )        (1,085,635 )
    

 

 

      

 

 

 

Change in shares

       4,065,470          10,251,389  
    

 

 

      

 

 

 

 

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,
2015

 

Year Ended

December 31,
2014

 

Year Ended

December 31,
2013

  January 10, 2012
to
December 31,
2012 (a)

Net Asset Value, Beginning of Period

     $ 12.22       $ 12.02       $ 10.54       $ 10.00  
    

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                

Net Investment Income/(Loss)

       0.07         0.10         0.05         0.11  

Net Realized and Unrealized Gains/(Losses) on Investments

       (0.26 )       0.16         1.43         0.56  
    

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       (0.19 )       0.26         1.48         0.67  
    

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                

Net Investment Income

       (0.14 )       — (b)       —         (0.12 )

Realized Gains

       (0.20 )       (0.06 )       — (b)       (0.01 )
    

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.34 )       (0.06 )       — (b)       (0.13 )
    

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 11.69       $ 12.22       $ 12.02       $ 10.54  
    

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(c)

       (1.57 )%       2.18 %       14.08 %       6.71 %(d)

Ratios to Average Net Assets/Supplemental Data:

                

Net Assets, End of Period (000’s)

     $ 830,363       $ 818,435       $ 681,691       $ 326,544  

Net Investment Income/(Loss)(e)

       0.67 %       0.96 %       0.55 %       2.01 %

Expenses Before Reductions(e)(f)

       1.18 %       1.18 %       1.21 %       2.44 %

Expenses Net of Reductions(e)

       1.18 %       1.18 %       1.21 %       2.37 %

Expenses Net of Reductions, Excluding Expenses Paid
Indirectly(e)(g)

       1.18 %       1.18 %       1.21 %       2.37 %

Portfolio Turnover Rate

       64 %       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 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 accompanying notes to the financial statements.

 

27


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2015

 

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 13 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP BlackRock Global Allocation Fund (the “Fund”), and 12 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests primarily 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. Currently, the Fund only offers its shares to separate accounts of Allianz Life Insurance Company of North America and Allianz Life Insurance Company of New York, affiliates of the Trust and the Manager, as defined below.

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, 2015, 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, 2015, the Fund’s aggregate investment in the VIP Subsidiary was $788,609,274, representing 95.0% 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 variable and are tied to a benchmark 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.

 

28


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2015

 

Short Sales

The Fund may engage in short sales against the box (i.e., where the Fund owns or has an unconditional right to acquire at no additional cost a security substantially similar to the security sold short) for hedging purposes to limit exposure to a possible market decline in the value of its portfolio securities. In a short sale, the Fund sells a borrowed security and has a corresponding obligation to the lender to return the identical security. The Fund may also incur an interest or dividend expense if a security that has been sold short has an interest or dividend payment. When a Fund engages in a short sale, the Fund records a liability for securities sold short and records an asset equal to the proceeds received. The amount of the liability is subsequently marked to market to reflect the market value of the securities sold short. To borrow the security, a Fund also may be required to pay a premium, which would increase the cost of the security sold.

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, 2015 are presented on the Fund’s Consolidated Schedule of Portfolio Investments. The average outstanding amount of securities on loan was $43.1 million for the year ended December 31, 2015.

Cash collateral received in connection with securities lending is invested in a collateral account on behalf of the Fund managed by The Dreyfus Corporation, an affiliate of the Custodian and Securities Lending Agent. The collateral account invests in short-term investments that have a remaining maturity of 397 days or less, 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 $31,040 during the year ended December 31, 2015. 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 Statement of Operations. The Fund ceased participation in the program in June 2014.

Affiliated Securities Transactions

Pursuant to Rule 17a-7 under the 1940 Act, the Fund may engage in securities transactions with affiliated investment companies and advisory accounts managed by the adviser and sub-adviser. Any such purchase or sale transaction must be effected without a brokerage commission or other remuneration, except for customary transfer fees. The transaction must be effected at the current market price, which is either the security’s last sale price on an exchange or, if there are no transactions in the security that day, at the average of the highest bid and lowest asked price. During the year ending December 31, 2015, the Fund engaged in such affiliated transactions at the current market price.

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.

 

29


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2015

 

Forward Currency Contracts

During the year ended December 31, 2015, 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 $107.2 million as of December 31, 2015. The monthly average amount for these contracts was $106.4 million for the year ended December 31, 2015.

Futures Contracts

During the year ended December 31, 2015, 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 $71.1 million as of December 31, 2015. The monthly average notional amount for these contracts was $78.9 million for the year ended December 31, 2015. 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 period ended December 31, 2015:

 

        Number of
Contracts
     Notional
Amount
     Cost

Options outstanding at December 31, 2014

         4,549,398            3,664,669          $ 8,743,630  

Options purchased

         9,827,021            173,901            15,979,780  

Options exercised

         (129,653 )          —            (666,949 )

Options expired

         (1,068,886 )          (347,627 )          (5,283,541 )

Options closed

         (9,737,662 )          (497,845 )          (12,694,201 )
      

 

 

        

 

 

        

 

 

 

Options outstanding at December 31, 2015

         3,440,218            2,993,098          $ 6,078,719  
      

 

 

        

 

 

        

 

 

 

The Fund had the following transactions in written call and put options during the period ended December 31, 2015:

 

        Number of
Contracts
     Notional
Amount
    

Premiums

Received

Options outstanding at December 31, 2014

         (4,751,478 )          (3,100 )        $ (3,023,316 )

Options written

         (10,108,872 )          (41,479 )          (7,399,924 )

Options exercised

         186,374            —            439,746  

Options expired

         400,670            11,428            901,915  

Options closed

         10,523,974            28,615            5,830,525  
      

 

 

        

 

 

        

 

 

 

Options outstanding at December 31, 2015

         (3,749,332 )          (4,536 )        $ (3,251,054 )
      

 

 

        

 

 

        

 

 

 

 

30


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2015

 

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, foreign currencies and credit risk. The value of swap agreements are equal to the 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, 2015, the Fund entered into OTC and centrally cleared 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 $114.9 million as of December 31, 2015. The monthly average gross notional amount for interest rate swaps was $127.7 million for the year ended December 31, 2015.

Currency swaps are interest rate swaps in which one party pays a stream of interest payments, either fixed or floating, in exchange for another party’s stream of interest payments, either fixed or floating, based on the notional amounts of two different currencies. The notional amounts are typically determined based on the spot exchange rates at the inception of the trade. Currency swaps may also involve an exchange of notional amounts at the start, during and/or at expiration of the contract, either at the current spot rate or another specified rate. The gross notional amount of currency swaps outstanding was $13,000 million as of December 31, 2015. The monthly average gross notional amount for currency swaps was $11,000 for the year ended December 31, 2015.

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 $2.5 million as of December 31, 2015. The monthly average gross notional amount for total return swaps was $1.9 million for the year ended December 31, 2015.

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 owed 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

 

31


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2015

 

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, 2015, 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 $9.8 million as of December 31, 2015. The monthly average gross notional amount for credit default swaps was $5.3 million for the year ended December 31, 2015.

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, 2015:

 

   

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*   $ 88,403      Payable for variation margin on futures contracts*   $ 152,852   
Option Contracts   Investment securities, at value (purchased options)     3,801,434      Written options     3,027,358   
Total Return Swap Agreements   Unrealized appreciation on swap agreements     240,359      Unrealized depreciation on swap agreements     75,616   

Credit Risk Exposure

       
Credit Default Swap Agreements   Unrealized appreciation on swap agreements*     61,428      Unrealized depreciation on swap agreements*     33,606   

Interest Rate Risk

       
Interest Rate Swap Agreements   Unrealized appreciation on swap agreements**     322,497      Unrealized depreciation on swap agreements*     300,666   
Swaption Contracts   Investment securities, at value (purchased options)     72,255      Written options     17,597   

Foreign Exchange Rate Risk Exposure

     
Currency Swap Agreements   Unrealized appreciation on swap agreements     —      Unrealized depreciation on swap agreements     8,479   
Forward Currency Contracts   Unrealized appreciation on forward currency contracts     873,059      Unrealized depreciation on forward currency contracts     1,068,714   

 

* Includes cumulative appreciation/depreciation of futures contracts and cumulative unrealized gain (loss) on these swap agreements as reported in the Consolidated Schedule of Portfolio Investments. Only current day’s variation margin for both futures contracts and these swap agreements are reported within the Consolidated Statement of Assets and Liabilities.
** Includes cumulative appreciation/deprecation of $316,681 as reported in the Consolidated Schedule of Portfolio Investments. Only current day’s variation margin for a portion of these swap agreements are reported within the Consolidated Statement of Assets and Liabilities.

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, 2015:

 

    Realized Gain (Loss) on Derivatives
Recognized as a Result from Operations
  Net Change in 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

    $ 2,995,356       $ —       $ 38,624       $ —       $ (2,309,996 )

Credit Risk Exposure

      —         (29,731 )       —         —         (246,465 )

Interest Rate Risk Exposure

      —         1,840,020         7,760         —         (563,976 )

Foreign Exchange Rate Risk Exposure

      —         —         —         9,193,446         (3,592,457 )

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 transact net amounts in accordance with the master netting agreements at December 31, 2015. 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, 2015.

 

32


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2015

 

As of December 31, 2015, the Fund’s derivative assets and liabilities by type are as follows:

 

        Assets      Liabilities

Derivative Financial Instruments:

             

Futures contracts

       $ 169,106          $ 6,052  

Forward currency contracts

         873,059            1,068,714  

Option contracts*

         3,873,689            3,044,955  

Swap agreements

         465,111            113,062  
      

 

 

        

 

 

 

Total derivative assets and liabilities in the Consolidated Statement of Assets and Liabilities

         5,380,965            4,232,783  

Derivatives not subject to a master netting agreement or similar agreement (“MNA”)

         (451,320 )          (78,030 )
      

 

 

        

 

 

 

Total assets and liabilities subject to a MNA

       $ 4,929,645          $ 4,154,753  
      

 

 

        

 

 

 

 

* 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, 2015:

 

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

     $ 372,856        $ (51,322 )      $ —        $ (40,000 )      $ 281,534  

Barclays Bank

       99,963          (32,778 )        —          —          67,185  

BNP Paribas

       352,606          (145,939 )        —          —          206,667  

Citibank

       344,104          (344,104 )        —          —          —  

Credit Suisse First Boston

       399,420          (237,226 )        (162,194 )        —          —  

Deutsche Bank

       1,566,656          (1,251,581 )        —          (315,075 )        —  

Goldman Sachs

       830,323          (475,847 )        —          (354,476 )        —  

HSBC Bank

       753          (753 )        —          —          —  

JPMorgan Chase

       184,546          (129,725 )        —          (54,821 )        —  

Morgan Stanley

       622,857          (622,857 )        —          —          —  

Societe Generale

       12,863          (721 )        —          —          12,142  

UBS Warburg

       142,698          (90,487 )        —          —          52,211  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

Total

     $ 4,929,645        $ (3,383,340 )      $ (162,194 )      $ (764,372 )      $ 619,739  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

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, 2015:

 

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

     $ 51,322        $ (51,322 )      $ —        $ —        $ —  

Barclays Bank

       32,778          (32,778 )        —          —          —  

BNP Paribas

       145,939          (145,939 )        —          —          —  

Citibank

       466,431          (344,104 )        —          —          122,327  

Credit Suisse First Boston

       237,226          (237,226 )        —          —          —  

Deutsche Bank

       1,251,581          (1,251,581 )        —          —          —  

Goldman Sachs

       475,847          (475,847 )        —          —          —  

HSBC Bank

       94,644          (753 )        —          —          93,891  

JPMorgan Chase

       129,725          (129,725 )        —          —          —  

Morgan Stanley

       1,178,052          (622,857 )        —          —          555,195  

Societe Generale

       721          (721 )        —          —          —  

UBS Warburg

       90,487          (90,487 )        —          —          —  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

Total

     $ 4,154,753        $ (3,383,340 )      $ —        $ —        $ 771,413  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

 

* 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

 

33


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2015

 

(“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. The Manager is entitled to a fee, computed daily and paid monthly, based on the average daily net assets of the VIP Subsidiary. The Manager receives no fee from the 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, acquired fund fees and expenses, 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, 2017.

For the year ended December 31, 2015, 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, 2015, 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, 2015, 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 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. Prior to April 1, 2015, Citi served as transfer agent for the Trust under the same agreement. The Administrator was entitled to annual account fees related to the transfer agency system, an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair value services, 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.” Effective April 1, 2015, the Trust’s transfer agent became SunGard Investor Services, LLC.

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 Senior Counsel. During the year ended December 31, 2015, $8,070 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, 2015, actual Trustee compensation was $1,165,450 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, 2015

 

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, 2015 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Level 3      Total
                             

Collateralized Mortgage Obligation

       $ —          $ 649,635          $ —          $ 649,635  

Common Stocks

                           

Aerospace & Defense

         2,169,947            4,282,792            —            6,452,739  

Air Freight & Logistics

         3,117,352            1,169,662            —            4,287,014  

Airlines

         3,574,663            2,159,701            —            5,734,364  

Auto Components

         1,915,944            8,949,997            —            10,865,941  

Automobiles

         1,523,439            12,327,568            —            13,851,007  

Banks

         18,739,947            13,723,497            —            32,463,444  

Beverages

         5,594,563            4,980,154            —            10,574,717  

Building Products

         —            1,704,537            —            1,704,537  

Capital Markets

         3,278,297            3,183,476            —            6,461,773  

Chemicals

         3,730,075            10,601,276            —            14,331,351  

Commercial Services & Supplies

         996,779            520,426            —            1,517,205  

Communications Equipment

         4,755,525            1,503,828            —            6,259,353  

Construction & Engineering

         —            2,145,175            —            2,145,175  

Distributors

         —            48,314            —            48,314  

Diversified Consumer Services

         —            28,798            —            28,798  

Diversified Financial Services

         4,291,356            —            269,681            4,561,037  

Diversified Telecommunication Services

         6,374,529            7,851,607            —            14,226,136  

Electric Utilities

         2,179,826            2,147,443            —            4,327,269  

Electrical Equipment

         2,841,319            2,098,103            —            4,939,422  

Electronic Equipment, Instruments & Components

         171,119            2,139,859            —            2,310,978  

Energy Equipment & Services

         3,864,977            2,232,783            —            6,097,760  

Food & Staples Retailing

         6,240,310            1,852,444            —            8,092,754  

Food Products

         878,209            4,060,080            —            4,938,289  

Gas Utilities

         —            1,827,480            —            1,827,480  

Health Care Equipment & Supplies

         1,417,888            862,520            —            2,280,408  

Health Care Providers & Services

         10,515,712            5,701,759            —            16,217,471  

Hotels, Restaurants & Leisure

         711,792            930,180            —            1,641,972  

Household Durables

         1,137,899            2,491,977            —            3,629,876  

Household Products

         5,775,907            774,404            —            6,550,311  

Independent Power and Renewable Electricity Producers

         2,366,124            277,610            —            2,643,734  

Industrial Conglomerates

         5,052,140            2,906,158            —            7,958,298  

Insurance

         10,039,106            6,156,515            —            16,195,621  

Internet & Catalog Retail

         258,296            8,043            —            266,339  

Internet Software & Services

         13,486,749            813,788            1,332,346            15,632,883  

 

35


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2015

 

Investment Securities:      Level 1      Level 2      Level 3      Total
                             

IT Services

       $ 6,656,595          $ 1,740,908          $ —          $ 8,397,503  

Leisure Products

         —            716,597            —            716,597  

Machinery

         2,849,844            3,100,787            —            5,950,631  

Media

         7,859,221            3,083,445            —            10,942,666  

Metals & Mining

         5,268,941            3,773,344            —            9,042,285  

Multi-Utilities

         2,125,976            1,496,516            —            3,622,492  

Oil, Gas & Consumable Fuels

         19,643,277            7,991,465            —            27,634,742  

Personal Products

         623,747            397,529            —            1,021,276  

Pharmaceuticals

         16,304,165            10,738,666            —            27,042,831  

Professional Services

         —            705,617            —            705,617  

Real Estate Investment Trusts (REITs)

         3,971,741            1,741,701            —            5,713,442  

Real Estate Management & Development

         1,795,180            9,683,763            —            11,478,943  

Road & Rail

         1,341,571            2,797,341            —            4,138,912  

Semiconductors & Semiconductor Equipment

         2,796,949            2,800,558            —            5,597,507  

Software

         8,581,826            2,139,580            3,342,456            14,063,862  

Specialty Retail

         2,013,458            1,925,395            —            3,938,853  

Technology Hardware, Storage & Peripherals

         6,315,871            790,861            —            7,106,732  

Tobacco

         2,009,784            571,042            —            2,580,826  

Trading Companies & Distributors

         1,779,081            2,421,735            —            4,200,816  

Transportation Infrastructure

         —            796,875            —            796,875  

Wireless Telecommunication Services

         2,135,911            2,743,942            —            4,879,853  

Other Common Stocks+

         15,616,598            —            —            15,616,598  

Convertible Bonds+

         —            9,584,061            —            9,584,061  

Convertible Preferred Stocks

                           

Banks

         —            315,010            —            315,010  

Internet Software & Services

         —            —            1,219,009            1,219,009  

Other Preferred Stocks+

         958,822            —            —            958,822  

Private Placements+

         —            —            4,738,722            4,738,722  

Corporate Bonds

                           

Diversified Financial Services

         —            579,908            569,682            1,149,590  

Other Corporate Bonds+

         —            26,517,672            —            26,517,672  

Floating Rate Loans+

         —            8,390,458            —            8,390,458  

Foreign Bonds+

         —            72,149,890            —            72,149,890  

Preferred Stocks

                           

Automobiles

         —            1,230,211            —            1,230,211  

Banks

         3,414,466            443,520            —            3,857,986  

Capital Markets

         —            134,176            —            134,176  

Health Care Providers & Services

         900,118            —            411,395            1,311,513  

Internet Software & Services

         —            —            1,838,359            1,838,359  

Real Estate Management & Development

         —            236,418            —            236,418  

Technology Hardware, Storage & Peripherals

         —            2,205,914            —            2,205,914  

Other Preferred Stocks+

         6,819,936            —            —            6,819,936  

U.S. Government Agency Mortgages

         —            2,940,027            —            2,940,027  

U.S. Treasury Obligations

         —            193,925,724            —            193,925,724  

Warrant

         —            51,551            —            51,551  

Yankee Dollars+

         —            26,482,178            —            26,482,178  

Exchange Traded Fund

         7,087,011            —            —            7,087,011  

Securities Held as Collateral for Securities on Loan

         —            34,359,979            —            34,359,979  

Unaffiliated Investment Company

         25,823,435            —            —            25,823,435  

Purchased Options

         63,277            3,738,157            —            3,801,434  

Purchased Swaptions

         —            72,255            —            72,255  
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investment Securities

         281,756,590            558,626,365            13,721,650            854,104,605  
      

 

 

        

 

 

        

 

 

        

 

 

 

Securities Sold Short

         (1,643,960 )          (393,697 )          —            (2,037,657 )

Other Financial Instruments:*

                           

Futures Contracts

         (64,449 )          —            —            (64,449 )

Written Options

         (22,669 )          83,054            —            60,385  

Written Swaptions

         —            145,714            —            145,714  

Forward Currency Contracts

         —            (195,655 )          —            (195,655 )

 

36


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2015

 

Investment Securities:      Level 1      Level 2      Level 3      Total
                             

Credit Default Swaps

       $ —          $ 27,822          $ —          $ 27,822  

Currency Swaps

         —            (8,479 )          —            (8,479 )

Interest Rate Swaps

         —            21,831            —            21,831  

Total Return Swaps

         —            164,743            —            164,743  
      

 

 

        

 

 

        

 

 

        

 

 

 

Total Investments

       $ 280,025,512          $ 558,471,698          $ 13,721,650          $ 852,218,860  
      

 

 

        

 

 

        

 

 

        

 

 

 

 

+ 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.

5. Security Purchases and Sales

For the year ended December 31, 2015, 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

       $ 530,996,527          $ 509,272,637  

For the year ended December 31, 2015, purchases and sales of long-term U.S. government securities were as follows:

 

        Purchases      Sales

AZL MVP BlackRock Global Allocation Fund

       $ 113,571,476          $ 100,840,624  

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, 2015 are identified below.

 

Security      Acquisition
Date(a)
     Acquisition
Cost
     Shares or
Principal
Amount
     Fair
Value
     Percentage
of Net
Assets

AliphCom, Inc., 12.00%, 4/1/20

         4/27/15          $ 3,065,000          $ 3,065,000          $ 4,358,430            0.52 %

Delta Topco, Ltd.

         5/2/12            379,997            615,711            269,681            0.03 %

Delta Topco, Ltd., 10.00%, 11/24/60

         5/2/12            701,862            567,978            569,682            0.07 %

Domo, Inc., Series E

         4/1/15            1,218,214            144,482            1,219,009            0.15 %

Dropbox, Inc.

         1/28/14            1,827,985            95,700            1,268,982            0.15 %

Grand Rounds, Inc.

         3/31/15            399,608            143,925            411,395            0.05 %

Lookout, Inc.

         3/4/15            63,364            5,547            63,364            0.01 %

Lookout, Inc., Preferred Shares

         9/19/14            730,222            63,925            730,222            0.09 %

Palantir Technologies, Inc., Series I, 0.00%, Series I

         3/27/14            712,042            116,157            1,108,137            0.13 %

Project Samson BND Corp., 12.00%, 4/1/20

         11/11/15            268,000            268,000            380,292            0.05 %

REI Agro, Ltd., Registered Shares, 5.50%, 11/13/14

         2/7/12            300,000            400,000            2,000            0.00 %

Uber Technologies, Inc.

         3/21/14            1,063,120            68,532            3,342,456            0.40 %

 

(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

 

37


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2015

 

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”) and 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 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, 2015 is $865,445,339. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 49,175,778   

Unrealized depreciation

    (60,516,512 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ (11,340,734 ) 
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2015 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP BlackRock Global Allocation Fund

       $ 11,142,957          $ 11,828,353          $ 22,971,311  

 

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

 

38


AZL MVP BlackRock Global Allocation Fund

Notes to the Financial Statements

December 31, 2015

 

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 that presented in the Consolidated Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

At December 31, 2015, 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

       $ 25,582,364          $ 46,442,730          $ —          $ (10,972,839 )        $ 61,052,255  

 

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

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.

 

39


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, 2015, 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 years or periods in the four-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, 2015, by correspondence with the custodian, brokers, 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 AZL MVP BlackRock Global Allocation Fund and Subsidiary as of December 31, 2015, 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 or periods in the four-year period then ended, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Columbus, Ohio

February 26, 2016

 

40


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2015, 22.60% 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, 2015, the Fund declared net long-term capital gain distributions of $11,828,353.

During the year ended December 31, 2015, the Fund declared net short-term capital gain distributions of $1,531,917.

 

41


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.

 

42


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, 2017.

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 2015. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2015, and at an “in person” Board of Trustees meeting held October 20, 2015. The Agreement was approved at the Board meeting of October 20, 2015. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2017. 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.

 

43


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 2015 contract review process, Trustees received extensive information on the performance results of each of the Funds. This included, for example, performance 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. This included Lipper performance information on all of the Funds for the previous quarter, and previous one, three and five year periods, to the extent the Funds were in existence for such periods. For example, in connection with the Board of Trustees meeting held October 20, 2015, the Manager reported that for the three year period ended June 30, 2015, for the 11 Funds for which three year performance information was available, five Funds were in the top 40%, four Funds were in the middle 20% and two Funds were in the bottom 20%. For the 12 Funds for which one year performance information was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one Fund was in the middle 20%, and two Funds were in the bottom 40%. The Manager also reported that for the six Funds for which five year performance information was available, for the five year period ended June 30, 2015, two were in the top 40%, one was in the middle 20%, and three were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the nine Funds for which three year performance information was available, for the three year period ended June 30, 2015, seven Funds were in the top 40%, and two Funds were in the middle 20%. For the 10 Funds for which one year performance was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one was in the middle 20%, and two were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015, 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 four MVP Fusion Funds the advisory fee paid put these Funds in the 37th percentile of the customized peer group. The Manager reported that for three 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 DFA Multi-Strategy, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity and Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 10th percentile of the customized peer group, and for the AZL DFA Multi-Strategy Fund, the advisory fee was in the 15th percentile. 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 2012 through June 30, 2015. 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, 2015 were approximately $10.6 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.7 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, 2016, 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.

 

44


Information about the Board of Trustees and Officers (Unaudited)

Non-Interested Trustees(1)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Peter R. Burnim, Age 68
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, LDN Risk Management and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; and Expert Witness, Massachusetts Department of Revenue, 2011 to present.   49   Argus Group Holdings and Subsidiaries; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; Bank of Bermuda NY; Sterling Trust (Cayman) Ltd.; and LDN Risk Management and Subsidiaries.
Peggy L. Ettestad, Age 58
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   49   Luther College
Roger A. Gelfenbien, Age 72
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   49   Virtus Funds (8 Funds)
Claire R. Leonardi, Age 60
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Chief Executive Officer, Health eSense Inc., 2015 to Present; CEO, Connecticut Innovations, Inc., 2012 to 2015; General Partner, Fairview Capital, L.P., 1994 to 2012   49   reSet Social Enterprise Investment Fund; Connecticut Technology Council; and Connecticut Bioscience Innovation Fund
Dickson W. Lewis, Age 67
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; 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   49   None
Peter W. McClean, Age 71
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   49   PNMAC Opportunity Fund and Northeast Bank
Arthur C. Reeds III, Age 71
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   49   Connecticut Water Service, Inc.

Interested Trustees(3)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Robert DeChellis, Age 48
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   49   None

Brian Muench, Age 45

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   49   None

 

45


Officers

 

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

Brian Muench, Age 45

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.
Michael Radmer, Age 70
Dorsey & Whitney LLP,
Suite 1500 50 South Sixth Street
Minneapolis, MN 55402-1498
   Secretary    Since 02/02   

Senior Counsel, Dorsey and Whitney LLP since January 2016; Partner from 1976 to December 2015.

Scott Rhodes, Age 56
Citi Fund Services Ohio, Inc.
3435 Stelzer Road
Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/15    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer, Age 47
5701 Golden Hills Drive
Minneapolis, MN 55416
   Chief Compliance Officer(4) and Anti-MoneyLaundering Compliance Officer    Since 02/14    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.

The Fund’s Statement of Additional Information (“SAI”) contains additional information about the Fund’s Trustees and officers. The SAI is available upon request, without charge, by calling toll free 1-800-624-0197.

 

46


Allianz Funds

 

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

  

These Funds are not FDIC Insured.

     ANNRPT1215 2/16   


AZL MVP DFA Multi-Strategy Fund

Annual Report

December 31, 2015

 

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 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 DFA Multi-Strategy Fund Review (unaudited)

 

Allianz Investment Management LLC

serves as the Manager for the

AZL® MVP DFA Multi-Strategy Fund.

What factors affected the Fund’s performance from its inception on April 27, 2015 through the period ended December 31, 2015?

From its inception on April 27, 2015 to the period ended December 31, 2015, the AZL® MVP DFA Multi-Strategy Fund returned -5.00%. That compared to a -1.61%, -1.26% and a -1.41% total return for its benchmarks, the S&P 500 Index1, the Barclays U.S. Aggregate Bond Index1, and the Multi-Strategy Composite Index1, respectively.

The AZL® MVP DFA Multi-Strategy Fund is a fund of funds that pursues broad diversification across four equity sub-portfolios and one fixed income sub-portfolio. The five underlying portfolios are managed by Dimensional Fund Advisors. Generally, the Fund allocates 50% to 70% of its assets to the underlying equity funds and between 30% and 50% to the underlying fixed income 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.*

U.S. stock returns were fairly muted during the 12 months through December 31, 2015, with the S&P 500 gaining only 1.38%. Financial markets faced significant headwinds during the second half of the year, including the risk of slower global economic growth, the Federal Reserve’s move to normalize monetary policy by raising the federal funds target rate by 0.25%, the challenge corporate earnings faced in growing from already elevated levels, and liquidity and contagion worries in the high-yield bond sector. The U.S. labor market remained a bright spot during the year, with job creation and unemployment trending favorably and wage growth picking up. Industrial activity was challenged in 2015 as a strong U.S. dollar and weak global demand placed pressure on U.S. manufacturers.

Developed international equity markets lagged during the calendar year, with the MSCI EAFE Index2 declining 0.81% over this period. The euro declined significantly against the U.S. dollar, boosting European exports and creating a favorable environment for consumer-related stocks. Europe gained 5% in terms of local currency but declined approximately 3% for U.S. dollar investors. Japanese equities were a bright spot in 2015, gaining approximately 9.6% in U.S. dollar terms. These gains were supported by Japan’s large-scale quantitative easing program; its continued corporate governance reform, which has steadily improved shareholder returns; and a persistently weak yen. Emerging markets faced challenges in 2015, dragged down by weak commodity prices; concerns about slowing growth in China and throughout the global economy more broadly; and continued headwinds from a rising U.S. dollar. Against this backdrop the MSCI EM Index3 declined 14.60% during the year.

Fixed income markets experienced modest gains, with the Barclays Aggregate Index gaining 0.55% in 2015. The yield on the 10-year Treasury4 note increased 10 basis points (0.10%) to finish the year at 2.27%. Corporate bond spreads widened during the year, resulting in a negative 0.68% return for the Barclays Corporate Index5 during the period. Global bonds also experienced weakness, with the Barclays Global Aggregate Index6 losing 3.15% during the year.

The Fund underperformed the Composite in 2015 due to its exposure to emerging markets, international equities and small-cap equities. The Fund’s relative performance was also hampered by the underperformance of its underlying large-cap and emerging market funds.*

 

The MVP risk management process worked as intended and largely maintained a neutral equity allocation for most of the year relative to its target. However, as volatility increased towards the end of the third quarter the MVP process reduced the Fund’s equity exposure. Overall, the impact of the MVP risk management process, which includes the use of derivatives, resulted in a modest drag on 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, 2015.
1  For a complete description of the Fund’s performance benchmarks please refer to page 2 of this report.
2  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.
3  The Morgan Stanley Capital International, Emerging Markets (“MSCI EM”) Index is a free float adjusted market capitalization index that is designed to measure equity market performance of emerging markets.
4  Barclays U.S. Treasury Index measures the performance of the public obligations of the U.S. Treasury with a remaining maturity of one year or more, are non-convertible and are denominated in U.S. dollars. Securities must be rated investment-grade (Baa3/BBB- or higher) by at least two of the following ratings agencies: Moody’s, S&P, Fitch. If only two of the three agencies rate the security, the lower rating is used to determine index eligibility. If only one of the three agencies rates a security, the rating must be investment grade.
5  Barclays U.S. Corporate Bond Index measures the investment-grade, fixed-rate, taxable corporate bond market. It includes USD-denominated securities publicly issued by U.S. and non-U.S. industrial, utility, and financial issuers.
6  Barclays Global Aggregate Index is a measure of global investment-grade debt from 24 local currency markets. This multi-currency benchmark includes treasury, government-related, corporate and securitized fixed-rate bonds from both developed and emerging markets issuers.

 

     Investors cannot invest directly in an index.
 

 

1


AZL® MVP DFA Multi-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 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.

Emerging market investing may be subject to additional economic, political, liquidity, and currency risks not associated with more developed countries.

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.

Value-based investments are subject to the risk that the broad market may not recognize their intrinsic value.

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

Investing in a single industry or sector, or concentrating investments in a limited number of industries or sectors, tends to increase the risk that economic, political, or regulatory developments affecting certain industries or sectors will have a large impact on the value of the portfolio.

The Fund is subject to the risk that principal values reacts in opposition to the movement of interest rates and that a rising interest rate environment increases the risk of loss of principal.

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.

Aggregate Total Returns as of December 31, 2015

 

     6
Month
    Since
Inception
(4/27/15)
 

AZL® MVP DFA Multi-Strategy Fund

     -3.36 %      -5.00 % 

S&P 500 Index

     0.15 %      -1.61 % 

Barclays U.S. Aggregate Bond Index

     0.65 %      -1.26 % 

Multi-Strategy Composite Index

     0.39 %      -1.41 % 

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 Ratio

   Gross  

AZL® MVP DFA Multi-Strategy Fund

     1.12 % 

The above expense ratio is based on the current Fund prospectus dated April 27, 2015. 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, 2017. Additional information pertaining to the December 31, 2015 expense ratios can be found in the financial highlights.

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 0.25%.

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 the Standard & Poor’s 500 Index (“S&P 500”), the Barclays U.S. Aggregate Bond Fund and the Multi-Strategy Composite Index (“Composite”). 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. The Composite is a blended index comprised of (75%) S&P 500 and (25%) Barclays U.S. Aggregate Bond Index. 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 DFA Multi-Strategy Fund

Expense Examples

(Unaudited)

 

As a shareholder of the AZL MVP DFA Multi-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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 - 12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 - 12/31/15

AZL MVP DFA Multi-Strategy Fund

       $ 1,000.00          $ 966.40          $ 1.02            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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 -  12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 -  12/31/15

AZL MVP DFA Multi-Strategy Fund

       $ 1,000.00          $ 1,035.91          $ 1.05            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

Domestic Equities

      44.6 %

Fixed Income

      38.2  

International Equities

      11.9  
   

 

 

 

Total Investment Securities

      94.7  

Net other assets (liabilities)

      5.3  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP DFA Multi-Strategy Fund

Schedule of Portfolio Investments

December 31, 2015

 

Shares            Fair Value  

 

Affiliated Investment Companies (94.7%):

  

  173,526      AZL DFA Emerging Markets Core Equity Fund    $ 1,306,652  
  1,003,342      AZL DFA Five-Year Global Fixed Income Fund      9,943,121  
  200,812      AZL DFA International Core Equity Fund      1,813,335  
  955,012      AZL DFA U.S. Core Equity Fund      9,063,066  
  280,748      AZL DFA U.S. Small Cap Fund      2,582,883  
     

 

 

 

 

Total Affiliated Investment Companies (Cost $25,501,640)

     24,709,057  
     

 

 

 

 

Total Investment Securities (Cost $25,501,640)(a) — 94.7%

     24,709,057  

 

Net other assets (liabilities) — 5.3%

     1,378,235   
     

 

 

 

 

Net Assets — 100.0%

   $ 26,087,292   
     

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2015.

 

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

Futures Contracts

Cash of $1,303,140 has been segregated to cover margin requirements for the following open contracts as of December 31, 2015:

 

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

U.S. Treasury 10-Year Note March Futures

     Long         3/21/16         4       $ 503,625      $ (2,342 ) 

S&P 500 Index E-Mini March Futures

     Long         3/18/16         7         712,390        530  
              

 

 

 

Total

               $ (1,812 ) 
              

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP DFA Multi-Strategy Fund

 

Statement of Assets and Liabilities

December 31, 2015

 

Assets:

    

Investments in affiliates, at cost

     $ 25,501,640  
    

 

 

 

Investments in affiliates, at value

     $ 24,709,057  

Cash

       71,418  

Segregated cash for collateral

       1,303,140  

Receivable for capital shares issued

       86,382  

Prepaid assets

       3,225  

Receivable for variation margin on futures contracts

       1,188  
    

 

 

 

Total Assets

       26,174,410  
    

 

 

 

Liabilities:

    

Payable for affiliated investments purchased

       67,719  

Payable for capital shares redeemed

       29  

Payable for variation margin on futures contracts

       6,720  

Manager Fees payable

       7,076  

Administration fees payable

       4,704  

Custodian fees payable

       683  

Administrative and compliance services fees payable

       108  

Trustee fees payable

       79  
    

 

 

 

Total Liabilities

       87,118  
    

 

 

 

Net Assets

     $ 26,087,292  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 26,941,202  

Accumulated net investment income/(loss)

       —  

Accumulated net realized gains/(losses) from investment transactions

       (59,515 )

Net unrealized appreciation/(depreciation) on investments

       (794,395 )
    

 

 

 

Net Assets

     $ 26,087,292  
    

 

 

 

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

       2,746,040  

Net Asset Value (offering and redemption price per share)

     $ 9.50  
    

 

 

 

Statement of Operations

For the Period Ended December 31, 2015(a)

 

Investment Income:

    

Dividends from affiliates

     $ —  
    

 

 

 

Total Investment Income

       —  
    

 

 

 

Expenses:

    

Manager fees

       23,412  

Administration fees

       34,233  

Custodian fees

       1,184  

Administrative and compliance services fees

       193  

Trustee fees

       678  

Professional fees

       720  

Shareholder reports

       398  

Other expenses

       311  
    

 

 

 

Total expenses before reductions

       61,129  

Less expenses voluntarily waived/reimbursed by the Manager

       (11,650 )

Less expense contractually waived/reimbursed by the Manager

       (32,620 )
    

 

 

 

Net expenses

       16,859  
    

 

 

 

Net Investment Income/(Loss)

       (16,859 )
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

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

       (6,595 )

Net realized gains/(losses) on futures contracts

       (52,920 )

Change in net unrealized appreciation/depreciation on investments

       (794,395 )
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       (853,910 )
    

 

 

 

Change in Net Assets Resulting From Operations

     $ (870,769 )
    

 

 

 

 

(a) For the period April 27, 2015 (commencement of operations) to December 31, 2015.
 

 

See accompanying notes to the financial statements.

 

5


Statements of Changes in Net Assets

 

     AZL MVP DFA Multi-Strategy Fund
     

April 27, 2015

to

December 31,

2015 (a)

Change In Net Assets:

    

Operations:

    

Net investment income/(loss)

     $ (16,859 )

Net realized gains/(losses) on investment transactions

       (59,515 )

Change in unrealized appreciation/depreciation on investments

       (794,395 )
    

 

 

 

Change in net assets resulting from operations

       (870,769 )
    

 

 

 

Capital Transactions:

    

Proceeds from shares issued

       27,572,107  

Value of shares redeemed

       (614,046 )
    

 

 

 

Change in net assets resulting from capital transactions

       26,958,061  
    

 

 

 

Change in net assets

       26,087,292  

Net Assets:

    

Beginning of period

       —  
    

 

 

 

End of period

     $ 26,087,292  
    

 

 

 

Accumulated net investment income/(loss)

     $ —  
    

 

 

 

Share Transactions:

    

Shares issued

       2,809,530  

Shares redeemed

       (63,490 )
    

 

 

 

Change in shares

       2,746,040  
    

 

 

 

 

(a) For the period April 27, 2015 (commencement of operations) to December 31, 2015.

 

See accompanying notes to the financial statements.

 

6


AZL MVP DFA Multi-Strategy Fund

Financial Highlights

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

 

     

April 27, 2015

to

December 31,

2015 (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

       (0.49 )
    

 

 

 

Total from Investment Activities

       (0.50 )
    

 

 

 

Net Asset Value, End of Period

     $ 9.50  
    

 

 

 

Total Return(b)

       (5.00 )%(c)

Ratios to Average Net Assets/Supplemental Data:

    

Net Assets, End of Period (000’s)

     $ 26,087  

Net Investment Income/(Loss)(d)

       (0.14 )%

Expenses Before Reductions*(d)(e)

       0.52 %

Expenses Net of Reductions*(d)

       0.14 %

Portfolio Turnover Rate(d)

       2 %

 

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

 

(a) For the period April 27, 2015 (commencement of operations) to December 31, 2015.

 

(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 such fee reductions had not occurred, the ratios would have been as indicated.

 

See accompanying notes to the financial statements.

 

7


AZL MVP DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2015

 

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 13 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP DFA Multi-Strategy Fund (the “Fund”), and 12 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests primarily 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. Currently, the Fund only offers its shares to separate accounts of Allianz Life Insurance Company of North America and Allianz Life Insurance Company of New York, affiliates of the Trust and the Manager, as defined below.

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 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.

 

8


AZL MVP DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2015

 

Futures Contracts

During the period ended December 31, 2015, 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 $1.2 million as of December 31, 2015. The monthly average notional amount for these contracts was $800 thousand for the year ended December 31, 2015. 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, 2015:

 

   

Asset Derivatives

   

Liability Derivatives

 
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   $ 530      Payable for variation margin on futures contracts   $ —   

Interest Rate Risk Exposure

       
Interest Rate       —          2,342   

 

* 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 period ended December 31, 2015:

 

Primary Risk Exposure   Location of Gains/(Losses)
on Derivatives
Recognized in Income
   Realized Gains/(Losses)
on Derivatives
Recognized in Income
    

Change in 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    $ (52,569 )     $ 530   

Interest Rate Risk Exposure

       
Interest Rate        (351 )       (2,342 ) 

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, acquired fund fees and expenses, 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, 2017. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the period ended December 31, 2015, the annual rate due to the Manager and the annual expense limit were as follows:

 

        Annual Rate*      Annual Expense Limit**
AZL MVP DFA Multi-Strategy Fund      0.20%          0.30 %

 

* The Manager voluntarily reduced the management fee to 0.10% on all assets. The Manager reserves the right to increase the management fee to the amount shown in the table above at any time.

 

** The Manager reduced the annual expense limit to 0.15% on all assets through April 30, 2017. Without this temporary reduction, the annual expense limit would be as shown.

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 period are reflected on the Statement of Operations as “Recoupment of prior expenses reimbursed by the Manager.”

 

9


AZL MVP DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2015

 

At December 31, 2015, the reimbursements that are subject to repayment by the Fund in subsequent years were as follows:

 

        Expires
12/31/2018
     Total
AZL MVP DFA Multi-Strategy Fund      $32,620        $ 32,620  

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.

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, 2015, 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 period ended December 31, 2015 is as follows:

 

      Fair Value
12/31/14
  

Purchases

at Cost

  

Proceeds from

Sales

   Fair Value
12/31/15
  

Dividend

Income

AZL DFA Emerging Markets Core Equity Fund

     $ —        $ 1,525,429        $ —        $ 1,306,652        $ —  

AZL DFA Five-Year Global Fixed Income Fund

       —          10,077,760          (85,545 )        9,943,121          —  

AZL DFA International Core Equity Fund

       —          1,933,251          (8,167 )        1,813,335          —  

AZL DFA U.S. Core Equity Fund

       —          9,486,274          (150,933 )        9,063,066          —  

AZL DFA U.S. Small Cap Fund

       —          2,746,851          (16,684 )        2,582,883          —  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ —        $ 25,769,565        $ (261,329 )      $ 24,709,057        $ —  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

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, 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. Prior to April 1, 2015, Citi also served as transfer agent for the Trust under the same agreement. The Administrator was entitled to annual account fees related to the transfer agency system, an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair value services, 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.” Effective April 1, 2015, the Trust’s transfer agent became SunGard Investor Services, LLC.

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 Senior Counsel. During the period ended December 31, 2015, $78 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 period ended December 31, 2015, actual Trustee compensation was $1,165,450 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

 

10


AZL MVP DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2015

 

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 period ended December 31, 2015, 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, 2015 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Company

       $ 24,709,057          $ —          $ 24,709,057  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

         24,709,057            —            24,709,057  
      

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                    

Futures Contracts

         (1,812 )          —            (1,812 )
      

 

 

        

 

 

        

 

 

 

Total Investments

       $ 24,707,245          $ —          $ 24,707,245  
      

 

 

        

 

 

        

 

 

 

 

* 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 period ended December 31, 2015, 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 DFA Multi-Strategy Fund

       $ 25,769,565          $ 261,329  

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.

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.

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, 2015 is $25,508,235. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ —   

Unrealized depreciation

    (799,178 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ (799,178 ) 
 

 

 

 

As of the end of its tax year ended December 31, 2015, 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.

 

11


AZL MVP DFA Multi-Strategy Fund

Notes to the Financial Statements

December 31, 2015

 

CLCFs not subject to expiration:

 

        Short Term
Amount
     Long Term
Amount
     Total
Amount

AZL MVP DFA Multi-Strategy Fund

       $ 21,893          $ 32,839          $ 54,732  

As of December 31, 2015, 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 DFA Multi-Strategy Fund

       $ —          $ —          $ (54,732 )        $ (799,178 )        $ (853,910 )

 

(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 DFA Multi-Strategy Fund (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the schedule of portfolio investments, as of December 31, 2015, and the related statements of operations and changes in net assets, and the financial highlights for the period April 27, 2015 (commencement of operations) to December 31, 2015. 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, 2015, 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 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 AZL MVP DFA Multi-Strategy Fund as of December 31, 2015, the results of its operations, the changes in its net assets, and the financial highlights for the period April 27, 2015 to December 31, 2015, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Columbus, Ohio

February 26, 2016

 

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, 2017.

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 2015. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2015, and at an “in person” Board of Trustees meeting held October 20, 2015. The Agreement was approved at the Board meeting of October 20, 2015. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2017. 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 2015 contract review process, Trustees received extensive information on the performance results of each of the Funds. This included, for example, performance 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. This included Lipper performance information on all of the Funds for the previous quarter, and previous one, three and five year periods, to the extent the Funds were in existence for such periods. For example, in connection with the Board of Trustees meeting held October 20, 2015, the Manager reported that for the three year period ended June 30, 2015, for the 11 Funds for which three year performance information was available, five Funds were in the top 40%, four Funds were in the middle 20% and two Funds were in the bottom 20%. For the 12 Funds for which one year performance information was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one Fund was in the middle 20%, and two Funds were in the bottom 40%. The Manager also reported that for the six Funds for which five year performance information was available, for the five year period ended June 30, 2015, two were in the top 40%, one was in the middle 20%, and three were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the nine Funds for which three year performance information was available, for the three year period ended June 30, 2015, seven Funds were in the top 40%, and two Funds were in the middle 20%. For the 10 Funds for which one year performance was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one was in the middle 20%, and two were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015, 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 four MVP Fusion Funds the advisory fee paid put these Funds in the 37th percentile of the customized peer group. The Manager reported that for three 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 DFA Multi-Strategy, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity and Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 10th percentile of the customized peer group, and for the AZL DFA Multi-Strategy Fund, the advisory fee was in the 15th percentile. 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 2012 through June 30, 2015. 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, 2015 were approximately $10.6 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.7 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, 2016, 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)

Non-Interested Trustees(1)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Peter R. Burnim, Age 68
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, LDN Risk Management and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; and Expert Witness, Massachusetts Department of Revenue, 2011 to present.   49   Argus Group Holdings and Subsidiaries; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; Bank of Bermuda NY; Sterling Trust (Cayman) Ltd.; and LDN Risk Management and Subsidiaries.
Peggy L. Ettestad, Age 58
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   49   Luther College
Roger A. Gelfenbien, Age 72
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   49   Virtus Funds (8 Funds)
Claire R. Leonardi, Age 60
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Chief Executive Officer, Health eSense Inc., 2015 to Present; CEO, Connecticut Innovations, Inc., 2012 to 2015; General Partner, Fairview Capital, L.P., 1994 to 2012   49   reSet Social Enterprise Investment Fund; Connecticut Technology Council; and Connecticut Bioscience Innovation Fund
Dickson W. Lewis, Age 67
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; 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   49   None
Peter W. McClean, Age 71
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   49   PNMAC Opportunity Fund and Northeast Bank
Arthur C. Reeds III, Age 71
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   49   Connecticut Water Service, Inc.

Interested Trustees(3)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Robert DeChellis, Age 48
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   49   None

Brian Muench, Age 45

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   49   None

 

17


Officers

 

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

Brian Muench, Age 45

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.
Michael Radmer, Age 70
Dorsey & Whitney LLP,
Suite 1500 50 South Sixth Street
Minneapolis, MN 55402-1498
   Secretary    Since 02/02    Senior Counsel (previously, Partner), Dorsey and Whitney LLP since 1976.
Scott Rhodes, Age 56
Citi Fund Services Ohio, Inc.
3435 Stelzer Road
Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/15    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer, Age 47
5701 Golden Hills Drive
Minneapolis, MN 55416
   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 02/14    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.

The Fund’s Statement of Additional Information (“SAI”) contains additional information about the Fund’s Trustees and Officers. The SAI is available upon request, without charge, by calling toll free 1-800-624-0197.

 

18


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.   
These Funds are not FDIC Insured.    ANNRPT1215 2/16


AZL MVP Franklin Templeton Founding Strategy Plus Fund

Annual Report

December 31, 2015

 

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, 2015?

For the year ended December 31, 2015, the AZL® MVP Franklin Templeton Founding Strategy Plus Fund returned -6.21%. That compared to a 1.38%, 0.55% and a 1.20% total return for its benchmarks, the S&P 500 Index1, the Barclays U.S. Aggregate Bond Index1, and the Balanced Composite Index1, respectively.

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 expanded moderately during the reporting period. As measured by the MSCI World Index, stocks in global developed markets overall were nearly unchanged for the year amid some positive developments. However, worries about China’s slowing economy and tumbling stock market, declining commodity prices, geopolitical tensions between Russia and Turkey, and ongoing uncertainty over the U.S. Federal Reserve’s (the Fed) timing for raising interest rates weighed on global stocks at times.

Toward the year’s end, equity markets recovered somewhat as the Fed increased its federal funds target range after maintaining a near-zero rate for seven years, alleviating some uncertainty about a change in the U.S. monetary policy. During the year, oil prices declined sharply largely due to strong global supply, and gold and other commodity prices also fell. The U.S. dollar appreciated against most currencies during the period, which reduced returns of many foreign assets in U.S. dollar terms.

The Fund’s absolute performance benefited from its component funds’ equity holdings in the health care sector. However, the energy and industrials sectors weighed on absolute returns. While holdings in Israel performed well, most other regions declined.*

The Fund’s relative performance was hindered by stock selection in its underlying funds, including the AZL Templeton Growth Strategy Fund’s holdings in the industrials, consumer discretionary and telecommunication services sectors. Detractors for the AZL Franklin Mutual Shares Strategy Fund included holdings in a U.S. utility provider, a natural resources company and an oil and gas producer. Additionally, the AZL Templeton Global Bond

Strategy Fund’s interest rate strategies and select bond duration exposures in Europe and the U.S. detracted from relative performance. The AZL Franklin Income Strategy Fund’s fixed income assets remained positioned largely in high-yield corporate bonds, which posted negative returns as yield spreads over Treasuries widened. Among fixed income investments across the underlying funds, energy and materials were the primary detractors to relative returns.*

In contrast, fixed income securities of large U.S. banks and information technology holdings benefited the Fund’s relative performance. Investments by the AZL Franklin Mutual Shares Strategy Fund in a U.S. software company, a manufacturer of injection drugs and biosimilars, and a pharmaceutical company with treatments for cancer, psoriasis and rheumatoid arthritis were key contributors to the Fund’s relative performance.*

Some of the Fund’s underlying funds employed currency positions during the period, to varying effect. For example, the AZL Franklin Mutual Shares Strategy Fund held currency forwards with the goal of hedging the currency risk of the fund’s non-U.S. dollar investments. The hedges had a positive impact on the Fund’s performance. Net negative exposure to the euro within the AZL Templeton Global Bond Strategy Fund was a relative contributor. However, exposure to several other currencies that also depreciated had a negative effect on relative returns.*

The MVP risk management process worked as intended and largely maintained a neutral equity allocation for most of the year relative to its target. However, as volatility increased toward the end of the third quarter the MVP process reduced the Fund’s equity exposure. Over the full year, the MVP risk management process resulted in a drag on 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, 2015.
1  For a complete description of the Fund’s performance benchmarks please refer to page 2 of this report.
 

 

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, 2015

 

     1
Year
    3
Year
    Since
Inception
(4/30/12)
 

AZL® MVP Franklin Templeton Founding Strategy Plus Fund

     -6.21 %      4.17 %      5.27 % 

S&P 500 Index

     1.38 %      15.13 %      13.33 % 

Barclays U.S. Aggregate Bond Index

     0.55 %      1.44 %      1.93 % 

Balanced Composite Index

     1.20 %      9.62 %      8.78 % 

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 Ratio

   Gross  

AZL® MVP Franklin Templeton Founding Strategy Plus Fund

     1.14 % 

The above expense ratio is based on the current Fund prospectus dated April 27, 2015. 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, 2017. Additional information pertaining to the December 31, 2015 expense ratios can be found in the financial highlights.

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 0.15%.

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 the Standard & Poor’s 500 Index (“S&P 500”), the Barclays U.S. Aggregate Bond Index and the Balanced Composite Index (“Composite”). 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. The Composite is a blended index comprised of (60%) S&P 500 and (40%) Barclays U.S. Aggregate Bond Index. 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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 - 12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 -  12/31/15

AZL MVP Franklin Templeton Founding Strategy Plus Fund

       $ 1,000.00          $ 932.60          $ 0.68            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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 -  12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 -  12/31/15

AZL MVP Franklin Templeton Founding Strategy Plus Fund

       $ 1,000.00          $ 1,024.51          $ 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

      95.0 %

Money Market

      2.4  
   

 

 

 

Total Investment Securities

      97.4  

Net other assets (liabilities)

      2.6  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Franklin Templeton Founding Strategy Plus Fund

Schedule of Portfolio Investments

December 31, 2015

 

Shares    Fair Value  

 

Affiliated Investment Company (95.0%):

  

  24,237,370      AZL Franklin Templeton Founding Strategy Plus Fund    $ 292,302,682  
     

 

 

 

 

Total Affiliated Investment Company (Cost $317,659,911)

     292,302,682  
     

 

 

 

 

Unaffiliated Investment Company (2.4%):

  

  7,405,579      Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.61%(a)      7,405,579  
     

 

 

 

 

Total Unaffiliated Investment Company (Cost $7,405,579)

     7,405,579  
     

 

 

 

 

Total Investment Securities (Cost $325,065,490)(b) — 97.4%

     299,708,261  

 

Net other assets (liabilities) — 2.6%

     7,959,586  
     

 

 

 

 

Net Assets — 100.0%

   $ 307,667,847  
     

 

 

 

Percentages indicated are based on net assets as of December 31, 2015.

 

(a) The rate represents the effective yield at December 31, 2015.

 

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

Futures Contracts

Cash of $8,062,411 has been segregated to cover margin requirements for the following open contracts as of December 31, 2015:

 

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

U.S. Treasury 10-Year Note March Futures

     Long         3/21/16         49       $ 6,169,406      $ (28,483 ) 

S&P 500 Index E-Mini March Futures

     Long         3/18/16         90         9,159,300        9,061  
              

 

 

 

Total

               $ (19,422 ) 
              

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Franklin Templeton Founding Strategy Plus Fund

 

Statement of Assets and Liabilities

December 31, 2015

 

Assets:

    

Investments in non-affiliates, at cost

     $ 7,405,579  

Investments in affiliates, at cost

       317,659,911  
    

 

 

 

Total Investment securities, at cost

     $ 325,065,490  
    

 

 

 

Investments in non-affiliates, at value

     $ 7,405,579  

Investments in affiliates, at value

       292,302,682  
    

 

 

 

Total Investment securities, at value

     $ 299,708,261  

Segregated cash for collateral

       8,062,411  

Receivable for capital shares issued

       39,240  

Receivable for affiliated investments sold

       32,459  

Receivable for variation margin on futures contracts

       14,547  
    

 

 

 

Total Assets

       307,856,918  
    

 

 

 

Liabilities:

    

Cash overdraft

       53,432  

Payable for variation margin on futures contracts

       86,400  

Manager fees payable

       26,241  

Administration fees payable

       4,601  

Custodian fees payable

       564  

Administrative and compliance services fees payable

       1,020  

Trustee fees payable

       750  

Other accrued liabilities

       16,063  
    

 

 

 

Total Liabilities

       189,071  
    

 

 

 

Net Assets

     $ 307,667,847  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 317,202,494  

Accumulated net investment income/(loss)

       11,849,948  

Accumulated net realized gains/(losses) from investment transactions

       3,992,056  

Net unrealized appreciation/(depreciation) on investments

       (25,376,651 )
    

 

 

 

Net Assets

     $ 307,667,847  
    

 

 

 

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

       27,154,704  

Net Asset Value (offering and redemption price per share)

     $ 11.33  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2015

 

Investment Income:

    

Dividends from affiliates

     $ 12,297,987  

Dividends

       498  
    

 

 

 

Total Investment Income

       12,298,485  
    

 

 

 

Expenses:

    

Manager fees

       308,222  

Administration fees

       53,913  

Custodian fees

       2,284  

Administrative and compliance services fees

       5,822  

Trustee fees

       20,288  

Professional fees

       16,506  

Shareholder reports

       30,617  

Recoupment of prior expenses reimbursed by the manager

       5,206  

Other expenses

       5,645  
    

 

 

 

Total expenses

       448,503  
    

 

 

 

Net Investment Income/(Loss)

       11,849,982  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

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

       (517,826 )

Net realized gains distributions from affiliated underlying funds

       7,607,154  

Net realized gains/(losses) on futures contracts

       (2,787,174 )

Change in net unrealized appreciation/depreciation on investments

       (36,121,291 )
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       (31,819,137 )
    

 

 

 

Change in Net Assets Resulting From Operations

     $ (19,969,155 )
    

 

 

 
 

 

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,
2015
   For the
Year Ended
December 31,
2014

Change In Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 11,849,982        $ 3,688,885  

Net realized gains/(losses) on investment transactions

       4,302,154          6,083,757  

Change in unrealized appreciation/depreciation on investments

       (36,121,291 )        (5,362,457 )
    

 

 

      

 

 

 

Change in net assets resulting from operations

       (19,969,155 )        4,410,185  
    

 

 

      

 

 

 

Distributions to Shareholders:

         

From net investment income

       (4,497,810 )        (2,465,868 )

From net realized gains

       (5,307,311 )        (1,821,593 )
    

 

 

      

 

 

 

Change in net assets resulting from distributions to shareholders

       (9,805,121 )        (4,287,461 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       44,569,516          100,908,487  

Proceeds from dividends reinvested

       9,805,121          4,287,461  

Value of shares redeemed

       (14,123,192 )        (12,645,781 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       40,251,445          92,550,167  
    

 

 

      

 

 

 

Change in net assets

       10,477,169          92,672,891  

Net Assets:

         

Beginning of period

       297,190,678          204,517,787  
    

 

 

      

 

 

 

End of period

     $ 307,667,847        $ 297,190,678  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 11,849,948        $ 4,497,800  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       3,651,994          7,973,033  

Dividends reinvested

       857,841          334,435  

Shares redeemed

       (1,143,789 )        (1,026,114 )
    

 

 

      

 

 

 

Change in shares

       3,366,046          7,281,354  
    

 

 

      

 

 

 

 

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,
2015
  Year Ended
December 31,
2014
  Year Ended
December 31,
2013
  April 27, 2012
to
December 31,
2012 (a)

Net Asset Value, Beginning of Period

     $ 12.49       $ 12.39       $ 10.52       $ 10.00  
    

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                

Net Investment Income/(Loss)

       0.43         0.12         0.12         0.13  

Net Realized and Unrealized Gains/(Losses) on Investments

       (1.20 )       0.17         1.75         0.56  
    

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       (0.77 )       0.29         1.87         0.69  
    

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                

Net Investment Income

       (0.18 )       (0.11 )       —         (0.13 )

Net Realized Gains

       (0.21 )       (0.08 )       — (b)       (0.04 )
    

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.39 )       (0.19 )       — (b)       (0.17 )
    

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 11.33       $ 12.49       $ 12.39       $ 10.52  
    

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(c)

       (6.21 )%       2.33 %       17.79 %       6.87 %(d)

Ratios to Average Net Assets/Supplemental Data:

                

Net Assets, End of Period (000’s)

     $ 307,668       $ 297,191       $ 204,518       $ 44,647  

Net Investment Income/(Loss)

       3.85 %       1.42 %       1.75 %       3.46 %

Expenses Before Reductions*(e)

       0.15 %       0.15 %       0.17 %       0.48 %

Expenses Net of Reductions*

       0.15 %       0.15 %       0.15 %       0.15 %

Portfolio Turnover Rate

       4 %       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 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) Excludes fee reductions. 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, 2015

 

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 13 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 12 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests primarily 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. Currently, the Fund only offers its shares to separate accounts of Allianz Life Insurance Company of North America and Allianz Life Insurance Company of New York, affiliates of the Trust and the Manager, as defined below.

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, 2015

 

Futures Contracts

During the year ended December 31, 2015, 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 $15.3 million as of December 31, 2015. The monthly average notional amount for these contracts was $21.7 million for the year ended December 31, 2015. 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, 2015:

 

   

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   $ 9,061      Payable for variation margin on futures contracts   $ —   

Interest Rate Risk Exposure

       
Interest Rate       —          28,483   

 

* 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, 2015:

 

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     $(2,918,962)        $(133,173)   

Interest Rate Risk Exposure

     
Interest Rate       131,788        (59,902 ) 

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, acquired fund fees and expenses, 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, 2017. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2015, 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.”

At December 31, 2015, the contractual reimbursements that are subject to repayment by the Fund in subsequent years were as follows:

 

        Expires
12/31/2016
     Total

AZL MVP Franklin Templeton Founding Strategy Plus Fund

       $ 51          $ 51  

 

9


AZL MVP Franklin Templeton Founding Strategy Plus Fund

Notes to the Financial Statements

December 31, 2015

 

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 year ended December 31, 2015, 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, 2015, 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, 2015 is as follows:

 

      Fair Value
12/31/14
   Purchases
at Cost
   Proceeds from
Sales
   Fair Value
12/31/15
   Dividend
Income

AZL Franklin Templeton Founding Strategy Plus Fund

     $ 283,526,559        $ 56,027,453        $ (10,805,290 )      $ 292,302,682        $ 12,297,987  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ 283,526,559        $ 56,027,453        $ (10,805,290 )      $ 292,302,682        $ 12,297,987  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

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 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. Prior to April 1, 2015, Citi also served as transfer agent for the Trust under the same agreement. The Administrator was entitled to annual account fees related to the transfer agency system, an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair value services, 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.” Effective April 1, 2015, the Trust’s transfer agent became SunGard Investor Services, LLC.

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 Senior Counsel. During the year ended December 31, 2015, $2,956 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, 2015, actual Trustee compensation was $1,165,450 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, 2015, 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, 2015 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Company

       $ 292,302,682          $ —          $ 292,302,682  

Unaffiliated Investment Company

         7,405,579            —            7,405,579  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

         299,708,261            —            299,708,261  
      

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                    

Futures Contracts

         (19,422 )          —            (19,422 )
      

 

 

        

 

 

        

 

 

 

Total Investments

       $ 299,688,839          $ —          $ 299,688,839  
      

 

 

        

 

 

        

 

 

 

 

* 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, 2015

 

5. Security Purchases and Sales

For the year ended December 31, 2015, 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

       $ 56,027,453          $ 10,805,290  

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, 2015 is $325,730,442. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ —  

Unrealized depreciation

    (26,022,181 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ (26,022,181 ) 
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2015 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP Franklin Templeton Founding Strategy Plus Fund

       $ 5,014,758          $ 4,790,363          $ 9,805,121  

 

(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, 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.

As of December 31, 2015, 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

       $ 11,849,947          $ 4,637,586          $ —          $ (26,022,180 )      $ (9,534,647 )

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 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, 2015, 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 or periods in the four-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, 2015, 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 AZL MVP Franklin Templeton Founding Strategy Plus Fund as of December 31, 2015, 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 or periods in the four-year period then ended, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Columbus, Ohio

February 26, 2016

 

12


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2015, 29.06% 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, 2015, the Fund declared net long-term capital gain distributions of $4,790,363.

During the year ended December 31, 2015, the Fund declared net short-term capital gain distributions of $516,924.

 

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, 2017.

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 2015. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2015, and at an “in person” Board of Trustees meeting held October 20, 2015. The Agreement was approved at the Board meeting of October 20, 2015. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2017. 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 2015 contract review process, Trustees received extensive information on the performance results of each of the Funds. This included, for example, performance 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. This included Lipper performance information on all of the Funds for the previous quarter, and previous one, three and five year periods, to the extent the Funds were in existence for such periods. For example, in connection with the Board of Trustees meeting held October 20, 2015, the Manager reported that for the three year period ended June 30, 2015, for the 11 Funds for which three year performance information was available, five Funds were in the top 40%, four Funds were in the middle 20% and two Funds were in the bottom 20%. For the 12 Funds for which one year performance information was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one Fund was in the middle 20%, and two Funds were in the bottom 40%. The Manager also reported that for the six Funds for which five year performance information was available, for the five year period ended June 30, 2015, two were in the top 40%, one was in the middle 20%, and three were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the nine Funds for which three year performance information was available, for the three year period ended June 30, 2015, seven Funds were in the top 40%, and two Funds were in the middle 20%. For the 10 Funds for which one year performance was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one was in the middle 20%, and two were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015, 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 four MVP Fusion Funds the advisory fee paid put these Funds in the 37th percentile of the customized peer group. The Manager reported that for three 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 DFA Multi-Strategy, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity and Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 10th percentile of the customized peer group, and for the AZL DFA Multi-Strategy Fund, the advisory fee was in the 15th percentile. 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 2012 through June 30, 2015. 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, 2015 were approximately $10.6 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.7 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, 2016, 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)

Non-Interested Trustees(1)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Peter R. Burnim, Age 68
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, LDN Risk Management and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; and Expert Witness, Massachusetts Department of Revenue, 2011 to present.   49   Argus Group Holdings and Subsidiaries; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; Bank of Bermuda NY; Sterling Trust (Cayman) Ltd.; and LDN Risk Management and Subsidiaries.
Peggy L. Ettestad, Age 58
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   49   Luther College
Roger A. Gelfenbien, Age 72
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   49   Virtus Funds (8 Funds)
Claire R. Leonardi, Age 60
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Chief Executive Officer, Health eSense Inc., 2015 to Present; CEO, Connecticut Innovations, Inc., 2012 to 2015; General Partner, Fairview Capital, L.P., 1994 to 2012   49   reSet Social Enterprise Investment Fund; Connecticut Technology Council; and Connecticut Bioscience Innovation Fund
Dickson W. Lewis, Age 67
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; 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   49   None
Peter W. McClean, Age 71
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   49   PNMAC Opportunity Fund and Northeast Bank
Arthur C. Reeds III, Age 71
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   49   Connecticut Water Service, Inc.

Interested Trustees(3)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Robert DeChellis, Age 48
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   49   None

Brian Muench, Age 45

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   49   None

 

17


Officers

 

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

Brian Muench, Age 45

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.
Michael Radmer, Age 70
Dorsey & Whitney LLP,
Suite 1500 50 South Sixth Street
Minneapolis, MN 55402-1498
   Secretary    Since 02/02    Senior Counsel (previously, Partner), Dorsey and Whitney LLP since 1976.
Scott Rhodes, Age 56
Citi Fund Services Ohio, Inc.
3435 Stelzer Road
Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/15    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer, Age 47
5701 Golden Hills Drive
Minneapolis, MN 55416
   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 02/14    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.

The Fund’s Statement of Additional Information (“SAI”) contains additional information about the Fund’s Trustees and Officers. The SAI is available upon request, without charge, by calling toll free 1-800-624-0197.

 

18


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.   
These Funds are not FDIC Insured.      ANNRPT1215 2/16   


AZL MVP Fusion Balanced Fund

Annual Report

December 31, 2015

 

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 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, 2015?

For the year ended December 31, 2015, the AZL MVP FusionSM Balanced Fund returned -1.27%. That compared to a 1.38%, 0.55% and a 1.12% total return for its benchmarks, the S&P 500 Index1, the Barclays U.S. Aggregate Bond Index1, and the Balanced Composite Index1, respectively.

The AZL MVP FusionSM Balanced Fund is a fund of funds that achieves broad diversification by investing in underlying funds. It was invested in 32 funds at year-end. The 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.*

U.S. stock returns were fairly muted during the 12 months through December 31, 2015, with the S&P 500 gaining only 1.38%. Financial markets faced significant headwinds during the second half of the year, including the risk of slower global economic growth, the Federal Reserve’s move to normalize monetary policy by raising the federal funds target rate by 0.25%, the challenge corporate earnings faced in growing from already elevated levels, and liquidity and contagion worries in the high-yield bond sector. The U.S. labor market remained a bright spot during the year, with job creation and unemployment trending favorably and wage growth picking up. Industrial activity was challenged in 2015 as a strong U.S. dollar and weak global demand placed pressure on U.S. manufacturers.

Developed international equity markets lagged during the calendar year, with the MSCI EAFE Index2 declining 0.81% over this period. The euro declined significantly against the U.S. dollar, boosting European exports and creating a favorable environment for consumer-related stocks. Europe gained 5% in terms of local currency but declined approximately 3% for U.S. dollar investors. Japanese equities were a bright spot in 2015, gaining approximately 9.6% in U.S. dollar terms.

Emerging markets faced challenges in 2015, dragged down by weak commodity prices; concerns about slowing growth in China and throughout the global economy more broadly; and continued headwinds from a rising U.S. dollar. Against this backdrop the MSCI EM Index3 Index declined 14.60% during the year.

Fixed income markets experienced modest gains, with the Barclays Aggregate Index gaining 0.55% in 2015. The yield on the 10-year Treasury4 note increased 10 basis points (0.10%) to finish the year at 2.27%. Other segments in the fixed income market lagged during the year. Treasury inflation-protected securities5 (TIPS) declined 1.44% during the period as inflation expectations remained low. High-yield bonds struggled in 2015 as liquidity fears and lower oil prices continued to put pressure on leveraged companies in the energy sector. As a result, the Barclays U.S. Corporate High Yield Index6 declined 4.47% for the calendar year. Global bonds also experienced weakness, as the Barclays Global Aggregate Index7 declined 3.15% during the year.

The Fund underperformed the Composite in 2015 due to exposure to a broad range of asset classes that underperformed the Composite, as well as underperformance by a select group of underlying funds.*

Relative performance was hurt by the Fund’s allocation to small- and mid-cap stocks, international stocks and emerging market equities, as well as its exposure to TIPS, high-yield and global bonds. The Fund’s relative performance was also hampered by a select number of underlying funds that lagged their stated benchmarks, most notably those invested in core fixed income, large- and mid-cap equities, international equity and TIPS. A select group of underlying funds within small-cap, international equity and high-yield bonds beat their stated benchmarks, contributing positively to relative performance.*

The MVP risk management process worked as intended and largely maintained a neutral equity allocation for most of the year relative to its target. However, as volatility increased toward the end of the third quarter the MVP process reduced the Fund’s equity exposure. Overall, the impact of the MVP risk management process, which includes the use of derivatives, resulted in a modest drag on 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, 2015.
1  For a complete description of the Fund’s performance benchmarks please refer to page 2 of this report.
2  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.
3  The Morgan Stanley Capital International, Emerging Markets (“MSCI EM”) Index is a free float adjusted market capitalization index that is designed to measure equity market performance of emerging markets.
4  Barclays U.S. Treasury Index measures the performance of the public obligations of the U.S. Treasury with a remaining maturity of one year or more, are non-convertible and are denominated in U.S. dollars. Securities must be rated investment-grade (Baa3/BBB- or higher) by at least two of the following ratings agencies: Moody’s, S&P, Fitch. If only two of the three agencies rate the security, the lower rating is used to determine index eligibility. If only one of the three agencies rates a security, the rating must be investment grade.
5  Barclays U.S. Treasury Inflation-Linked Bond Index measures the performance of the U.S. Treasury Inflation Protected Securities (TIPS) market. Federal Reserve holdings of U.S. TIPS are not index eligible and are excluded from the face amount outstanding of each bond in the index.
6  Barclays U.S. Corporate High Yield Bond Index measures the USD-denominated, high-yield, fixed-rate corporate bond market. Securities are classified as high yield if the middle rating of Moody’s, Fitch and S&P is Ba1/BB+/BB+ or below.
7  Barclays Global Aggregate Index is a measure of global investment-grade debt from 24 local currency markets. This multi-currency benchmark includes treasury, government-related, corporate and securitized fixed-rate bonds from both developed and emerging markets issuers.

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.

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.

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

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, 2015

 

     1
Year
    3
Year
    5
Year
    10
Year
 

AZL MVP FusionSM Balanced Fund

     -1.27 %      4.80 %      4.90 %      4.29 % 

S&P 500 Index

     1.38 %      15.13 %      12.57 %      7.31 % 

Barclays U.S. Aggregate Bond Index

     0.55 %      1.44 %      3.25 %      4.51 % 

Balanced Composite Index

     1.12 %      8.25 %      8.09 %      6.32 % 

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 Ratio

   Gross  

AZL MVP FusionSM Balanced Fund

     1.03 % 

The above expense ratio is based on the current Fund prospectus dated April 27, 2015. 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, 2017. Additional information pertaining to the December 31, 2015 expense ratios can be found in the financial highlights.

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 the Standard & Poor’s 500 Index (“S&P 500”), the Barclays U.S. Aggregate Bond Index and the Balanced Composite Index (“Composite”). 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. The Composite is a blended index comprised of (50%) S&P 500 and (50%) Barclays U.S. Aggregate Bond Index. 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
7/1/15
    

Ending

Account Value
12/31/15

     Expenses Paid
During Period
7/1/15 - 12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 - 12/31/15

AZL MVP Fusion Balanced Fund

       $ 1,000.00          $ 971.70          $ 1.09            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
7/1/15

    

Ending

Account Value
12/31/15

     Expenses Paid
During Period
7/1/15 - 12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 - 12/31/15

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

      47.7 %

Domestic Equities

      31.6  

International Equities

      15.7  

Money Market

      2.9  
   

 

 

 

Total Investment Securities

      97.9  

Net other assets (liabilities)

      2.1  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Fusion Balanced Fund

Schedule of Portfolio Investments

December 31, 2015

 

Shares            Fair Value  

 

Affiliated Investment Companies (95.0%):

  

  1,159,883      AZL BlackRock Capital Appreciation Fund    $ 17,804,205  
  1,304,506      AZL Boston Company Research Growth Fund      17,832,600  
  1,295,195      AZL DFA International Core Equity Fund      11,695,614  
  1,247,573      AZL DFA U.S. Core Equity Fund      11,839,464  
  1,868,858      AZL DFA U.S. Small Cap Fund      17,193,496  
  1,001,527      AZL Federated Clover Small Value Fund      17,276,335  
  1,985,634      AZL Gateway Fund      23,748,181  
  1,597,205      AZL International Index Fund      23,031,702  
  2,159,869      AZL Invesco Growth and Income Fund      29,244,633  
  2,148,660      AZL Invesco International Equity Fund      35,302,480  
  2,494,769      AZL JPMorgan International Opportunities Fund      41,138,740  
  2,521,751      AZL JPMorgan U.S. Equity Fund      41,104,543  
  13,100,019      AZL MetWest Total Return Bond Fund      131,131,192  
  913,780      AZL MFS Investors Trust Fund      17,782,165  
  1,379,062      AZL MFS Mid Cap Value Fund      11,763,400  
  2,790,828      AZL MFS Value Fund      35,220,247  
  554,101      AZL Mid Cap Index Fund      11,691,526  
  1,697,679      AZL Morgan Stanley Global Real Estate Fund      17,842,604  
  873,741      AZL Multi-Manager Mid Cap Growth Fund      11,480,951  
  2,278,448      AZL NFJ International Value Fund      22,123,729  
  1,795,265      AZL Oppenheimer Discovery Fund      22,692,149  
  13,339,418      AZL Pyramis Total Bond Fund      131,393,263  
Shares            Fair Value  

 

Affiliated Investment Companies, continued

  

  1,352,099      AZL Russell 1000 Growth Index Fund    $ 20,714,157  
  3,858,520      AZL Russell 1000 Value Index Fund      49,813,499  
  1,756,511      AZL Schroder Emerging Markets Equity Fund, Class 2      10,609,329  
  1,508,338      AZL Wells Fargo Large Cap Growth Fund      17,753,139  
  1,564,104      NFJ Dividend Value Portfolio      17,517,968  
  1,372,605      PIMCO PVIT Global Advantage Strategy Bond Portfolio      12,037,749  
  4,893,029      PIMCO PVIT High Yield Portfolio      35,523,393  
  6,908,226      PIMCO PVIT Low Duration Portfolio      70,809,315  
  3,960,745      PIMCO PVIT Real Return Portfolio      47,251,691  
  12,373,697      PIMCO PVIT Total Return Portfolio      130,913,717  
     

 

 

 

 

Total Affiliated Investment Companies (Cost $1,003,692,897)

     1,113,277,176  
     

 

 

 

 

Unaffiliated Investment Company (2.9%):

  
  33,764,502      Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.61%(a)      33,764,502  
     

 

 

 

 

Total Unaffiliated Investment Company (Cost $33,764,502)

     33,764,502  
     

 

 

 

 

Total Investment Securities (Cost $1,037,457,399)(b) — 97.9%

     1,147,041,678  

 

Net other assets (liabilities) — 2.1%

     24,328,087  
     

 

 

 

 

Net Assets — 100.0%

   $ 1,171,369,765  
     

 

 

 
 
Percentages indicated are based on net assets as of December 31, 2015.

 

(a) The rate represents the effective yield at December 31, 2015.

 

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

Futures Contracts

Cash of $24,996,290 has been segregated to cover margin requirements for the following open contracts as of December 31, 2015:

 

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

U.S. Treasury 10-Year Note March Futures

     Long         3/21/16         233       $ 29,336,156      $ (134,662 ) 

S&P 500 Index E-Mini March Futures

     Long         3/18/16         286         29,106,220        29,585  
              

 

 

 

Total

               $ (105,077 ) 
              

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Fusion Balanced Fund

 

Statement of Assets and Liabilities

December 31, 2015

 

Assets:

    

Investments in non-affiliates, at cost

     $ 33,764,502  

Investments in affiliates, at cost

       1,003,692,897  
    

 

 

 

Total Investment securities, at cost

     $ 1,037,457,399  
    

 

 

 

Investments in non-affiliates, at value

     $ 33,764,502  

Investments in affiliates, at value

       1,113,277,176  
    

 

 

 

Total Investment securities, at value

     $ 1,147,041,678  

Cash

       41,634  

Segregated cash for collateral

       24,996,290  

Interest and dividends receivable

       63,625  

Receivable for capital shares issued

       4,732  

Receivable for variation margin on futures contracts

       69,980  
    

 

 

 

Total Assets

       1,172,217,939  
    

 

 

 

Liabilities:

    

Payable for affiliated investments purchased

       41,634  

Payable for capital shares redeemed

       288,968  

Payable for variation margin on futures contracts

       274,072  

Manager fees payable

       200,408  

Administration fees payable

       4,835  

Custodian fees payable

       1,189  

Administrative and compliance services fees payable

       3,857  

Trustee fees payable

       2,835  

Other accrued liabilities

       30,376  
    

 

 

 

Total Liabilities

       848,174  
    

 

 

 

Net Assets

     $ 1,171,369,765  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 994,239,373  

Accumulated net investment income/(loss)

       25,843,573  

Accumulated net realized gains/(losses) from investment transactions

       41,807,617  

Net unrealized appreciation/(depreciation) on investments

       109,479,202  
    

 

 

 

Net Assets

     $ 1,171,369,765  
    

 

 

 

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

       96,399,620  

Net Asset Value (offering and redemption price per share)

     $ 12.15  
    

 

 

 

 

Statement of Operations

For the Year Ended December 31, 2015

 

Investment Income:

    

Dividends from affiliates

     $ 25,171,125  

Dividends

       2,233  
    

 

 

 

Total Investment Income

       25,173,358  
    

 

 

 

Expenses:

    

Manager fees

       2,496,646  

Administration fees

       59,193  

Custodian fees

       2,922  

Administrative and compliance services fees

       18,593  

Trustee fees

       64,923  

Professional fees

       51,627  

Shareholder reports

       31,095  

Other expenses

       21,099  
    

 

 

 

Total expenses

       2,746,098  
    

 

 

 

Net Investment Income/(Loss)

       22,427,260  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

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

       23,238,158  

Net realized gains distributions from affiliated underlying funds

       39,011,377  

Net realized gains/(losses) on futures contracts

       (2,055,768 )

Change in net unrealized appreciation/depreciation on investments

       (97,957,526 )
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       (37,763,759 )
    

 

 

 

Change in Net Assets Resulting From Operations

     $ (15,336,499 )
    

 

 

 
 

 

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,
2015
   For the
Year Ended
December 31,
2014

Change In Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 22,427,260        $ 14,545,010  

Net realized gains/(losses) on investment transactions

       60,193,767          52,165,650  

Change in unrealized appreciation/depreciation on investments

       (97,957,526 )        (8,187,229 )
    

 

 

      

 

 

 

Change in net assets resulting from operations

       (15,336,499 )        58,523,431  
    

 

 

      

 

 

 

Distributions to Shareholders:

         

From net investment income

       (16,427,356 )        (17,586,673 )

From net realized gains

       (49,423,384 )        —  
    

 

 

      

 

 

 

Change in net assets resulting from distributions to shareholders

       (65,850,740 )        (17,586,673 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       32,451,523          29,886,573  

Proceeds from dividends reinvested

       65,850,740          17,586,673  

Value of shares redeemed

       (126,317,790 )        (90,500,923 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       (28,015,527 )        (43,027,677 )
    

 

 

      

 

 

 

Change in net assets

       (109,202,766 )        (2,090,919 )

Net Assets:

         

Beginning of period

       1,280,572,531          1,282,663,450  
    

 

 

      

 

 

 

End of period

     $ 1,171,369,765        $ 1,280,572,531  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 25,843,573        $ 16,427,354  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       2,500,941          2,325,667  

Dividends reinvested

       5,424,279          1,359,094  

Shares redeemed

       (9,790,478 )        (7,031,350 )
    

 

 

      

 

 

 

Change in shares

       (1,865,258 )        (3,346,589 )
    

 

 

      

 

 

 

 

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,
      2015   2014   2013   2012   2011

Net Asset Value, Beginning of Period

     $ 13.03       $ 12.62       $ 11.52       $ 10.55       $ 10.92  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                    

Net Investment Income/(Loss)

       0.24         0.15         0.12         0.17         0.17  

Net Realized and Unrealized Gains/(Losses) on Investments

       (0.42 )       0.44         1.19         1.03         (0.27 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       (0.18 )       0.59         1.31         1.20         (0.10 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                    

Net Investment Income

       (0.17 )       (0.18 )       (0.21 )       (0.23 )       (0.27 )

Net Realized Gains

       (0.53 )       —         —         —         —  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.70 )       (0.18 )       (0.21 )       (0.23 )       (0.27 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 12.15       $ 13.03       $ 12.62       $ 11.52       $ 10.55  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(a)

       (1.27 )%       4.59 %       11.46 %       11.39 %       (0.90 )%

Ratios to Average Net Assets/Supplemental Data:

                    

Net Assets, End of Period (000’s)

     $ 1,171,370       $ 1,280,573       $ 1,282,663       $ 1,017,893       $ 909,669  

Net Investment Income/(Loss)

       1.80 %       1.13 %       1.27 %       1.48 %       1.85 %

Expenses Before Reductions*(b)

       0.22 %       0.22 %       0.22 %       0.23 %       0.23 %

Expenses Net of Reductions*

       0.22 %       0.22 %       0.21 %       0.18 %       0.18 %

Portfolio Turnover Rate(c)

       11 %       23 %       6 %       32 %       20 %

 

* 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 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, 2015

 

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 13 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP Fusion Balanced Fund (the “Fund”), and 12 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests primarily 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. Currently, the Fund only offers its shares to separate accounts of Allianz Life Insurance Company of North America and Allianz Life Insurance Company of New York, affiliates of the Trust and the Manager, as defined below.

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 Balanced Fund

Notes to the Financial Statements

December 31, 2015

 

Futures Contracts

During the year ended December 31, 2015, 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 $58.4 million as of December 31, 2015. The monthly average notional amount for these contracts was $64.6 million for the year ended December 31, 2015. 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, 2015:

 

   

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   $ 29,585      Payable for variation margin on futures contracts   $ —   
Interest Rate Risk Exposure        
Interest Rate       —          134,662   

 

* 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, 2015:

 

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    $ (2,794,546 )     $ (479,011 ) 
Interest Rate Risk Exposure        
Interest Rate        738,778         (307,214 ) 

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, acquired fund fees and expenses, 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, 2017. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2015, 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, 2015, 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 year ended December 31, 2015, there were no voluntary waivers.

 

9


AZL MVP Fusion Balanced Fund

Notes to the Financial Statements

December 31, 2015

 

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, 2015, 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, 2015 is as follows:

 

      Fair Value
12/31/14
   Purchases
at Cost
   Proceeds from
Sales
   Fair Value
12/31/15
   Dividend
Income

AZL BlackRock Capital Appreciation Fund

     $ 19,875,712        $ 4,103,260        $ (3,448,723 )      $ 17,804,205        $ —  

AZL Boston Company Research Growth Fund

       19,727,257          2,609,049          (2,988,138 )        17,832,600          35,948  

AZL DFA International Core Equity Fund

       —          12,975,200          (23,734 )        11,695,614          —  

AZL DFA U.S. Core Equity Fund

       —          12,975,200          (489,836 )        11,839,464          —  

AZL DFA U.S. Small Cap Fund

       —          19,538,173          (850,871 )        17,193,496          —  

AZL Federated Clover Small Cap Value Fund

       26,186,044          3,144,943          (8,022,511 )        17,276,335          168,147  

AZL Gateway Fund

       26,259,806          292,641          (3,034,778 )        23,748,181          292,641  

AZL International Index Fund

       36,428,892          1,184,129          (14,646,711 )        23,031,702          993,378  

AZL Invesco Growth and Income Fund

       32,548,310          4,197,810          (2,369,532 )        29,244,633          947,005  

AZL Invesco International Equity Fund

       37,266,902          3,760,371          (2,072,998 )        35,302,480          591,846  

AZL JPMorgan International Opportunities Fund

       49,084,204          3,304,520          (10,743,346 )        41,138,740          1,057,875  

AZL JPMorgan U.S. Equity Fund

       51,657,319          586,491          (11,023,443 )        41,104,543          499,120  

AZL MetWest Total Return Bond Fund

       142,794,878          4,790,916          (15,675,801 )        131,131,192          138,434  

AZL MFS Investors Trust Fund

       19,852,080          2,707,925          (2,120,831 )        17,782,165          144,710  

AZL MFS Mid Cap Value Fund

       13,475,398          3,638,977          (1,449,698 )        11,763,400          78,846  

AZL MFS Value Fund

       38,891,140          822,804          (3,456,323 )        35,220,247          822,804  

AZL Mid Cap Index Fund

       13,461,097          922,284          (1,497,448 )        11,691,526          137,889  

AZL Morgan Stanley Global Real Estate Fund

       19,811,486          895,999          (1,961,270 )        17,842,604          722,736  

AZL Muliti-Manager Mid Cap Growth Fund

       13,110,612          2,131,838          (1,035,952 )        11,480,951          —  

AZL NFJ International Value Fund

       24,048,617          2,983,059          (1,106,536 )        22,123,729          668,800  

AZL Oppenheimer Discovery Fund

       32,684,920          4,239,674          (12,247,887 )        22,692,149          —  

AZL Pyramis Total Bond Fund

       143,165,670          5,535,688          (13,470,278 )        131,393,263          2,710,362  

AZL Russell 1000 Growth Index Fund

       29,398,512          3,058,784          (10,228,109 )        20,714,157          226,949  

AZL Russell 1000 Value Index Fund

       54,709,819          4,584,218          (2,794,663 )        49,813,499          832,923  

AZL Schroder Emerging Markets Equity Fund, Class 2

       11,804,530          1,249,042          (353,233 )        10,609,329          120,409  

AZL Wells Fargo Large Cap Growth Fund

       19,884,319          7,451          (3,051,166 )        17,753,139          7,451  

NFJ Dividend Value Portfolio

       19,823,707          2,104,425          (644,577 )        17,517,968          333,121  

PIMCO PVIT Global Advantage Strategy Bond Portfolio

       12,318,514          1,017,250          (400,443 )        12,037,749          250,491  

PIMCO PVIT High Yield Portfolio

       38,611,944          2,608,224          (2,601,739 )        35,523,393          2,003,065  

PIMCO PVIT Low Duration Portfolio

       76,991,971          3,152,935          (7,053,362 )        70,809,315          2,545,144  

PIMCO PVIT Real Return Portfolio

       50,425,165          3,132,115          (2,931,393 )        47,251,691          2,039,371  

PIMCO PVIT Total Return Portfolio

       142,843,162          14,046,369          (18,438,109 )        130,913,717          6,801,660  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ 1,217,141,987        $ 132,301,764        $ (162,233,439 )      $ 1,113,277,176        $ 25,171,125  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

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 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. Prior to April 1, 2015, Citi also served as transfer agent for the Trust under the same agreement. The Administrator was entitled to annual account fees related to the transfer agency system, an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair value services, 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.” Effective April 1, 2015, the Trust’s transfer agent became SunGard Investor Services, LLC.

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 Senior Counsel. During the year ended December 31, 2015, $12,216 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, 2015, actual Trustee compensation was $1,165,450 in total for both trusts.

 

10


AZL MVP Fusion Balanced Fund

Notes to the Financial Statements

December 31, 2015

 

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, 2015, 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, 2015 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Company

       $ 1,113,277,176          $ —          $ 1,113,277,176  

Unaffiliated Investment Company

         33,764,502            —            33,764,502  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

         1,147,041,678            —            1,147,041,678  
      

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                    

Futures Contracts

         (105,077 )          —            (105,077 )
      

 

 

        

 

 

        

 

 

 

Total Investments

       $ 1,146,936,601          $ —          $ 1,146,936,601  
      

 

 

        

 

 

        

 

 

 

 

* 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, 2015, 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

       $ 132,301,764          $ 162,233,439  

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.

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.

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, 2015 is $1,051,663,744. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 127,208,325   

Unrealized depreciation

    (31,830,391 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 95,377,934   
 

 

 

 

 

11


AZL MVP Fusion Balanced Fund

Notes to the Financial Statements

December 31, 2015

 

The tax character of dividends paid to shareholders during the year ended December 31, 2015 were as follows:

 

        Ordinary
Income
    

Net

Long-Term

Capital Gains

    

Total

Distributions(a)

AZL MVP Fusion Balanced Fund

       $ 18,065,942          $ 47,784,798          $ 65,850,740  

 

(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, 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

As of December 31, 2015, 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

       $ 25,843,573          $ 55,908,885          $ —          $ 95,377,934          $ 177,130,392  

 

(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 Balanced Fund (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the schedule of portfolio investments, as of December 31, 2015, 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, 2015, 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 AZL MVP Fusion Balanced Fund as of December 31, 2015, 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 26, 2016

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2015, 19.28% 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, 2015, the Fund declared net long-term capital gain distributions of $47,784,798.

During the year ended December 31, 2015, the Fund declared net short-term capital gain distributions of $1,638,545.

 

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, 2017.

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 2015. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2015, and at an “in person” Board of Trustees meeting held October 20, 2015. The Agreement was approved at the Board meeting of October 20, 2015. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2017. 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 2015 contract review process, Trustees received extensive information on the performance results of each of the Funds. This included, for example, performance 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. This included Lipper performance information on all of the Funds for the previous quarter, and previous one, three and five year periods, to the extent the Funds were in existence for such periods. For example, in connection with the Board of Trustees meeting held October 20, 2015, the Manager reported that for the three year period ended June 30, 2015, for the 11 Funds for which three year performance information was available, five Funds were in the top 40%, four Funds were in the middle 20% and two Funds were in the bottom 20%. For the 12 Funds for which one year performance information was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one Fund was in the middle 20%, and two Funds were in the bottom 40%. The Manager also reported that for the six Funds for which five year performance information was available, for the five year period ended June 30, 2015, two were in the top 40%, one was in the middle 20%, and three were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the nine Funds for which three year performance information was available, for the three year period ended June 30, 2015, seven Funds were in the top 40%, and two Funds were in the middle 20%. For the 10 Funds for which one year performance was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one was in the middle 20%, and two were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015, 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 four MVP Fusion Funds the advisory fee paid put these Funds in the 37th percentile of the customized peer group. The Manager reported that for three 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 DFA Multi-Strategy, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity and Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 10th percentile of the customized peer group, and for the AZL DFA Multi-Strategy Fund, the advisory fee was in the 15th percentile. 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 2012 through June 30, 2015. 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, 2015 were approximately $10.6 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.7 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, 2016, 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)

Non-Interested Trustees(1)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Peter R. Burnim, Age 68
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, LDN Risk Management and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; and Expert Witness, Massachusetts Department of Revenue, 2011 to present.   49   Argus Group Holdings and Subsidiaries; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; Bank of Bermuda NY; Sterling Trust (Cayman) Ltd.; and LDN Risk Management and Subsidiaries.
Peggy L. Ettestad, Age 58
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   49   Luther College
Roger A. Gelfenbien, Age 72
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   49   Virtus Funds (8 Funds)
Claire R. Leonardi, Age 60
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Chief Executive Officer, Health eSense Inc., 2015 to Present; CEO, Connecticut Innovations, Inc., 2012 to 2015; General Partner, Fairview Capital, L.P., 1994 to 2012   49   reSet Social Enterprise Investment Fund; Connecticut Technology Council; and Connecticut Bioscience Innovation Fund
Dickson W. Lewis, Age 67
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; 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   49   None
Peter W. McClean, Age 71
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   49   PNMAC Opportunity Fund and Northeast Bank
Arthur C. Reeds III, Age 71
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   49   Connecticut Water Service, Inc.

Interested Trustees(3)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Robert DeChellis, Age 48
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   49   None

Brian Muench, Age 45

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   49   None

 

18


Officers

 

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

Brian Muench, Age 45

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.
Michael Radmer, Age 70
Dorsey & Whitney LLP,
Suite 1500 50 South Sixth Street
Minneapolis, MN 55402-1498
   Secretary    Since 02/02    Senior Counsel (previously, Partner), Dorsey and Whitney LLP since 1976.
Scott Rhodes, Age 56
Citi Fund Services Ohio, Inc.
3435 Stelzer Road
Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/15    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer, Age 47
5701 Golden Hills Drive
Minneapolis, MN 55416
   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 02/14    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.

The Fund’s Statement of Additional Information (“SAI”) contains additional information about the Fund’s Trustees and Officers. The SAI is available upon request, without charge, by calling toll free 1-800-624-0197.

 

19


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.   
These Funds are not FDIC Insured.      ANNRPT1215 2/16   


AZL MVP Fusion Conservative Fund

Annual Report

December 31, 2015

 

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, 2015?

For the year ended December 31, 2015, the AZL MVP FusionSM Conservative Fund returned -0.77%. That compared to a 1.38%, 0.55% and a 0.98% total return for its benchmarks, the S&P 500 Index1, the Barclays U.S. Aggregate Bond Index1, and the Conservative Composite Index1, respectively.

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 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.*

U.S. stock returns were fairly muted during the 12 months through December 31, 2015, with the S&P 500 gaining only 1.38%. Financial markets faced significant headwinds during the second half of the year, including the risk of slower global economic growth, the Federal Reserve’s move to normalize monetary policy by raising the federal funds target rate by 0.25%, the challenge corporate earnings faced in growing from already elevated levels, and liquidity and contagion worries in the high-yield bond sector. The U.S. labor market remained a bright spot during the year, with job creation and unemployment trending favorably and wage growth picking up. Industrial activity was challenged in 2015 as a strong U.S. dollar and weak global demand placed pressure on U.S. manufacturers.

Developed international equity markets lagged during the calendar year, with the MSCI EAFE Index2 declining 0.81% over this period. The euro declined significantly against the U.S. dollar, boosting European exports and creating a favorable environment for consumer-related stocks. Europe gained 5% in terms of local currency but declined approximately 3% for U.S. dollar investors. Japanese equities were a bright spot in 2015, gaining approximately 9.6% in U.S. dollar terms.

Fixed income markets experienced modest gains, with the Barclays Aggregate Index gaining 0.55% in 2015. The yield on the 10-year Treasury3 note increased 10 basis points (0.10%) to finish the year at 2.27%. Other segments in the fixed income market lagged during the year. Treasury inflation-protected securities4 (TIPS) declined 1.44% during the period as inflation expectations remained low. High-yield bonds struggled in 2015 as liquidity fears and lower oil prices continued to put pressure on leveraged companies in the energy sector. As a result, the Barclays U.S. Corporate High Yield Index5 declined 4.47% for the calendar year. Global bonds also experienced weakness, as the Barclays Global Aggregate Index6 declined 3.15% during the year.

The Fund underperformed the Composite in 2015 due to exposure to a broad range of asset classes that underperformed the Composite, as well as underperformance by a select group of underlying funds.*

Relative performance was hurt by the Fund’s allocations to small- and mid-cap stocks, international stocks and emerging market equities, as well as its exposure to TIPS, high-yield and global bonds. The Fund’s relative performance was also hampered by a select number of

underlying funds that lagged their stated benchmarks, most notably those invested in core fixed income, large- and mid-cap equities, international equity and TIPS. A select group of underlying funds within small-cap, international equity and high-yield bonds beat their stated benchmarks, contributing positively to relative performance.*

The MVP risk management process worked as intended and largely maintained a neutral equity allocation for most of the year relative to its target. However, as volatility increased toward the end of the third quarter the MVP process reduced the Fund’s equity exposure. Overall, the impact of the MVP risk management process, which includes the use of derivatives, resulted in a modest drag on 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, 2015.
1  For a complete description of the Fund’s performance benchmarks please refer to page 2 of this report.
2  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.
3  Barclays U.S. Treasury Index measures the performance of the public obligations of the U.S. Treasury with a remaining maturity of one year or more, are non-convertible and are denominated in U.S. dollars. Securities must be rated investment-grade (Baa3/BBB- or higher) by at least two of the following ratings agencies: Moody’s, S&P, Fitch. If only two of the three agencies rate the security, the lower rating is used to determine index eligibility. If only one of the three agencies rates a security, the rating must be investment-grade.
4  Barclays U.S. Treasury Inflation-Linked Bond Index measures the performance of the U.S. Treasury Inflation Protected Securities (TIPS) market. Federal Reserve holdings of U.S. TIPS are not index eligible and are excluded from the face amount outstanding of each bond in the index.
5  Barclays U.S. Corporate High Yield Bond Index measures the USD-denominated, high-yield, fixed-rate corporate bond market. Securities are classified as high yield if the middle rating of Moody’s, Fitch and S&P is Ba1/BB+/BB+ or below.
6  Barclays Global Aggregate Index is a measure of global investment-grade debt from 24 local currency markets. This multi-currency benchmark includes treasury, government-related, corporate and securitized fixed-rate bonds from both developed and emerging markets issuers.

 

     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.

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.

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

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, 2015

 

     1
Year
    3
Year
    5
Year
    Since
Inception
(10/23/09)
 

AZL MVP FusionSM Conservative Fund

     -0.77 %      3.94 %      4.69 %      5.83 % 

S&P 500 Index

     1.38 %      15.13 %      12.57 %      13.23 % 

Barclays U.S. Aggregate Bond Index

     0.55 %      1.44 %      3.25 %      3.71 % 

Conservative Composite Index

     0.98 %      6.20 %      6.67 %      7.25 % 

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 Ratio

   Gross  

AZL MVP FusionSM Conservative Fund

     1.02 % 

The above expense ratio is based on the current Fund prospectus dated April 27, 2015. 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, 2017. Additional information pertaining to the December 31, 2015 expense ratios can be found in the financial highlights.

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 the Standard & Poor’s 500 Index (“S&P 500”), the Barclays U.S. Aggregate Bond Index and the Conservative Composite Index (“Composite”). 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. The Composite is a blended index comprised of (35%) S&P 500 and (65%) Barclays U.S. Aggregate Bond Index. 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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 - 12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 - 12/31/15

AZL MVP Fusion Conservative Fund

       $ 1,000.00          $ 981.40          $ 1.15            0.23 %

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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 - 12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 - 12/31/15

AZL MVP Fusion Conservative Fund

       $ 1,000.00          $ 1,024.02          $ 1.17            0.23 %

 

* 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

      61.8 %

Domestic Equities

      24.2  

International Equities

      9.0  

Money Market

      3.1  
   

 

 

 

Total Investment Securities

      98.1  

Net other assets (liabilities)

      1.9  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Fusion Conservative Fund

Schedule of Portfolio Investments

December 31, 2015

 

Shares            Fair Value  

 

Affiliated Investment Companies (95.0%):

  

  173,765      AZL BlackRock Capital Appreciation Fund    $ 2,667,296  
  195,827      AZL Boston Company Research Growth Fund      2,676,961  
  278,472      AZL DFA U.S. Core Equity Fund      2,642,702  
  231,264      AZL Federated Clover Small Value Fund      3,989,301  
  340,657      AZL Gateway Fund      4,074,260  
  370,499      AZL International Index Fund      5,342,590  
  492,259      AZL Invesco Growth and Income Fund      6,665,181  
  326,131      AZL Invesco International Equity Fund      5,358,332  
  323,977      AZL JPMorgan International Opportunities Fund      5,342,377  
  409,857      AZL JPMorgan U.S. Equity Fund      6,680,672  
  3,736,050      AZL MetWest Total Return Bond Fund      37,397,862  
  137,246      AZL MFS Investors Trust Fund      2,670,812  
  310,184      AZL MFS Mid Cap Value Fund      2,645,872  
  633,888      AZL MFS Value Fund      7,999,665  
  125,211      AZL Mid Cap Index Fund      2,641,953  
  257,706      AZL Morgan Stanley Global Real Estate Fund      2,708,491  
  206,909      AZL Multi-Manager Mid Cap Growth Fund      2,718,779  
  419,794      AZL Oppenheimer Discovery Fund      5,306,190  
  3,804,462      AZL Pyramis Total Bond Fund      37,473,948  
  108,855      AZL Russell 1000 Growth Index Fund      1,667,655  
  646,821      AZL Russell 1000 Value Index Fund      8,350,464  
Shares            Fair Value  

 

Affiliated Investment Companies, continued

  

  225,608      AZL Wells Fargo Large Cap Growth Fund    $ 2,655,401  
  358,301      NFJ Dividend Value Portfolio      4,012,969  
  308,037      PIMCO PVIT Global Advantage Strategy Bond Portfolio      2,701,480  
  1,865,940      PIMCO PVIT High Yield Portfolio      13,546,724  
  2,360,234      PIMCO PVIT Low Duration Portfolio      24,192,395  
  1,131,479      PIMCO PVIT Real Return Portfolio      13,498,545  
  3,533,762      PIMCO PVIT Total Return Portfolio      37,387,202  
     

 

 

 

 

Total Affiliated Investment Companies (Cost $248,707,657)

     255,016,079  
     

 

 

 

 

Unaffiliated Investment Company (3.1%):

  

  8,230,508      Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.61%(a)      8,230,508  
     

 

 

 

 

Total Unaffiliated Investment Company (Cost $8,230,508)

     8,230,508  
     

 

 

 

 

Total Investment Securities (Cost $256,938,165)(b) — 98.1%

     263,246,587  

 

Net other assets (liabilities) — 1.9%

     5,088,575  
     

 

 

 

 

Net Assets — 100.0%

   $ 268,335,162  
     

 

 

 

Percentages indicated are based on net assets as of December 31, 2015.

 

(a) The rate represents the effective yield at December 31, 2015.

 

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

Futures Contracts

Cash of $5,203,016 has been segregated to cover margin requirements for the following open contracts as of December 31, 2015:

 

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

U.S. Treasury 10-Year Note March Futures

     Long         3/21/16         69       $ 8,687,531      $ (40,503 ) 

S&P 500 Index E-Mini March Futures

     Long         3/18/16         45         4,579,650        4,199  
              

 

 

 

Total

               $ (36,304 ) 
              

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Fusion Conservative Fund

 

Statement of Assets and Liabilities

December 31, 2015

 

Assets:

    

Investments in non-affiliates, at cost

     $ 8,230,508  

Investments in affiliates, at cost

       248,707,657  
    

 

 

 

Total Investment securities, at cost

     $ 256,938,165  
    

 

 

 

Investments in non-affiliates, at value

     $ 8,230,508  

Investments in affiliates, at value

       255,016,079  
    

 

 

 

Total Investment securities, at value

     $ 263,246,587  

Cash

       26,652  

Segregated cash for collateral

       5,203,016  

Interest and dividends receivable

       20,956  

Receivable for variation margin on futures contracts

       20,484  
    

 

 

 

Total Assets

       268,517,695  
    

 

 

 

Liabilities:

    

Payable for affiliated investments purchased

       26,652  

Payable for capital shares redeemed

       52,619  

Payable for variation margin on futures contracts

       43,200  

Manager fees payable

       45,836  

Administration fees payable

       4,601  

Custodian fees payable

       1,072  

Administrative and compliance services fees payable

       898  

Trustee fees payable

       660  

Other accrued liabilities

       6,995  
    

 

 

 

Total Liabilities

       182,533  
    

 

 

 

Net Assets

     $ 268,335,162  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 248,968,597  

Accumulated net investment income/(loss)

       6,400,113  

Accumulated net realized gains/(losses) from investment transactions

       6,694,334  

Net unrealized appreciation/(depreciation) on investments

       6,272,118  
    

 

 

 

Net Assets

     $ 268,335,162  
    

 

 

 

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

       22,498,775  

Net Asset Value (offering and redemption price per share)

     $ 11.93  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2015

 

Investment Income:

    

Dividends from affiliates

     $ 6,323,475  

Dividends

       427  
    

 

 

 

Total Investment Income

       6,323,902  
    

 

 

 

Expenses:

    

Manager fees

       542,909  

Administration fees

       52,232  

Custodian fees

       2,565  

Administrative and compliance services fees

       4,103  

Trustee fees

       14,373  

Professional fees

       11,549  

Shareholder reports

       7,108  

Other expenses

       4,246  
    

 

 

 

Total expenses

       639,085  
    

 

 

 

Net Investment Income/(Loss)

       5,684,817  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

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

       1,594,201  

Net realized gains distributions from affiliated underlying funds

       7,397,340  

Net realized gains/(losses) on futures contracts

       (27,572 )

Change in net unrealized appreciation/depreciation on investments

       (16,648,582 )
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       (7,684,613 )
    

 

 

 

Change in Net Assets Resulting From Operations

     $ (1,999,796 )
    

 

 

 
 

 

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,
2015
   For the
Year Ended
December 31,
2014

Change In Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 5,684,817        $ 3,384,778  

Net realized gains/(losses) on investment transactions

       8,963,969          9,140,737  

Change in unrealized appreciation/depreciation on investments

       (16,648,582 )        263,260  
    

 

 

      

 

 

 

Change in net assets resulting from operations

       (1,999,796 )        12,788,775  
    

 

 

      

 

 

 

Distributions to Shareholders:

         

From net investment income

       (3,752,335 )        (4,025,698 )

From net realized gains

       (9,193,525 )        (6,534,825 )
    

 

 

      

 

 

 

Change in net assets resulting from distributions to shareholders

       (12,945,860 )        (10,560,523 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       42,452,840          40,295,850  

Proceeds from dividends reinvested

       12,945,860          10,560,523  

Value of shares redeemed

       (43,561,306 )        (46,873,345 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       11,837,394          3,983,028  
    

 

 

      

 

 

 

Change in net assets

       (3,108,262 )        6,211,280  

Net Assets:

         

Beginning of period

       271,443,424          265,232,144  
    

 

 

      

 

 

 

End of period

     $ 268,335,162        $ 271,443,424  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 6,400,113        $ 3,752,329  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       3,390,900          3,167,571  

Dividends reinvested

       1,085,152          844,166  

Shares redeemed

       (3,460,860 )        (3,694,660 )
    

 

 

      

 

 

 

Change in shares

       1,015,192          317,077  
    

 

 

      

 

 

 

 

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,
      2015   2014   2013   2012   2011

Net Asset Value, Beginning of Period

     $ 12.63       $ 12.53       $ 11.99       $ 11.05       $ 11.18  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                    

Net Investment Income/(Loss)

       0.25         0.16         0.16         0.14         0.04  

Net Realized and Unrealized Gains/(Losses) on Investments

       (0.35 )       0.44         0.78         1.10         0.03  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       (0.10 )       0.60         0.94         1.24         0.07  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                    

Net Investment Income

       (0.17 )       (0.19 )       (0.27 )       (0.20 )       (0.17 )

Net Realized Gains

       (0.43 )       (0.31 )       (0.13 )       (0.10 )       (0.03 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.60 )       (0.50 )       (0.40 )       (0.30 )       (0.20 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 11.93       $ 12.63       $ 12.53       $ 11.99       $ 11.05  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(a)

       (0.77 )%       4.81 %       7.96 %       11.27 %       0.64 %

Ratios to Average Net Assets/Supplemental Data:

                    

Net Assets, End of Period (000’s)

     $ 268,335       $ 271,443       $ 265,232       $ 253,325       $ 188,191  

Net Investment Income/(Loss)

       2.09 %       1.25 %       1.29 %       1.65 %       2.12 %

Expenses Before Reductions*(b)

       0.24 %       0.24 %       0.24 %       0.25 %       0.28 %

Expenses Net of Reductions*

       0.24 %       0.24 %       0.22 %       0.20 %       0.23 %

Portfolio Turnover Rate(c)

       16 %       36 %       15 %       36 %       19 %

 

* 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 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 Conservative Fund

Notes to the Financial Statements

December 31, 2015

 

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 13 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP Fusion Conservative Fund (the “Fund”), and 12 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests primarily 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. Currently, the Fund only offers its shares to separate accounts of Allianz Life Insurance Company of North America and Allianz Life Insurance Company of New York, affiliates of the Trust and the Manager, as defined below.

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, 2015, 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, 2015

 

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 $13.3 million as of December 31, 2015. The monthly average notional amount for these contracts was $13.3 million for the year ended December 31, 2015. 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, 2015:

 

   

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   $ 4,199      Payable for variation margin on futures contracts   $ —   

Interest Rate Risk Exposure

       
Interest Rate       —          40,503   

 

* 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, 2015:

 

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    $ (222,391 )     $ (70,280 ) 

Interest Rate Risk Exposure

       
Interest Rate        194,819         (88,266 ) 

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, acquired fund fees and expenses, 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, 2017. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2015, 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, 2015, 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 year ended December 31, 2015, there were no voluntary waivers.

 

9


AZL MVP Fusion Conservative Fund

Notes to the Financial Statements

December 31, 2015

 

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, 2015, 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, 2015 is as follows:

 

      Fair Value
12/31/14
   Purchases
at Cost
   Proceeds from
Sales
   Fair Value
12/31/15
   Dividend
Income

AZL BlackRock Capital Appreciation Fund

     $ 2,728,425        $ 1,075,531        $ (721,991 )      $ 2,667,296        $ —  

AZL Boston Company Research Growth Fund

       2,703,135          797,864          (599,340 )        2,676,961          5,448  

AZL DFA U.S. Core Equity Fund

       —          3,060,978          (293,198 )        2,642,702          —  

AZL Federated Clover Small Cap Value Fund

       4,065,573          1,511,519          (665,705 )        3,989,301          37,976  

AZL Gateway Fund

       4,076,672          332,371          (372,231 )        4,074,260          48,448  

AZL International Index Fund

       5,345,818          1,431,759          (1,183,451 )        5,342,590          231,637  

AZL Invesco Growth and Income Fund

       6,740,134          2,399,153          (1,354,509 )        6,665,181          219,634  

AZL Invesco International Equity Fund

       5,430,116          1,486,235          (1,018,066 )        5,358,332          92,083  

AZL JPMorgan International Opportunities Fund

       5,341,461          1,396,005          (1,261,099 )        5,342,377          139,793  

AZL JPMorgan U.S. Equity Fund

       8,088,866          1,656,517          (3,118,780 )        6,680,672          82,123  

AZL MetWest Total Return Bond Fund

       37,739,616          5,194,973          (5,305,279 )        37,397,862          37,991  

AZL MFS Investors Trust Fund

       2,725,571          788,555          (450,003 )        2,670,812          22,000  

AZL MFS Mid Cap Value Fund

       2,722,282          1,236,161          (443,241 )        2,645,872          17,728  

AZL MFS Value Fund

       8,086,530          1,897,380          (1,807,721 )        7,999,665          189,710  

AZL Mid Cap Index Fund

       2,722,937          621,630          (440,297 )        2,641,953          31,257  

AZL Morgan Stanley Global Real Estate Fund

       2,711,474          576,006          (451,079 )        2,708,491          112,144  

AZL Muliti-Manager Mid Cap Growth Fund

       2,715,303          1,011,730          (386,701 )        2,718,779          —  

AZL Oppenheimer Discovery Fund

       5,421,347          2,278,305          (1,809,042 )        5,306,190          —  

AZL Pyramis Total Bond Fund

       37,778,544          4,990,587          (4,215,348 )        37,473,948          742,360  

AZL Russell 1000 Growth Index Fund

       3,056,008          464,521          (1,784,593 )        1,667,655          18,494  

AZL Russell 1000 Value Index Fund

       8,406,436          2,589,297          (1,601,433 )        8,350,464          141,906  

AZL Wells Fargo Large Cap Growth Fund

       2,722,503          397,452          (608,869 )        2,655,401          1,128  

NFJ Dividend Value Portfolio

       4,064,492          1,272,840          (542,950 )        4,012,969          71,132  

PIMCO PVIT Global Advantage Strategy Bond Portfolio

       2,661,241          304,069          (70,764 )        2,701,480          54,079  

PIMCO PVIT High Yield Portfolio

       13,675,957          2,594,285          (1,582,671 )        13,546,724          719,654  

PIMCO PVIT Low Duration Portfolio

       24,316,703          3,413,863          (2,775,034 )        24,192,395          844,490  

PIMCO PVIT Real Return Portfolio

       13,396,134          2,185,521          (1,140,859 )        13,498,545          578,165  

PIMCO PVIT Total Return Portfolio

       37,760,300          7,161,718          (5,414,237 )        37,387,202          1,884,095  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ 257,203,578        $ 54,126,825        $ (41,418,491 )      $ 255,016,079        $ 6,323,475  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

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 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. Prior to April 1, 2015, Citi also served as transfer agent for the Trust under the same agreement. The Administrator was entitled to annual account fees related to the transfer agency system, an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair value services, 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.” Effective April 1, 2015, the Trust’s transfer agent became SunGard Investor Services, LLC.

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 Senior Counsel. During the year ended December 31, 2015, $2,635 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, 2015, actual Trustee compensation was $1,165,450 in total for both trusts.

 

10


AZL MVP Fusion Conservative Fund

Notes to the Financial Statements

December 31, 2015

 

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, 2015, 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, 2015 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Company

       $ 255,016,079          $ —          $ 255,016,079  

Unaffiliated Investment Company

         8,230,508            —            8,230,508  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

         263,246,587            —            263,246,587  
      

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                    

Futures Contracts

         (36,304 )          —            (36,304 )
      

 

 

        

 

 

        

 

 

 

Total Investments

       $ 263,210,283          $ —          $ 263,210,283  
      

 

 

        

 

 

        

 

 

 

 

* 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, 2015, 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

       $ 54,126,825          $ 41,418,491  

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.

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.

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, 2015

 

Cost for federal income tax purposes at December 31, 2015 is $259,026,760. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 12,642,290  

Unrealized depreciation

    (8,422,463 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 4,219,827   
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2015 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

    

Total

Distributions(a)

AZL MVP Fusion Conservative Fund

       $ 4,227,038          $ 8,718,822          $ 12,945,860  

 

(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, 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.

As of December 31, 2015, 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

       $ 6,400,113          $ 8,746,625          $ —          $ 4,219,827          $ 19,366,565  

 

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, 2015, 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, 2015, 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 AZL MVP Fusion Conservative Fund as of December 31, 2015, 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 26, 2016

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2015, 14.06% 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, 2015, the Fund declared net long-term capital gain distributions of $8,718,822.

During the year ended December 31, 2015, the Fund declared net short-term capital gain distributions of $474,703.

 

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, 2017.

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 2015. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2015, and at an “in person” Board of Trustees meeting held October 20, 2015. The Agreement was approved at the Board meeting of October 20, 2015. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2017. 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 2015 contract review process, Trustees received extensive information on the performance results of each of the Funds. This included, for example, performance 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. This included Lipper performance information on all of the Funds for the previous quarter, and previous one, three and five year periods, to the extent the Funds were in existence for such periods. For example, in connection with the Board of Trustees meeting held October 20, 2015, the Manager reported that for the three year period ended June 30, 2015, for the 11 Funds for which three year performance information was available, five Funds were in the top 40%, four Funds were in the middle 20% and two Funds were in the bottom 20%. For the 12 Funds for which one year performance information was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one Fund was in the middle 20%, and two Funds were in the bottom 40%. The Manager also reported that for the six Funds for which five year performance information was available, for the five year period ended June 30, 2015, two were in the top 40%, one was in the middle 20%, and three were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the nine Funds for which three year performance information was available, for the three year period ended June 30, 2015, seven Funds were in the top 40%, and two Funds were in the middle 20%. For the 10 Funds for which one year performance was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one was in the middle 20%, and two were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015, 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 four MVP Fusion Funds the advisory fee paid put these Funds in the 37th percentile of the customized peer group. The Manager reported that for three 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 DFA Multi-Strategy, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity and Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 10th percentile of the customized peer group, and for the AZL DFA Multi-Strategy Fund, the advisory fee was in the 15th percentile. 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 2012 through June 30, 2015. 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, 2015 were approximately $10.6 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.7 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, 2016, 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)

Non-Interested Trustees(1)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Peter R. Burnim, Age 68
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, LDN Risk Management and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; and Expert Witness, Massachusetts Department of Revenue, 2011 to present.   49   Argus Group Holdings and Subsidiaries; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; Bank of Bermuda NY; Sterling Trust (Cayman) Ltd.; and LDN Risk Management and Subsidiaries.
Peggy L. Ettestad, Age 58
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   49   Luther College
Roger A. Gelfenbien, Age 72
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   49   Virtus Funds (8 Funds)
Claire R. Leonardi, Age 60
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Chief Executive Officer, Health eSense Inc., 2015 to Present; CEO, Connecticut Innovations, Inc., 2012 to 2015; General Partner, Fairview Capital, L.P., 1994 to 2012   49   reSet Social Enterprise Investment Fund; Connecticut Technology Council; and Connecticut Bioscience Innovation Fund
Dickson W. Lewis, Age 67
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; 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   49   None
Peter W. McClean, Age 71
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   49   PNMAC Opportunity Fund and Northeast Bank
Arthur C. Reeds III, Age 71
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   49   Connecticut Water Service, Inc.

Interested Trustees(3)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Robert DeChellis, Age 48
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   49   None

Brian Muench, Age 45

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   49   None

 

18


Officers

 

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

Brian Muench, Age 45

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.
Michael Radmer, Age 70
Dorsey & Whitney LLP,
Suite 1500 50 South Sixth Street
Minneapolis, MN 55402-1498
   Secretary    Since 02/02    Senior Counsel (previously, Partner), Dorsey and Whitney LLP since 1976.
Scott Rhodes, Age 56
Citi Fund Services Ohio, Inc.
3435 Stelzer Road
Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/15    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer, Age 47
5701 Golden Hills Drive
Minneapolis, MN 55416
   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 02/14    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.

The Fund’s Statement of Additional Information (“SAI”) contains additional information about the Fund’s Trustees and Officers. The SAI is available upon request, without charge, by calling toll free 1-800-624-0197.

 

19


 

LOGO

 

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.   
These Funds are not FDIC Insured.    ANNRPT1215 2/16


AZL MVP Fusion Growth Fund

Annual Report

December 31, 2015

 

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, 2015?

For the year ended December 31, 2015, the AZL MVP FusionSM Growth Fund returned -2.07%. That compared to a 1.38%, 0.55% and a 1.31% total return for its benchmarks, the S&P 500 Index1, the Barclays U.S. Aggregate Bond Index1, and the Growth Composite Index1, respectively.

The AZL MVP FusionSM 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.

U.S. stock returns were fairly muted during the 12 months through December 31, 2015, with the S&P 500 gaining only 1.38%. Financial markets faced significant headwinds during the second half of the year, including the risk of slower global economic growth, the Federal Reserve’s move to normalize monetary policy by raising the federal funds target rate by 0.25%, the challenge corporate earnings faced in growing from already elevated levels, and liquidity and contagion worries in the high-yield bond sector. The U.S. labor market remained a bright spot during the year, with job creation and unemployment trending favorably and wage growth picking up. Industrial activity was challenged in 2015 as a strong U.S. dollar and weak global demand placed pressure on U.S. manufacturers.

Developed international equity markets lagged during the calendar year, with the MSCI EAFE Index2 declining 0.81% over this period. The euro declined significantly against the U.S. dollar, boosting European exports and creating a favorable environment for consumer-related stocks. Europe gained 5% in terms of local currency but declined approximately 3% for U.S. dollar investors. Japanese equities were a bright spot in 2015, gaining approximately 9.6% in U.S. dollar terms.

Emerging markets faced challenges in 2015, dragged down by weak commodity prices; concerns about slowing growth in China and the global economy; and strong U.S. dollar. Against this backdrop the MSCI EM Index3 declined 14.60% during the year.

Fixed income markets experienced modest gains, with the Barclays Aggregate Index gaining 0.55% in 2015. The yield on the 10-year Treasury4 note increased 10 basis points (0.10%) to finish the year at 2.27%. Other segments in the fixed income market lagged during the year, including Treasury inflation-protected securities5 (TIPS), which declined 1.44%. High-yield bonds struggled in 2015 as liquidity fears and lower oil prices continued to put pressure on leveraged companies in the energy sector. Global bonds also experienced weakness.

The Fund underperformed the Composite in 2015 due to exposure to a broad range of asset classes that underperformed the Composite, as well as underperformance by a select group of underlying funds.*

Relative performance was hurt by the Fund’s allocations to small- and mid-cap stocks, international stocks and emerging market equities, as well as its exposure to TIPS, high-yield and global bonds. The Fund’s relative performance was also hampered by a select number of underlying funds that lagged their stated benchmarks, most notably those invested in core fixed income, large- and mid-cap equities, international equity and TIPS. A select group of underlying funds within small-cap, international equity and high-yield bonds beat their stated benchmarks, contributing positively to relative performance.*

The MVP risk management process worked as intended and largely maintained a neutral equity allocation for most of the year relative to its target. However, as volatility increased toward the end of the third quarter the MVP process reduced the Fund’s equity exposure. Overall, the impact of the MVP risk management process, which includes the use of derivatives, resulted in a modest drag on 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, 2015.
1  For a complete description of the Fund’s performance benchmarks please refer to page 2 of this report.
2  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.
3  The Morgan Stanley Capital International, Emerging Markets (“MSCI EM”) Index is a free float adjusted market capitalization index that is designed to measure equity market performance of emerging markets.
4  Barclays U.S. Treasury Index measures the performance of the public obligations of the U.S. Treasury with a remaining maturity of one year or more, are non-convertible and are denominated in U.S. dollars. Securities must be rated investment-grade (Baa3/BBB- or higher) by at least two of the following ratings agencies: Moody’s, S&P, Fitch. If only two of the three agencies rate the security, the lower rating is used to determine index eligibility. If only one of the three agencies rates a security, the rating must be investment grade.
5  Barclays U.S. Treasury Inflation-Linked Bond Index measures the performance of the U.S. Treasury Inflation Protected Securities (TIPS) market. Federal Reserve holdings of U.S. TIPS are not index eligible and are excluded from the face amount outstanding of each bond in the index.

     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.

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.

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

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, 2015

 

     1
Year
    3
Year
    5
Year
    10
Year
 

AZL MVP FusionSM Growth Fund

     -2.07 %      6.77 %      5.68 %      3.61 % 

S&P 500 Index

     1.38 %      15.13 %      12.57 %      7.31 % 

Barclays U.S. Aggregate Bond Index

     0.55 %      1.44 %      3.25 %      4.51 % 

Growth Composite Index

     1.31 %      12.37 %      10.83 %      7.02 % 

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 Ratio

   Gross  

AZL MVP FusionSM Growth Fund

     1.16 % 

The above expense ratio is based on the current Fund prospectus dated April 27, 2015. 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, 2017. Additional information pertaining to the December 31, 2015 expense ratios can be found in the financial highlights.

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 the Standard & Poor’s 500 Index (“S&P 500”), the Barclays U.S. Aggregate Bond Index and the Growth Composite Index (“Composite”). 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. The Composite is a blended index comprised of (80%) S&P 500 and (20%) Barclays U.S. Aggregate Bond Index. 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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 -  12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 -  12/31/15

AZL MVP Fusion Growth Fund

       $ 1,000.00          $ 957.00          $ 1.08            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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 -  12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 -  12/31/15

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

      44.3 %

International Equities

      32.4  

Fixed Income

      19.2  
   

 

 

 

Money Market

      1.9  

Total Investment Securities

      97.8  

Net other assets (liabilities)

      2.2  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Fusion Growth Fund

Schedule of Portfolio Investments

December 31, 2015

 

Shares            Fair Value  

 

Affiliated Investment Companies (95.9%):

  

  1,206,254      AZL BlackRock Capital Appreciation Fund    $ 18,515,992  
  1,353,473      AZL Boston Company Research Growth Fund      18,501,975  
  2,047,593      AZL DFA International Core Equity Fund      18,489,761  
  1,949,680      AZL DFA U.S. Core Equity Fund      18,502,462  
  1,590,331      AZL DFA U.S. Small Cap Fund      14,631,047  
  853,368      AZL Federated Clover Small Value Fund      14,720,605  
  1,858,613      AZL Gateway Fund      22,229,014  
  2,548,239      AZL International Index Fund      36,745,603  
  1,637,330      AZL Invesco Growth and Income Fund      22,169,452  
  2,685,853      AZL Invesco International Equity Fund      44,128,563  
  3,559,075      AZL JPMorgan International Opportunities Fund      58,689,142  
  2,483,974      AZL JPMorgan U.S. Equity Fund      40,488,768  
  2,929,201      AZL MetWest Total Return Bond Fund      29,321,306  
  762,371      AZL MFS Investors Trust Fund      14,835,745  
  1,742,419      AZL MFS Mid Cap Value Fund      14,862,838  
  2,336,684      AZL MFS Value Fund      29,488,953  
  353,970      AZL Mid Cap Index Fund      7,468,763  
  2,108,843      AZL Morgan Stanley Global Real Estate Fund      22,163,939  
  1,132,878      AZL Multi-Manager Mid Cap Growth Fund      14,886,012  
  2,578,998      AZL NFJ International Value Fund      25,042,068  
  1,428,775      AZL Oppenheimer Discovery Fund      18,059,719  
  2,983,587      AZL Pyramis Total Bond Fund      29,388,328  
Shares            Fair Value  

 

Affiliated Investment Companies, continued

  

  967,743      AZL Russell 1000 Growth Index Fund    $ 14,825,828  
  2,004,036      AZL Russell 1000 Value Index Fund      25,872,103  
  1,786,408      AZL Schroder Emerging Markets Equity Fund, Class 2      10,789,905  
  1,566,382      AZL Wells Fargo Large Cap Growth Fund      18,436,313  
  1,325,723      NFJ Dividend Value Portfolio      14,848,094  
  2,517,207      PIMCO PVIT Global Advantage Strategy Bond Portfolio      22,075,908  
  1,016,318      PIMCO PVIT High Yield Portfolio      7,378,469  
  723,322      PIMCO PVIT Low Duration Portfolio      7,414,046  
  1,236,600      PIMCO PVIT Real Return Portfolio      14,752,643  
  2,768,960      PIMCO PVIT Total Return Portfolio      29,295,593  
     

 

 

 

 

Total Affiliated Investment Companies (Cost $589,494,712)

     699,018,957  
     

 

 

 

 

Unaffiliated Investment Company (1.9%):

  

  13,832,177      Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.61%(a)      13,832,177  
     

 

 

 

 

Total Unaffiliated Investment Company (Cost $13,832,177)

     13,832,177  
     

 

 

 

 

Total Investment Securities (Cost $603,326,889)(b) — 97.8%

     712,851,134  

 

Net other assets (liabilities) — 2.2%

     16,159,601  
     

 

 

 

 

Net Assets — 100.0%

   $ 729,010,735  
     

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2015.

 

(a) The rate represents the effective yield at December 31, 2015.

 

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

Futures Contracts

Cash of $16,525,287 has been segregated to cover margin requirements for the following open contracts as of December 31, 2015:

 

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

U.S. Treasury 10-Year Note March Futures

     Long         3/21/16         48       $ 6,043,500      $ (27,458 ) 

S&P 500 Index E-Mini March Futures

     Long         3/18/16         237         24,119,490        19,976  
              

 

 

 

Total

               $ (7,482 ) 
              

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Fusion Growth Fund

 

Statement of Assets and Liabilities

December 31, 2015

 

Assets:

    

Investments in non-affiliates, at cost

     $ 13,832,177  

Investments in affiliates, at cost

       589,494,712  
    

 

 

 

Total Investment securities, at cost

     $ 603,326,889  
    

 

 

 

Investments in non-affiliates, at value

     $ 13,832,177  

Investments in affiliates, at value

       699,018,957  
    

 

 

 

Total Investment securities, at value

     $ 712,851,134  

Segregated cash for collateral

       16,525,287  

Interest and dividends receivable

       14,556  

Receivable for affiliated investments sold

       203,541  

Receivable for variation margin on futures contracts

       14,250  
    

 

 

 

Total Assets

       729,608,768  
    

 

 

 

Liabilities:

    

Cash overdraft

       203,541  

Payable for capital shares redeemed

       12,899  

Payable for variation margin on futures contracts

       227,032  

Manager fees payable

       125,213  

Administration fees payable

       4,719  

Custodian fees payable

       834  

Administrative and compliance services fees payable

       2,410  

Trustee fees payable

       1,771  

Other accrued liabilities

       19,614  
    

 

 

 

Total Liabilities

       598,033  
    

 

 

 

Net Assets

     $ 729,010,735  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 685,087,305  

Accumulated net investment income/(loss)

       14,539,523  

Accumulated net realized gains/(losses) from investment transactions

       (80,132,856 )

Net unrealized appreciation/(depreciation) on investments

       109,516,763  
    

 

 

 

Net Assets

     $ 729,010,735  
    

 

 

 

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

       58,691,597  

Net Asset Value (offering and redemption price per share)

     $ 12.42  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2015

 

Investment Income:

    

Dividends from affiliates

     $ 13,388,883  

Dividends

       1,637  
    

 

 

 

Total Investment Income

       13,390,520  
    

 

 

 

Expenses:

    

Manager fees

       1,621,525  

Administration fees

       55,998  

Custodian fees

       2,371  

Administrative and compliance services fees

       11,920  

Trustee fees

       41,477  

Professional fees

       32,733  

Shareholder reports

       20,237  

Other expenses

       14,130  
    

 

 

 

Total expenses

       1,800,391  
    

 

 

 

Net Investment Income/(Loss)

       11,590,129  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

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

       37,048,079  

Net realized gains distributions from affiliated underlying funds

       35,100,942  

Net realized gains/(losses) on futures contracts

       (4,126,236 )

Change in net unrealized appreciation/depreciation on investments

       (94,967,859 )
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       (26,945,074 )
    

 

 

 

Change in Net Assets Resulting From Operations

     $ (15,354,945 )
    

 

 

 
 

 

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,
2015
   For the
Year Ended
December 31,
2014

Change In Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 11,590,129        $ 8,050,748  

Net realized gains/(losses) on investment transactions

       68,022,785          63,487,663  

Change in unrealized appreciation/depreciation on investments

       (94,967,859 )        (33,339,195 )
    

 

 

      

 

 

 

Change in net assets resulting from operations

       (15,354,945 )        38,199,216  
    

 

 

      

 

 

 

Distributions to Shareholders:

         

From net investment income

       (9,834,523 )        (11,282,347 )
    

 

 

      

 

 

 

Change in net assets resulting from distributions to shareholders

       (9,834,523 )        (11,282,347 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       7,766,031          17,404,243  

Proceeds from dividends reinvested

       9,834,523          11,282,347  

Value of shares redeemed

       (123,173,724 )        (124,883,787 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       (105,573,170 )        (96,197,197 )
    

 

 

      

 

 

 

Change in net assets

       (130,762,638 )        (69,280,328 )

Net Assets:

         

Beginning of period

       859,773,373          929,053,701  
    

 

 

      

 

 

 

End of period

     $ 729,010,735        $ 859,773,373  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 14,539,523        $ 9,834,469  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       593,645          1,375,970  

Dividends reinvested

       795,030          878,004  

Shares redeemed

       (9,574,907 )        (9,880,723 )
    

 

 

      

 

 

 

Change in shares

       (8,186,232 )        (7,626,749 )
    

 

 

      

 

 

 

 

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,
      2015   2014   2013   2012   2011

Net Asset Value, Beginning of Period

     $ 12.86       $ 12.47       $ 10.61       $ 9.51       $ 10.15  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                    

Net Investment Income/(Loss)

       0.21         0.13         0.14         0.12         0.16  

Net Realized and Unrealized Gains/(Losses) on Investments

       (0.49 )       0.42         1.88         1.14         (0.61 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       (0.28 )       0.55         2.02         1.26         (0.45 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                    

Net Investment Income

       (0.16 )       (0.16 )       (0.16 )       (0.16 )       (0.19 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.16 )       (0.16 )       (0.16 )       (0.16 )       (0.19 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 12.42       $ 12.86       $ 12.47       $ 10.61       $ 9.51  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(a)

       (2.07 )%       4.36 %       19.10 %       13.29 %       (4.43 )%

Ratios to Average Net Assets/Supplemental Data:

                    

Net Assets, End of Period (000’s)

     $ 729,011       $ 859,773       $ 929,054       $ 825,122       $ 727,185  

Net Investment Income/(Loss)

       1.43 %       0.90 %       1.12 %       1.16 %       1.32 %

Expenses Before Reductions*(b)

       0.22 %       0.22 %       0.22 %       0.23 %       0.23 %

Expenses Net of Reductions*

       0.22 %       0.22 %       0.21 %       0.18 %       0.18 %

Portfolio Turnover Rate

       15 %       15 %       8 %       25 %       24 %

 

* 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 such fee reductions had not occurred, the ratios would have been as indicated.

 

See accompanying notes to the financial statements.

 

7


AZL MVP Fusion Growth Fund

Notes to the Financial Statements

December 31, 2015

 

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 13 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP Fusion Growth Fund (the “Fund”), and 12 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests primarily 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. Currently, the Fund only offers its shares to separate accounts of Allianz Life Insurance Company of North America and Allianz Life Insurance Company of New York, affiliates of the Trust and the Manager, as defined below.

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, 2015

 

Futures Contracts

During the year ended December 31, 2015, 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 $30.2 million as of December 31, 2015. The monthly average notional amount for these contracts was $44.6 million for the year ended December 31, 2015. 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, 2015:

 

   

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   $  19,976      Payable for variation margin on futures contracts   $  —   

Interest Rate Risk Exposure

       
Interest Rate       —          27,458   

 

* 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, 2015:

 

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    $ (4,338,322 )     $ (533,467 ) 

Interest Rate Risk Exposure

       
Interest Rate        212,086         (73,816 ) 

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, acquired fund fees and expenses, 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, 2017. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2015, 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, 2015, 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 year ended December 31, 2015, there were no voluntary waivers.

 

9


AZL MVP Fusion Growth Fund

Notes to the Financial Statements

December 31, 2015

 

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, 2015, 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, 2015 is as follows:

 

      Fair Value
12/31/14
  

Purchases

at Cost

   Proceeds from
Sales
   Fair Value
12/31/15
  

Dividend

Income

AZL BlackRock Capital Appreciation Fund

     $ 26,500,875        $ 4,270,616        $ (9,694,470 )      $ 18,515,992        $ —  

AZL Boston Company Research Growth Fund

       26,393,340          2,776,840          (9,267,986 )        18,501,975          38,261  

AZL DFA International Core Equity Fund

       —          21,605,100          (1,074,361 )        18,489,761          —  

AZL DFA U.S. Core Equity Fund

       —          21,605,100          (2,046,505 )        18,502,462          —  

AZL DFA U.S. Small Cap Fund

       —          17,284,100          (1,357,681 )        14,631,047          —  

AZL Federated Clover Small Cap Value Fund

       26,549,309          2,619,771          (11,066,530 )        14,720,605          142,581  

AZL Gateway Fund

       25,849,557          272,035          (4,100,815 )        22,229,014          272,035  

AZL International Index Fund

       49,702,805          1,667,578          (13,657,984 )        36,745,603          1,612,965  

AZL Invesco Growth and Income Fund

       26,410,038          3,275,792          (3,537,083 )        22,169,452          739,002  

AZL Invesco International Equity Fund

       60,164,639          3,988,848          (16,010,613 )        44,128,563          770,214  

AZL JPMorgan International Opportunities Fund

       67,395,226          2,628,441          (9,802,115 )        58,689,142          1,556,306  

AZL JPMorgan U.S. Equity Fund

       52,281,965          504,569          (12,107,952 )        40,488,768          504,569  

AZL MetWest Total Return Bond Fund

       33,744,568          1,075,061          (5,323,321 )        29,321,306          30,298  

AZL MFS Investors Trust Fund

       17,811,292          2,321,135          (3,016,482 )        14,835,745          124,040  

AZL MFS Mid Cap Value Fund

       17,923,175          4,609,826          (2,721,998 )        14,862,838          99,881  

AZL MFS Value Fund

       34,986,619          708,913          (5,302,692 )        29,488,953          708,913  

AZL Mid Cap Index Fund

       9,085,516          593,667          (1,438,332 )        7,468,763          88,758  

AZL Morgan Stanley Global Real Estate Fund

       26,098,025          1,675,234          (4,369,109 )        22,163,939          933,103  

AZL Multi-Manager Mid Cap Growth Fund

       17,807,714          2,617,768          (1,988,987 )        14,886,012          —  

AZL NFJ International Value Fund

       33,059,509          1,549,177          (5,408,172 )        25,042,068          770,984  

AZL Oppenheimer Discovery Fund

       26,496,826          2,715,752          (9,486,892 )        18,059,719          —  

AZL Pyramis Total Bond Fund

       33,618,179          1,220,993          (4,607,198 )        29,388,328          594,044  

AZL Russell 1000 Growth Index Fund

       22,136,992          2,242,623          (8,409,773 )        14,825,828          166,393  

AZL Russell 1000 Value Index Fund

       39,325,334          2,343,150          (12,283,498 )        25,872,103          446,028  

AZL Schroder Emerging Markets Equity Fund, Class 2

       12,079,658          1,160,957          (301,500 )        10,789,905          122,996  

AZL Wells Fargo Large Cap Growth Fund

       22,208,980          7,919          (4,747,553 )        18,436,313          7,919  

NFJ Dividend Value Portfolio

       17,829,946          1,820,262          (1,498,335 )        14,848,094          293,523  

PIMCO PVIT Global Advantage Strategy Bond Portfolio

       24,429,424          2,218,340          (2,828,648 )        22,075,908          478,957  

PIMCO PVIT High Yield Portfolio

       8,605,808          547,821          (1,127,793 )        7,378,469          433,368  

PIMCO PVIT Low Duration Portfolio

       8,587,823          271,123          (1,201,742 )        7,414,046          272,071  

PIMCO PVIT Real Return Portfolio

       16,428,197          1,078,467          (1,679,259 )        14,752,643          637,222  

PIMCO PVIT Total Return Portfolio

       33,812,676          2,771,225          (5,575,391 )        29,295,593          1,544,452  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ 817,324,015        $ 116,048,203        $ (177,040,770 )      $ 699,018,957        $ 13,388,883  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

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 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. Prior to April 1, 2015, Citi also served as transfer agent for the Trust under the same agreement. The Administrator was entitled to annual account fees related to the transfer agency system, an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair value services, 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.” Effective April 1, 2015, the Trust’s transfer agent became SunGard Investor Services, LLC.

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 Senior Counsel. During the year ended December 31, 2015, $8,006 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

 

10


AZL MVP Fusion Growth Fund

Notes to the Financial Statements

December 31, 2015

 

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, 2015, actual Trustee compensation was $1,165,450 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, 2015, 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, 2015 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total

Affiliated Investment Company

       $ 699,018,957          $ —          $ 699,018,957  

Unaffiliated Investment Company

         13,832,177            —            13,832,177  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

         712,851,134            —            712,851,134  
      

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                    

Futures Contracts

         (7,482 )          —            (7,482 )
      

 

 

        

 

 

        

 

 

 

Total Investments

       $ 712,843,652          $ —          $ 712,843,652  
      

 

 

        

 

 

        

 

 

 

 

* 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, 2015, 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

       $ 116,048,203          $ 177,040,770  

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 Growth Fund

Notes to the Financial Statements

December 31, 2015

 

Cost for federal income tax purposes at December 31, 2015 is $638,441,197. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 124,705,653  

Unrealized depreciation

    (50,295,716 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 74,409,937   
 

 

 

 

As of the end of its tax year ended December 31, 2015, 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

       $ 45,026,030  

During the year ended December 31, 2015, the Fund utilized $62,069,520 in CLCFs to offset capital gains.

The tax character of dividends paid to shareholders during the year ended December 31, 2015 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

    

Total

Distributions(a)

AZL MVP Fusion Growth Fund

       $ 9,834,523          $ —          $ 9,834,523  

 

(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, 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.

As of December 31, 2015, 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

       $ 14,539,523          $ —          $ (45,026,030 )        $ 74,409,937          $ 43,923,430  

 

(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, 2015, 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, 2015, 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 AZL MVP Fusion Growth Fund as of December 31, 2015, 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 26, 2016

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2015, 31.63% 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, 2017.

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 2015. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2015, and at an “in person” Board of Trustees meeting held October 20, 2015. The Agreement was approved at the Board meeting of October 20, 2015. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2017. 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 2015 contract review process, Trustees received extensive information on the performance results of each of the Funds. This included, for example, performance 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. This included Lipper performance information on all of the Funds for the previous quarter, and previous one, three and five year periods, to the extent the Funds were in existence for such periods. For example, in connection with the Board of Trustees meeting held October 20, 2015, the Manager reported that for the three year period ended June 30, 2015, for the 11 Funds for which three year performance information was available, five Funds were in the top 40%, four Funds were in the middle 20% and two Funds were in the bottom 20%. For the 12 Funds for which one year performance information was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one Fund was in the middle 20%, and two Funds were in the bottom 40%. The Manager also reported that for the six Funds for which five year performance information was available, for the five year period ended June 30, 2015, two were in the top 40%, one was in the middle 20%, and three were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the nine Funds for which three year performance information was available, for the three year period ended June 30, 2015, seven Funds were in the top 40%, and two Funds were in the middle 20%. For the 10 Funds for which one year performance was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one was in the middle 20%, and two were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015, 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 four MVP Fusion Funds the advisory fee paid put these Funds in the 37th percentile of the customized peer group. The Manager reported that for three 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 DFA Multi-Strategy, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity and Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 10th percentile of the customized peer group, and for the AZL DFA Multi-Strategy Fund, the advisory fee was in the 15th percentile. 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 2012 through June 30, 2015. 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, 2015 were approximately $10.6 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.7 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, 2016, 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)

Non-Interested Trustees(1)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Peter R. Burnim, Age 68
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, LDN Risk Management and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; and Expert Witness, Massachusetts Department of Revenue, 2011 to present.   49   Argus Group Holdings and Subsidiaries; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; Bank of Bermuda NY; Sterling Trust (Cayman) Ltd.; and LDN Risk Management and Subsidiaries.
Peggy L. Ettestad, Age 58
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   49   Luther College
Roger A. Gelfenbien, Age 72
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   49   Virtus Funds (8 Funds)
Claire R. Leonardi, Age 60
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Chief Executive Officer, Health eSense Inc., 2015 to Present; CEO, Connecticut Innovations, Inc., 2012 to 2015; General Partner, Fairview Capital, L.P., 1994 to 2012   49   reSet Social Enterprise Investment Fund; Connecticut Technology Council; and Connecticut Bioscience Innovation Fund
Dickson W. Lewis, Age 67
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; 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   49   None
Peter W. McClean, Age 71
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   49   PNMAC Opportunity Fund and Northeast Bank
Arthur C. Reeds III, Age 71
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   49   Connecticut Water Service, Inc.

Interested Trustees(3)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Robert DeChellis, Age 48
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   49   None

Brian Muench, Age 45

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   49   None

 

18


Officers

 

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

Brian Muench, Age 45

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.
Michael Radmer, Age 70
Dorsey & Whitney LLP,
Suite 1500 50 South Sixth Street
Minneapolis, MN 55402-1498
   Secretary    Since 02/02    Senior Counsel (previously, Partner), Dorsey and Whitney LLP since 1976.
Scott Rhodes, Age 56
Citi Fund Services Ohio, Inc.
3435 Stelzer Road
Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/15    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer, Age 47
5701 Golden Hills Drive
Minneapolis, MN 55416
   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 02/14    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.

The Fund’s Statement of Additional Information (“SAI”) contains additional information about the Fund’s Trustees and Officers. The SAI is available upon request, without charge, by calling toll free 1-800-624-0197.

 

19


 

LOGO

 

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.   
These Funds are not FDIC Insured.    ANNRPT1215 2/16


AZL MVP Fusion Moderate Fund

Annual Report

December 31, 2015

 

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 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, 2015?

For the year ended December 31, 2015, the AZL MVP FusionSM Moderate Fund returned -1.71%. That compared to a 1.38%, 0.55% and a 1.23% total return for its benchmarks, the S&P 500 Index1, the Barclays U.S. Aggregate Bond Index1, and the Moderate Composite Index1, respectively.

The AZL MVP FusionSM Moderate Fund is a fund of funds that achieves broad diversification by investing in underlying funds. It was invested in 32 funds at year-end. The 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.

U.S. stock returns were fairly muted during the 12 months through December 31, 2015, with the S&P 500 gaining only 1.38%. Financial markets faced significant headwinds during the second half of the year, including the risk of slower global economic growth, the Federal Reserve’s move to normalize monetary policy by raising the federal funds target rate by 0.25%, the challenge corporate earnings faced in growing from already elevated levels, and liquidity and contagion worries in the high yield bond sector. The U.S. labor market remained a bright spot during the year, with job creation and unemployment trending favorably and wage growth picking up. Industrial activity was challenged in 2015 as a strong U.S. dollar and weak global demand placed pressure on U.S. manufacturers.

Developed international equity markets lagged during the calendar year, with the MSCI EAFE Index2 declining 0.81% over this period. The euro declined significantly against the U.S. dollar, boosting European exports and creating a favorable environment for consumer-related stocks. Europe gained 5% in terms of local currency but declined approximately 3% for U.S. dollar investors. Japanese equities were a bright spot in 2015, gaining approximately 9.6% in U.S. dollar terms.

Emerging markets faced challenges in 2015, dragged down by weak commodity prices; concerns about slowing growth in China and throughout global economy more broadly; and continued headwinds from a rising U.S. dollar. Against this backdrop the MSCI EM Index3 Index declined 14.60% during the year.

Fixed income markets experienced modest gains, with the Barclays U.S. Aggregate Bond Index gaining 0.55% in 2015. The yield on the 10-year Treasury4 note increased 10 basis points (0.10%) to finish the year at 2.27%. Other segments in the fixed income market lagged during the year. Treasury inflation-protected securities5 (TIPS) declined 1.44% during this period as inflation expectations remained low. High-yield bonds struggled in 2015 as liquidity fears and lower oil prices continued to put pressure on leveraged companies in the energy sector. As a result, the Barclays U.S. Corporate High Yield Index6 declined 4.47% during this period. Global bonds also experienced weakness, as the Barclays Global Aggregate Index7 declined 3.15% during the year.

The Fund underperformed the Composite in 2015 due to exposure to a broad range of asset classes that underperformed the Composite, as well as underperformance by a select group of underlying funds.

Relative performance was hurt by the Fund’s allocation to small- and mid-cap stocks, international stocks and emerging market equities, as well as its exposure to TIPS, high yield and global bonds. The Fund’s relative performance was also

hampered by a select number of underlying funds that lagged their stated benchmarks, most notably those invested in core fixed income, large- and mid-cap equities, international equity and TIPS. A select group of underlying funds within small-cap, international equity and high-yield bonds beat their stated benchmarks, contributing positively to relative performance.

The MVP risk management process worked as intended and largely maintained a neutral equity allocation for most of the year relative to its target. However, as volatility increased toward the end of the third quarter the MVP process reduced the Fund’s equity exposure. Overall, the impact of the MVP risk management process, which includes the use of derivatives, resulted in a modest drag on 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, 2015.
1  For a complete description of the Fund’s performance benchmarks please refer to page 2 of this report.
2  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.
3  The Morgan Stanley Capital International, Emerging Markets (“MSCI EM”) Index is a free float adjusted market capitalization index that is designed to measure equity market performance of emerging markets.
4  Barclays U.S. Treasury Index measures the performance of the public obligations of the U.S. Treasury with a remaining maturity of one year or more, are non-convertible and are denominated in U.S. dollars. Securities must be rated investment-grade (Baa3/BBB- or higher) by at least two of the following ratings agencies: Moody’s, S&P, Fitch. If only two of the three agencies rate the security, the lower rating is used to determine index eligibility. If only one of the three agencies rates a security, the rating must be investment grade.
5  Barclays U.S. Treasury Inflation-Linked Bond Index measures the performance of the U.S. Treasury Inflation Protected Securities (TIPS) market. Federal Reserve holdings of U.S. TIPS are not index eligible and are excluded from the face amount outstanding of each bond in the index.
6  Barclays U.S. Corporate High Yield Bond Index measures the USD-denominated, high yield, fixed-rate corporate bond market. Securities are classified as high yield if the middle rating of Moody’s, Fitch and S&P is Ba1/BB+/BB+ or below.
7  Barclays Global Aggregate Index is a measure of global investment-grade debt from 24 local currency markets. This multi-currency benchmark includes treasury, government-related, corporate and securitized fixed-rate bonds from both developed and emerging markets issuers.

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.

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.

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.

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, 2015

 

     1
Year
    3
Year
    5
Year
    10
Year
 

AZL MVP FusionSM Moderate Fund

     -1.71 %      5.67 %      5.23 %      4.00 % 

S&P 500 Index

     1.38 %      15.13 %      12.57 %      7.31 % 

Barclays U.S. Aggregate Bond Index

     0.55 %      1.44 %      3.25 %      4.51 % 

Moderate Composite Index

     1.23 %      10.30 %      9.48 %      6.71 % 

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 Ratio

   Gross  

AZL MVP FusionSM Moderate Fund

     1.10 % 

The above expense ratio is based on the current Fund prospectus dated April 27, 2015. 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, 2017. Additional information pertaining to the December 31, 2015 expense ratios can be found in the financial highlights.

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 the Standard & Poor’s 500 Index (“S&P 500”), the Barclays U.S. Aggregate Bond Index and the Moderate Composite Index (“Composite”). 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. The Composite is a blended index comprised of (65%) S&P 500 and (35%) Barclays U.S. Aggregate Bond Index. 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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 -  12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 -  12/31/15

AZL MVP Fusion Moderate Fund

       $ 1,000.00          $ 964.50          $ 1.09            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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 -  12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 - 12/31/15

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

      37.9 %

Fixed Income

      34.0  

International Equities

      23.6  

Money Market

      2.4  
   

 

 

 

Total Investment Securities

      97.9  

Net other assets (liabilities)

      2.1  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Fusion Moderate Fund

Schedule of Portfolio Investments

December 31, 2015

 

Shares            Fair Value  

 

Affiliated Investment Companies (95.5%):

  

  3,278,752      AZL BlackRock Capital Appreciation Fund    $ 50,328,837  
  3,682,361      AZL Boston Company Research Growth Fund      50,337,874  
  5,474,807      AZL DFA International Core Equity Fund      49,437,510  
  3,986,012      AZL DFA U.S. Core Equity Fund      37,827,249  
  5,314,308      AZL DFA U.S. Small Cap Fund      48,891,631  
  2,152,797      AZL Federated Clover Small Value Fund      37,135,743  
  5,259,389      AZL Gateway Fund      62,902,297  
  5,103,398      AZL International Index Fund      73,591,005  
  5,529,511      AZL Invesco Growth and Income Fund      74,869,579  
  7,537,658      AZL Invesco International Equity Fund      123,843,714  
  9,006,531      AZL JPMorgan International Opportunities Fund      148,517,692  
  6,108,050      AZL JPMorgan U.S. Equity Fund      99,561,222  
  18,385,863      AZL MetWest Total Return Bond Fund      184,042,489  
  2,579,468      AZL MFS Investors Trust Fund      50,196,448  
  4,414,920      AZL MFS Mid Cap Value Fund      37,659,270  
  6,912,326      AZL MFS Value Fund      87,233,557  
  1,196,969      AZL Mid Cap Index Fund      25,256,049  
  4,789,474      AZL Morgan Stanley Global Real Estate Fund      50,337,373  
  2,777,892      AZL Multi-Manager Mid Cap Growth Fund      36,501,500  
  6,970,837      AZL NFJ International Value Fund      67,686,831  
  3,820,763      AZL Oppenheimer Discovery Fund      48,294,451  
  18,721,847      AZL Pyramis Total Bond Fund      184,410,195  
Shares            Fair Value  

 

Affiliated Investment Companies, continued

  

  3,076,930      AZL Russell 1000 Growth Index Fund    $ 47,138,571  
  7,482,962      AZL Russell 1000 Value Index Fund      96,605,035  
  3,645,216      AZL Schroder Emerging Markets Equity Fund, Class 2      22,017,103  
  4,266,285      AZL Wells Fargo Large Cap Growth Fund      50,214,179  
  4,456,119      NFJ Dividend Value Portfolio      49,908,535  
  8,607,935      PIMCO PVIT Global Advantage Strategy Bond Portfolio      75,491,591  
  6,939,672      PIMCO PVIT High Yield Portfolio      50,382,020  
  7,355,390      PIMCO PVIT Low Duration Portfolio      75,392,750  
  6,318,669      PIMCO PVIT Real Return Portfolio      75,381,720  
  17,352,568      PIMCO PVIT Total Return Portfolio      183,590,172  
     

 

 

 

 

Total Affiliated Investment Companies (Cost $2,104,032,156)

     2,354,984,192  
     

 

 

 

 

Unaffiliated Investment Company (2.4%):

  
  59,598,930      Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.61%(a)      59,598,930  
     

 

 

 

 

Total Unaffiliated Investment Company (Cost $59,598,930)

     59,598,930  
     

 

 

 

 

Total Investment Securities (Cost $2,163,631,086)(b) — 97.9%

     2,414,583,122  

 

Net other assets (liabilities) — 2.1%

     51,850,509  
     

 

 

 

 

Net Assets — 100.0%

   $ 2,466,433,631  
     

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2015.

 

(a) The rate represents the effective yield at December 31, 2015.

 

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

Futures Contracts

Cash of $53,225,149 has been segregated to cover margin requirements for the following open contracts as of December 31, 2015:

 

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

U.S. Treasury 10-Year Note March Futures

     Long         3/21/16         313       $ 39,408,656      $ (176,962 ) 

S&P 500 Index E-Mini March Futures

     Long         3/18/16         716         72,867,320        59,427  
              

 

 

 

Total

               $ (117,535 ) 
              

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Fusion Moderate Fund

 

Statement of Assets and Liabilities

December 31, 2015

 

Assets:

    

Investments in non-affiliates, at cost

     $ 59,598,930  

Investments in affiliates, at cost

       2,104,032,156  
    

 

 

 

Total Investment securities, at cost

     $ 2,163,631,086  
    

 

 

 

Investments in non-affiliates, at value

     $ 59,598,930  

Investments in affiliates, at value

       2,354,984,192  
    

 

 

 

Total Investment securities, at value

     $ 2,414,583,122  

Segregated cash for collateral

       53,225,149  

Interest and dividends receivable

       92,192  

Receivable for affiliated investments sold

       468,239  

Receivable for variation margin on futures contracts

       94,929  
    

 

 

 

Total Assets

       2,468,463,631  
    

 

 

 

Liabilities:

    

Cash overdraft

       468,239  

Payable for capital shares redeemed

       373,009  

Payable for variation margin on futures contracts

       685,895  

Manager fees payable

       421,757  

Administration fees payable

       5,179  

Custodian fees payable

       557  

Administrative and compliance services fees payable

       8,113  

Trustee fees payable

       5,963  

Other accrued liabilities

       61,288  
    

 

 

 

Total Liabilities

       2,030,000  
    

 

 

 

Net Assets

     $ 2,466,433,631  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 2,054,540,542  

Accumulated net investment income/(loss)

       50,970,543  

Accumulated net realized gains/(losses) from investment transactions

       110,088,045  

Net unrealized appreciation/(depreciation) on investments

       250,834,501  
    

 

 

 

Net Assets

     $ 2,466,433,631  
    

 

 

 

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

       203,077,392  

Net Asset Value (offering and redemption price per share)

     $ 12.15  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2015

 

Investment Income:

    

Dividends from affiliates

     $ 48,327,942  

Dividends

       5,045  
    

 

 

 

Total Investment Income

       48,332,987  
    

 

 

 

Expenses:

    

Manager fees

       5,287,214  

Administration fees

       69,349  

Custodian fees

       3,222  

Administrative and compliance services fees

       39,625  

Trustee fees

       137,871  

Professional fees

       109,756  

Shareholder reports

       61,383  

Other expenses

       44,330  
    

 

 

 

Total expenses

       5,752,750  
    

 

 

 

Net Investment Income/(Loss)

       42,580,237  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

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

       67,839,473  

Net realized gains distributions from affiliated underlying funds

       100,275,550  

Net realized gains/(losses) on futures contracts

       (8,863,760 )

Change in net unrealized appreciation/depreciation on investments

       (245,260,925 )
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       (86,009,662 )
    

 

 

 

Change in Net Assets Resulting From Operations

     $ (43,429,425 )
    

 

 

 
 

 

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,
2015
   For the
Year Ended
December 31,
2014

Change In Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 42,580,237        $ 28,594,521  

Net realized gains/(losses) on investment transactions

       159,251,263          122,139,921  

Change in unrealized appreciation/depreciation on investments

       (245,260,925 )        (35,669,080 )
    

 

 

      

 

 

 

Change in net assets resulting from operations

       (43,429,425 )        115,065,362  
    

 

 

      

 

 

 

Distributions to Shareholders:

         

From net investment income

       (33,171,485 )        (35,104,942 )

From net realized gains

       (99,506,982 )        —  
    

 

 

      

 

 

 

Change in net assets resulting from distributions to shareholders

       (132,678,467 )        (35,104,942 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       21,944,038          58,591,865  

Proceeds from dividends reinvested

       132,678,467          35,104,942  

Value of shares redeemed

       (236,492,530 )        (202,433,238 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       (81,870,025 )        (108,736,431 )
    

 

 

      

 

 

 

Change in net assets

       (257,977,917 )        (28,776,011 )

Net Assets:

         

Beginning of period

       2,724,411,548          2,753,187,559  
    

 

 

      

 

 

 

End of period

     $ 2,466,433,631        $ 2,724,411,548  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 50,970,543        $ 33,171,463  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       1,694,159          4,555,478  

Dividends reinvested

       10,956,108          2,694,163  

Shares redeemed

       (18,282,963 )        (15,696,602 )
    

 

 

      

 

 

 

Change in shares

       (5,632,696 )        (8,446,961 )
    

 

 

      

 

 

 

 

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,
      2015   2014   2013   2012   2011

Net Asset Value, Beginning of Period

     $ 13.05       $ 12.68       $ 11.17       $ 10.09       $ 10.58  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                    

Net Investment Income/(Loss)

       0.22         0.14         0.11         0.13         0.14  

Net Realized and Unrealized Gains/(Losses) on Investments

       (0.45 )       0.40         1.57         1.13         (0.44 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       (0.23 )       0.54         1.68         1.26         (0.30 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                    

Net Investment Income

       (0.17 )       (0.17 )       (0.17 )       (0.18 )       (0.19 )

Net Realized Gains

       (0.50 )       —         —         —         —  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.67 )       (0.17 )       (0.17 )       (0.18 )       (0.19 )
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 12.15       $ 13.05       $ 12.68       $ 11.17       $ 10.09  
    

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(a)

       (1.71 )%       4.24 %       15.17 %       12.53 %       (2.84 )%

Ratios to Average Net Assets/Supplemental Data:

                    

Net Assets, End of Period (000’s)

     $ 2,466,434       $ 2,724,412       $ 2,753,188       $ 2,068,583       $ 1,808,566  

Net Investment Income/(Loss)

       1.61 %       1.04 %       1.22 %       1.34 %       1.63 %

Expenses Before Reductions*(b)

       0.22 %       0.22 %       0.22 %       0.23 %       0.22 %

Expenses Net of Reductions*

       0.22 %       0.22 %       0.21 %       0.18 %       0.17 %

Portfolio Turnover Rate

       13 %       20 %       5 %       23 %       19 %

 

* 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 such fee reductions had not occurred, the ratios would have been as indicated.

 

See accompanying notes to the financial statements.

 

7


AZL MVP Fusion Moderate Fund

Notes to the Financial Statements

December 31, 2015

 

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 13 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP Fusion Moderate Fund (the “Fund”), and 12 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests primarily 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. Currently, the Fund only offers its shares to separate accounts of Allianz Life Insurance Company of North America and Allianz Life Insurance Company of New York, affiliates of the Trust and the Manager, as defined below.

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, 2015, 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, 2015

 

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 $112.3 million as of December 31, 2015. The monthly average notional amount for these contracts was $139.1 million for the year ended December 31, 2015. 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, 2015:

 

   

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   $ 59,427      Payable for variation margin on futures contracts   $ —   

Interest Rate Risk Exposure

       
Interest Rate       —          176,962   

 

* 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, 2015:

 

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    $ (10,003,272 )     $ (1,367,453 ) 

Interest Rate Risk Exposure

       
Interest Rate        1,139,512         (433,761 ) 

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, acquired fund fees and expenses, 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, 2017. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2015, 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, 2015, 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 year ended December 31, 2015, there were no voluntary waivers.

 

9


AZL MVP Fusion Moderate Fund

Notes to the Financial Statements

December 31, 2015

 

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, 2015, 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, 2015 is as follows:

 

      Fair Value
12/31/14
  

Purchases

at Cost

   Proceeds from
Sales
   Fair Value
12/31/15
  

Dividend

Income

AZL BlackRock Capital Appreciation Fund

     $ 56,986,238        $ 11,295,787        $ (10,233,854 )      $ 50,328,837        $ —  

AZL Boston Company Research Growth Fund

       56,623,219          7,412,711          (9,388,100 )        50,337,874          102,135  

AZL DFA International Core Equity Fund

       —          55,504,300          (763,630 )        49,437,510          —  

AZL DFA U.S. Core Equity Fund

       —          41,628,300          (1,735,892 )        37,827,249          —  

AZL DFA U.S. Small Cap Fund

       —          55,504,200          (2,362,219 )        48,891,631          —  

AZL Federated Clover Small Cap Value Fund

       56,246,615          6,576,486          (17,095,219 )        37,135,743          357,926  

AZL Gateway Fund

       69,831,357          779,328          (8,297,969 )        62,902,297          779,328  

AZL International Index Fund

       127,823,253          3,188,214          (58,827,324 )        73,591,005          3,174,047  

AZL Invesco Growth and Income Fund

       83,951,971          10,758,229          (6,689,253 )        74,869,579          2,427,003  

AZL Invesco International Equity Fund

       145,549,441          10,384,770          (20,403,037 )        123,843,714          2,060,304  

AZL JPMorgan International Opportunities Fund

       155,018,852          6,959,654          (9,111,750 )        148,517,692          3,819,679  

AZL JPMorgan U.S. Equity Fund

       138,232,655          1,215,200          (40,006,656 )        99,561,222          1,215,200  

AZL MetWest Total Return Bond Fund

       201,341,839          5,573,546          (21,739,681 )        184,042,489          192,051  

AZL MFS Investors Trust Fund

       56,918,316          7,698,705          (6,858,230 )        50,196,448          411,414  

AZL MFS Mid Cap Value Fund

       43,320,440          11,621,396          (4,799,285 )        37,659,270          251,800  

AZL MFS Value Fund

       97,553,893          2,045,364          (9,773,250 )        87,233,557          2,045,364  

AZL Mid Cap Index Fund

       29,335,210          1,967,775          (3,497,029 )        25,256,049          294,198  

AZL Morgan Stanley Global Real Estate Fund

       56,501,171          2,822,507          (6,389,147 )        50,337,373          2,057,607  

AZL Multi-Manager Mid Cap Growth Fund

       41,608,536          6,418,943          (2,839,619 )        36,501,500          —  

AZL NFJ International Value Fund

       88,772,000          3,900,945          (13,695,461 )        67,686,831          2,083,911  

AZL Oppenheimer Discovery Fund

       70,672,892          7,549,330          (25,654,576 )        48,294,451          —  

AZL Pyramis Total Bond Fund

       201,333,431          6,268,278          (17,806,521 )        184,410,195          3,758,078  

AZL Russell 1000 Growth Index Fund

       67,056,266          7,009,847          (23,378,641 )        47,138,571          520,101  

AZL Russell 1000 Value Index Fund

       107,478,243          8,511,984          (6,355,816 )        96,605,035          1,620,292  

AZL Schroder Emerging Markets Equity Fund, Class 2

       25,368,083          1,209,681          (104,300 )        22,017,103          250,976  

AZL Wells Fargo Large Cap Growth Fund

       56,918,760          21,142          (9,311,408 )        50,214,179          21,142  

NFJ Dividend Value Portfolio

       56,747,437          5,875,774          (1,989,896 )        49,908,535          947,487  

PIMCO PVIT Global Advantage Strategy Bond Portfolio

       78,499,434          7,039,056          (4,330,192 )        75,491,591          1,581,522  

PIMCO PVIT High Yield Portfolio

       55,136,145          3,631,704          (4,002,967 )        50,382,020          2,849,730  

PIMCO PVIT Low Duration Portfolio

       82,364,548          3,249,220          (7,791,759 )        75,392,750          2,710,065  

PIMCO PVIT Real Return Portfolio

       80,533,389          4,508,107          (4,254,598 )        75,381,720          3,253,444  

PIMCO PVIT Total Return Portfolio

       201,799,438          16,285,386          (23,847,247 )        183,590,172          9,543,138  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ 2,589,523,072        $ 324,415,869        $ (383,334,526 )      $ 2,354,984,192        $ 48,327,942  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

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 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. Prior to April 1, 2015, Citi also served as transfer agent for the Trust under the same agreement. The Administrator was entitled to annual account fees related to the transfer agency system, an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair value services, 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.” Effective April 1, 2015, the Trust’s transfer agent became SunGard Investor Services, LLC.

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 Senior Counsel. During the year ended December 31, 2015, $25,883 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

 

10


AZL MVP Fusion Moderate Fund

Notes to the Financial Statements

December 31, 2015

 

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, 2015, actual Trustee compensation was $1,165,450 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, 2015, 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, 2015 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Company

       $ 2,354,984,192          $ —          $ 2,354,984,192  

Unaffiliated Investment Company

         59,598,930            —            59,598,930  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

         2,414,583,122            —            2,414,583,122  
      

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                    

Futures Contracts

         (117,535 )          —            (117,535 )
      

 

 

        

 

 

        

 

 

 

Total Investments

       $ 2,414,465,587          $ —          $ 2,414,465,587  
      

 

 

        

 

 

        

 

 

 

 

* 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, 2015, 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

       $ 324,415,869          $ 383,334,526  

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, 2015 is $2,201,950,390. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 300,850,067  

Unrealized depreciation

    (88,217,335 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 212,632,732   
 

 

 

 

 

11


AZL MVP Fusion Moderate Fund

Notes to the Financial Statements

December 31, 2015

 

The tax character of dividends paid to shareholders during the year ended December 31, 2015 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

    

Total

Distributions(a)

AZL MVP Fusion Moderate Fund

       $ 33,171,485          $ 99,506,982          $ 132,678,467  

 

(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, 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.

As of December 31, 2015, 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

       $ 50,970,543          $ 148,289,814          $ —          $ 212,632,732          $ 411,893,089  

 

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

8. 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, 2015, the Fund had a controlling interest (in excess of 50%) in the AZL NFJ International Value Fund, the AZL Russell 1000 Value Index Fund, and the AZL Wells Fargo Large Cap Growth Fund, which are affiliated with the Investment Adviser.

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.

 

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 Moderate Fund (the “Fund”) of the Allianz Variable Insurance Products Fund of Funds Trust, including the schedule of portfolio investments, as of December 31, 2015, 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, 2015, 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 AZL MVP Fusion Moderate Fund as of December 31, 2015, 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 26, 2016

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2015, 25.16% 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, 2015, the Fund declared net long-term capital gain distributions of $99,506,982.

 

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, 2017.

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 2015. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2015, and at an “in person” Board of Trustees meeting held October 20, 2015. The Agreement was approved at the Board meeting of October 20, 2015. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2017. 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 2015 contract review process, Trustees received extensive information on the performance results of each of the Funds. This included, for example, performance 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. This included Lipper performance information on all of the Funds for the previous quarter, and previous one, three and five year periods, to the extent the Funds were in existence for such periods. For example, in connection with the Board of Trustees meeting held October 20, 2015, the Manager reported that for the three year period ended June 30, 2015, for the 11 Funds for which three year performance information was available, five Funds were in the top 40%, four Funds were in the middle 20% and two Funds were in the bottom 20%. For the 12 Funds for which one year performance information was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one Fund was in the middle 20%, and two Funds were in the bottom 40%. The Manager also reported that for the six Funds for which five year performance information was available, for the five year period ended June 30, 2015, two were in the top 40%, one was in the middle 20%, and three were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the nine Funds for which three year performance information was available, for the three year period ended June 30, 2015, seven Funds were in the top 40%, and two Funds were in the middle 20%. For the 10 Funds for which one year performance was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one was in the middle 20%, and two were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015, 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 four MVP Fusion Funds the advisory fee paid put these Funds in the 37th percentile of the customized peer group. The Manager reported that for three 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 DFA Multi-Strategy, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity and Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 10th percentile of the customized peer group, and for the AZL DFA Multi-Strategy Fund, the advisory fee was in the 15th percentile. 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 2012 through June 30, 2015. 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, 2015 were approximately $10.6 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.7 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, 2016, 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)

Non-Interested Trustees(1)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Peter R. Burnim, Age 68
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, LDN Risk Management and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; and Expert Witness, Massachusetts Department of Revenue, 2011 to present.   49   Argus Group Holdings and Subsidiaries; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; Bank of Bermuda NY; Sterling Trust (Cayman) Ltd.; and LDN Risk Management and Subsidiaries.
Peggy L. Ettestad, Age 58
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   49   Luther College
Roger A. Gelfenbien, Age 72
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   49   Virtus Funds (8 Funds)
Claire R. Leonardi, Age 60
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Chief Executive Officer, Health eSense Inc., 2015 to Present; CEO, Connecticut Innovations, Inc., 2012 to 2015; General Partner, Fairview Capital, L.P., 1994 to 2012   49   reSet Social Enterprise Investment Fund; Connecticut Technology Council; and Connecticut Bioscience Innovation Fund
Dickson W. Lewis, Age 67
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; 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   49   None
Peter W. McClean, Age 71
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   49   PNMAC Opportunity Fund and Northeast Bank
Arthur C. Reeds III, Age 71
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   49   Connecticut Water Service, Inc.

Interested Trustees(3)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Robert DeChellis, Age 48
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   49   None

Brian Muench, Age 45

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   49   None

 

18


Officers

 

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

Brian Muench, Age 45

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.
Michael Radmer, Age 70
Dorsey & Whitney LLP,
Suite 1500 50 South Sixth Street
Minneapolis, MN 55402-1498
   Secretary    Since 02/02    Senior Counsel (previously, Partner), Dorsey and Whitney LLP since 1976.
Scott Rhodes, Age 56
Citi Fund Services Ohio, Inc.
3435 Stelzer Road
Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/15    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer, Age 47
5701 Golden Hills Drive
Minneapolis, MN 55416
   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 02/14    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.

The Fund’s Statement of Additional Information (“SAI”) contains additional information about the Fund’s Trustees and Officers. The SAI is available upon request, without charge, by calling toll free 1-800-624-0197.

 

19


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.   
These Funds are not FDIC Insured.    ANNRPT1215 2/16


AZL MVP Growth Index Strategy Fund

Annual Report

December 31, 2015

 

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 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, 2015?

For the year ended December 31, 2015, the AZL® MVP Growth Index Strategy Fund returned -0.80%. That compared to a 1.38%, 0.55% and a 1.29% total return for its benchmarks, the S&P 500 Index1, the Barclays U.S. Aggregate Bond Index1, and the Growth Composite Index1, respectively.

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 Index2, the S&P 6003 Index and the MSCI EAFE Index4, 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 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.*

U.S. stock returns were fairly muted during the 12 months through December 31, 2015, with the S&P 500 gaining only 1.38%. Financial markets faced significant headwinds during the second half of the year, including the risk of slower global economic growth, the Federal Reserve’s move to normalize monetary policy by raising the federal funds target rate by 0.25%, the challenge corporate earnings faced in growing from already elevated levels, and liquidity and contagion worries in the high-yield bond sector. The U.S. labor market remained a bright spot during the year, with job creation and unemployment trending favorably and wage growth picking up. Industrial activity was challenged in 2015 as a strong U.S. dollar and weak global demand placed pressure on U.S. manufacturers.

Developed international equity markets lagged during the calendar year, with the MSCI EAFE declining 0.81% over this period. The euro declined significantly against the U.S. dollar, boosting European exports and creating a favorable environment for consumer-related stocks. Europe gained 5% in terms of local currency but declined approximately 3% for U.S. dollar investors. Japanese equities were a bright spot in 2015, gaining approximately 9.6% in U.S. dollar terms.

Fixed income markets experienced modest gains, with the Barclays U.S. Aggregate Bond Index gaining 0.55% in 2015. The yield on the 10-year Treasury5 note increased 10 basis points (0.10%) to finish the year at 2.27%. Corporate bond spreads widened during the year, resulting in a -0.68% return for the Barclays U.S. Corporate Bond Index6 during the period.

The Fund underperformed the Composite in 2015 due to its exposure to small- and mid-cap stocks and international equities. The underlying fixed income fund lagged its benchmark during the period, detracting from relative performance.*

The MVP risk management process worked as intended and largely maintained a neutral equity allocation for most of the year relative to its target. However, as volatility increased toward the end of the third quarter the MVP process reduced the Fund’s equity exposure. Overall, the impact of the MVP risk management process, which includes the use of derivatives, resulted in a modest drag on 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, 2015.
1  For a complete description of the Fund’s performance benchmarks please refer to page 2 of this report.
2  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.
3  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.
4  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.
5  Barclays U.S. Treasury Index measures the performance of the public obligations of the U.S. Treasury with a remaining maturity of one year or more, are non-convertible and are denominated in U.S. dollars. Securities must be rated investment-grade (Baa3/BBB- or higher) by at least two of the following ratings agencies: Moody’s, S&P, Fitch. If only two of the three agencies rate the security, the lower rating is used to determine index eligibility. If only one of the three agencies rates a security, the rating must be investment grade.
6  Barclays U.S. Corporate Bond Index measures the investment-grade, fixed-rate, taxable corporate bond market. It includes USD-denominated securities publicly issued by U.S. and non-U.S. industrial, utility, and financial issuers.

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.

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.

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

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, 2015

 

     1
Year
    3
Year
    Since
Inception
(1/10/12)
 

AZL® MVP Growth Index Strategy Fund

     -0.80 %      8.47 %      9.15 % 

S&P 500 Index

     1.38 %      15.13 %      14.66 % 

Barclays U.S. Aggregate Bond Index

     0.55 %      1.44 %      2.16 % 

Growth Composite Index

     1.29 %      11.68 %      11.54 % 

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 Ratio

   Gross  

AZL® MVP Growth Index Strategy Fund

     0.69 % 

The above expense ratio is based on the current Fund prospectus dated April 27, 2015. 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, 2017. Additional information pertaining to the December 31, 2015 expense ratios can be found in the financial highlights.

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 0.12%.

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 the Standard & Poor’s 500 Index (“S&P 500”), the Barclays U.S. Aggregate Bond Index and the Growth Composite Index (“Composite”). 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. The Composite is a blended index comprised of (75%) S&P 500 and (25%) Barclays U.S. Aggregate Bond Index. 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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 -  12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 -  12/31/15

AZL MVP Growth Index Strategy Fund

       $ 1,000.00          $ 971.70          $ 0.60            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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 - 12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 - 12/31/15

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

      23.8  

International Equities

      19.0  

Money Market

      2.9  
   

 

 

 

Total Investment Securities

      97.8  

Net other assets (liabilities)

      2.2  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Growth Index Strategy Fund

Schedule of Portfolio Investments

December 31, 2015

 

Shares            Fair Value  

 

Affiliated Investment Companies (94.9%):

  

  30,777,154      AZL Enhanced Bond Index Fund    $ 331,777,725  
  18,337,396      AZL International Index Fund      264,425,252  
  7,220,184      AZL Mid Cap Index Fund      152,345,889  
  34,941,723      AZL S&P 500 Index Fund, Class 2      497,220,720  
  5,631,597      AZL Small Cap Stock Index Fund      75,970,242  
     

 

 

 

 

Total Affiliated Investment Companies (Cost $1,254,857,196)

     1,321,739,828  
     

 

 

 

 

Unaffiliated Investment Companies (2.9%):

  

  6,773      Dreyfus Treasury Prime Cash Management Fund, Institutional Shares, 0.00%(a)      6,773  
  40,544,021      Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.61%(a)      40,544,021  
     

 

 

 

 

Total Unaffiliated Investment Companies (Cost $40,550,794)

     40,550,794  
     

 

 

 

 

Total Investment Securities (Cost $1,295,407,990)(b) — 97.8%

     1,362,290,622  

 

Net other assets (liabilities) — 2.2%

     30,169,824  
     

 

 

 

 

Net Assets — 100.0%

   $ 1,392,460,446  
     

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2015.

 

(a) The rate represents the effective yield at December 31, 2015.

 

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

Futures Contracts

Cash of $29,519,671 has been segregated to cover margin requirements for the following open contracts as of December 31, 2015:

 

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

U.S. Treasury 10-Year Note March Futures

     Long         3/21/16         139       $ 17,500,969      $ (77,679 ) 

S&P 500 Index E-Mini March Futures

     Long         3/18/16         513         52,208,010        43,032  
              

 

 

 

Total

               $ (34,647 ) 
              

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Growth Index Strategy Fund

 

Statement of Assets and Liabilities

December 31, 2015

 

Assets:

    

Investments in non-affiliates, at cost

     $ 40,550,794  

Investments in affiliates, at cost

       1,254,857,196  
    

 

 

 

Total Investment securities, at cost

     $ 1,295,407,990  
    

 

 

 

Investments in non-affiliates, at value

     $ 40,550,794  

Investments in affiliates, at value

       1,321,739,828  
    

 

 

 

Total Investment securities, at value

     $ 1,362,290,622  

Cash

       22,643  

Segregated cash for collateral

       29,519,671  

Receivable for capital shares issued

       1,254,096  

Receivable for variation margin on futures contracts

       42,074  
    

 

 

 

Total Assets

       1,393,129,106  
    

 

 

 

Liabilities:

    

Payable for affiliated investments purchased

       9,522  

Payable for variation margin on futures contracts

       491,975  

Manager fees payable

       117,829  

Administration fees payable

       4,863  

Custodian fees payable

       655  

Administrative and compliance services fees payable

       4,517  

Trustee fees payable

       3,320  

Other accrued liabilities

       35,979  
    

 

 

 

Total Liabilities

       668,660  
    

 

 

 

Net Assets

     $ 1,392,460,446  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 1,285,418,675  

Accumulated net investment income/(loss)

       31,942,865  

Accumulated net realized gains/(losses) from investment transactions

       8,250,921  

Net unrealized appreciation/(depreciation) on investments

       66,847,985  
    

 

 

 

Net Assets

     $ 1,392,460,446  
    

 

 

 

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

       102,773,543  

Net Asset Value (offering and redemption price per share)

     $ 13.55  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2015

 

Investment Income:

    

Dividends from affiliates

     $ 29,395,418  

Dividends

       2,021  
    

 

 

 

Total Investment Income

       29,397,439  
    

 

 

 

Expenses:

    

Manager fees

       1,282,331  

Administration fees

       59,792  

Custodian fees

       2,184  

Administrative and compliance services fees

       20,155  

Trustee fees

       69,580  

Professional fees

       58,124  

Shareholder reports

       34,191  

Other expenses

       20,497  
    

 

 

 

Total expenses

       1,546,854  
    

 

 

 

Net Investment Income/(Loss)

       27,850,585  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

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

       (258,539 )

Net realized gains distributions from affiliated underlying funds

       19,771,056  

Net realized gains/(losses) on futures contracts

       (6,094,000 )

Change in net unrealized appreciation/depreciation on investments

       (58,218,218 )
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       (44,799,701 )
    

 

 

 

Change in Net Assets Resulting From Operations

     $ (16,949,116 )
    

 

 

 
 

 

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,

2015

  

For the
Year Ended
December 31,

2014

Change In Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 27,850,585        $ 10,048,718  

Net realized gains/(losses) on investment transactions

       13,418,517          12,398,613  

Change in unrealized appreciation/depreciation on investments

       (58,218,218 )        37,623,793  
    

 

 

      

 

 

 

Change in net assets resulting from operations

       (16,949,116 )        60,071,124  
    

 

 

      

 

 

 

Distributions to Shareholders:

         

From net investment income

       (11,042,254 )        (7,493,815 )

From net realized gains

       (11,515,211 )        (6,092,693 )
    

 

 

      

 

 

 

Change in net assets resulting from distributions to shareholders

       (22,557,465 )        (13,586,508 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       307,517,730          302,032,705  

Proceeds from dividends reinvested

       22,557,465          13,586,508  

Value of shares redeemed

       (16,365,383 )        (12,452,843 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       313,709,812          303,166,370  
    

 

 

      

 

 

 

Change in net assets

       274,203,231          349,650,986  

Net Assets:

         

Beginning of period

       1,118,257,215          768,606,229  
    

 

 

      

 

 

 

End of period

     $ 1,392,460,446        $ 1,118,257,215  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 31,942,865        $ 11,042,200  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       21,813,939          22,290,139  

Dividends reinvested

       1,683,393          990,270  

Shares redeemed

       (1,188,071 )        (922,984 )
    

 

 

      

 

 

 

Change in shares

       22,309,261          22,357,425  
    

 

 

      

 

 

 

 

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,
2015
  Year Ended
December 31,
2014
  Year Ended
December 31,
2013
  January 10, 2012
to
December 31,
2012 (a)

Net Asset Value, Beginning of Period

     $ 13.90       $ 13.23       $ 10.95       $ 10.00  
    

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                

Net Investment Income/(Loss)

       0.25         0.10         0.10         0.09  

Net Realized and Unrealized Gains/(Losses) on Investments

       (0.36 )       0.75         2.18         1.01  
    

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       (0.11 )       0.85         2.28         1.10  
    

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                

Net Investment Income

       (0.12 )       (0.10 )       —         (0.12 )

Net Realized Gains

       (0.12 )       (0.08 )       — (b)       (0.03 )
    

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.24 )       (0.18 )       — (b)       (0.15 )
    

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 13.55       $ 13.90       $ 13.23       $ 10.95  
    

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(c)

       (0.80 )%       6.47 %       20.85 %       10.98 %(d)

Ratios to Average Net Assets/Supplemental Data:

                

Net Assets, End of Period (000’s)

     $ 1,392,460       $ 1,118,257       $ 768,606       $ 261,143  

Net Investment Income/(Loss)

       2.17 %       1.05 %       1.25 %       1.47 %

Expenses Before Reductions*(e)

       0.12 %       0.12 %       0.13 %       0.22 %

Expenses Net of Reductions*

       0.12 %       0.12 %       0.13 %       0.15 %

Portfolio Turnover Rate

       1 %       1 %       — (f)       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 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) Excludes fee reductions. If such fee reductions had not occurred, the ratios would have been as indicated.

 

(f) 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, 2015

 

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 13 separate investment portfolios (collectively, the “Funds”), of which one is included in this report, the AZL MVP Growth Index Strategy Fund (the “Fund”), and 12 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests primarily 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. Currently, the Fund only offers its shares to separate accounts of Allianz Life Insurance Company of North America and Allianz Life Insurance Company of New York, affiliates of the Trust and the Manager, as defined below.

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, 2015

 

Futures Contracts

During the year ended December 31, 2015, 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 $69.7 million as of December 31, 2015. The monthly average notional amount for these contracts was $77.1 million for the year ended December 31, 2015. 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, 2015:

 

   

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   $ 43,032      Payable for variation margin on futures contracts   $ —   

Interest Rate Risk Exposure

       
Interest Rate       —          77,679   

 

* 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, 2015:

 

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    $ (6,426,373 )     $ (626,377 ) 

Interest Rate Risk Exposure

       
Interest Rate        332,373         (152,274 ) 

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, acquired fund fees and expenses, 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, 2017. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2015, 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, 2015, 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 year ended December 31, 2015, there were no voluntary waivers.

 

9


AZL MVP Growth Index Strategy Fund

Notes to the Financial Statements

December 31, 2015

 

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, 2015, 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, 2015 is as follows:

 

      Fair Value
12/31/14
   Purchases
at Cost
   Proceeds from
Sales
   Fair Value
12/31/15
   Dividend
Income

AZL Enhanced Bond Index Fund

     $ 268,142,739        $ 79,544,951        $ (5,353,930 )      $ 331,777,725        $ 6,884,195  

AZL International Index Fund

       211,919,894          71,657,743          (3,102,341 )        264,425,252          10,393,611  

AZL Mid Cap Index Fund

       123,162,130          44,937,909          —          152,345,889          1,621,286  

AZL S&P 500 Index Fund, Class 2

       397,761,428          106,133,665          (772,439 )        497,220,720          9,718,486  

AZL Small Cap Stock Index Fund

       62,588,596          22,817,587          —          75,970,242          777,840  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ 1,063,574,787        $ 325,091,855        $ (9,228,710 )      $ 1,321,739,828        $ 29,395,418  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

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 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. Prior to April 1, 2015, Citi also served as transfer agent for the Trust under the same agreement. The Administrator was entitled to annual account fees related to the transfer agency system, an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair value services, 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.” Effective April 1, 2015, the Trust’s transfer agent became SunGard Investor Services, LLC.

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 Senior Counsel. During the year ended December 31, 2015, $11,945 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, 2015, actual Trustee compensation was $1,165,450 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, 2015, 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, 2015 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Company

       $ 1,321,739,828          $ —          $ 1,321,739,828  

Unaffiliated Investment Company

         40,550,794            —            40,550,794  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

         1,362,290,622            —            1,362,290,622  
      

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                    

Futures Contracts

         (34,647 )          —            (34,647 )
      

 

 

        

 

 

        

 

 

 

Total Investments

       $ 1,362,255,975          $ —          $ 1,362,255,975  
      

 

 

        

 

 

        

 

 

 

 

* 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 Growth Index Strategy Fund

Notes to the Financial Statements

December 31, 2015

 

5. Security Purchases and Sales

For the year ended December 31, 2015, 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

       $ 325,091,855          $ 9,228,710  

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, 2015 is $1,296,080,301. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 85,017,344  

Unrealized depreciation

    (18,807,023 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 66,210,321   
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2015 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

    

Total

Distributions(a)

AZL MVP Growth Index Strategy Fund

       $ 13,168,359          $ 9,389,106          $ 22,557,465  

 

(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, 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.

As of December 31, 2015, 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

       $ 31,942,865          $ 8,888,585          $ —          $ 66,210,321          $ 107,041,771  

 

(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 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, 2015, 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 or periods in the four-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, 2015, by correspondence with the custodian, 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 AZL MVP Growth Index Strategy Fund as of December 31, 2015, 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 or periods in the four-year period then ended, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Columbus, Ohio

February 26, 2016

 

12


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2015, 42.12% 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, 2015, the Fund declared net long-term capital gain distributions of $9,389,107.

During the year ended December 31, 2015, the Fund declared net short-term capital gain distributions of $2,126,065.

 

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, 2017.

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 2015. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2015, and at an “in person” Board of Trustees meeting held October 20, 2015. The Agreement was approved at the Board meeting of October 20, 2015. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2017. 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 2015 contract review process, Trustees received extensive information on the performance results of each of the Funds. This included, for example, performance 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. This included Lipper performance information on all of the Funds for the previous quarter, and previous one, three and five year periods, to the extent the Funds were in existence for such periods. For example, in connection with the Board of Trustees meeting held October 20, 2015, the Manager reported that for the three year period ended June 30, 2015, for the 11 Funds for which three year performance information was available, five Funds were in the top 40%, four Funds were in the middle 20% and two Funds were in the bottom 20%. For the 12 Funds for which one year performance information was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one Fund was in the middle 20%, and two Funds were in the bottom 40%. The Manager also reported that for the six Funds for which five year performance information was available, for the five year period ended June 30, 2015, two were in the top 40%, one was in the middle 20%, and three were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the nine Funds for which three year performance information was available, for the three year period ended June 30, 2015, seven Funds were in the top 40%, and two Funds were in the middle 20%. For the 10 Funds for which one year performance was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one was in the middle 20%, and two were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015, 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 four MVP Fusion Funds the advisory fee paid put these Funds in the 37th percentile of the customized peer group. The Manager reported that for three 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 DFA Multi-Strategy, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity and Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 10th percentile of the customized peer group, and for the AZL DFA Multi-Strategy Fund, the advisory fee was in the 15th percentile. 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 2012 through June 30, 2015. 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, 2015 were approximately $10.6 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.7 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, 2016, 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)

Non-Interested Trustees(1)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Peter R. Burnim, Age 68
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, LDN Risk Management and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; and Expert Witness, Massachusetts Department of Revenue, 2011 to present.   49   Argus Group Holdings and Subsidiaries; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; Bank of Bermuda NY; Sterling Trust (Cayman) Ltd.; and LDN Risk Management and Subsidiaries.
Peggy L. Ettestad, Age 58
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   49   Luther College
Roger A. Gelfenbien, Age 72
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   49   Virtus Funds (8 Funds)
Claire R. Leonardi, Age 60
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Chief Executive Officer, Health eSense Inc., 2015 to Present; CEO, Connecticut Innovations, Inc., 2012 to 2015; General Partner, Fairview Capital, L.P., 1994 to 2012   49   reSet Social Enterprise Investment Fund; Connecticut Technology Council; and Connecticut Bioscience Innovation Fund
Dickson W. Lewis, Age 67
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; 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   49   None
Peter W. McClean, Age 71
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   49   PNMAC Opportunity Fund and Northeast Bank
Arthur C. Reeds III, Age 71
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   49   Connecticut Water Service, Inc.

Interested Trustees(3)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Robert DeChellis, Age 48
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   49   None

Brian Muench, Age 45

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   49   None

 

17


Officers

 

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

Brian Muench, Age 45

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.
Michael Radmer, Age 70
Dorsey & Whitney LLP,
Suite 1500 50 South Sixth Street
Minneapolis, MN 55402-1498
   Secretary    Since 02/02    Senior Counsel (previously, Partner), Dorsey and Whitney LLP since 1976.
Scott Rhodes, Age 56
Citi Fund Services Ohio, Inc.
3435 Stelzer Road
Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/15    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer, Age 47
5701 Golden Hills Drive
Minneapolis, MN 55416
   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 02/14    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.

The Fund’s Statement of Additional Information (“SAI”) contains additional information about the Fund’s Trustees and Officers. The SAI is available upon request, without charge, by calling toll free 1-800-624-0197.

 

18


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.   
These Funds are not FDIC Insured.    ANNRPT1215 2/16


AZL MVP Invesco Equity and Income Fund

Annual Report

December 31, 2015

 

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 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, 2015?

For the year ended December 31, 2015, the AZL® MVP Invesco Equity and Income Fund returned
-3.21%. That compared to a 1.38%, 0.55% and a 1.20% total return for its benchmarks, the S&P 500 Index1, the Barclays U.S. Aggregate Bond Index1, and the Balanced Composite Index1, respectively.

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.*

U.S. stocks delivered modest gains amid sharp volatility during the 12 months through December 31, 2015. In the first half of the period, the U.S. economy recorded slow but steady growth. The increasing availability of credit and an improving employment picture contributed to higher consumer confidence and spending, which drove U.S. equity markets higher. These positive trends were countered somewhat by a strong U.S. dollar, which created foreign-exchange headwinds for U.S.-based companies. The strong dollar also hurt commodity- and materials-based sectors. During the summer, global markets reversed sharply, declining on concerns about China’s slowing economy. The continued slump in oil prices also contributed to market volatility.

U.S. markets eventually rallied in the fall, and the U.S. Federal Reserve saw enough positive economic data to raise short-term interest rates in December. As a result, most major indexes finished the year in positive territory. Sector performance within the S&P 500 was mixed, however, with health care, telecommunication services, information technology, consumer discretionary and consumer staples posting positive performance.

The equity portion of the portfolio underperformed the S&P 500. Stock selection and an overweight position in the energy sector hurt the Fund’s relative performance, as energy stocks suffered from declining oil prices. Underweight positions and stock selection in the consumer discretionary and information technology sectors also detracted from relative performance.*

The Fund benefitted from an underweight position and stock selection in the industrial sector. An underweight position in the poor-performing utilities sector also boosted relative performance.*

The fixed-income portion of the portfolio underperformed the Barclays U.S. Aggregate Bond Index. Security selection among high-grade issuers in the telecommunications, media and technology sectors detracted the most from relative performance. Underweight positions and security selection in government bonds and high-quality energy bonds also hurt relative performance. The Fund also maintained a lower average duration than the index, which detracted from performance. However, the portfolio’s bond allocation helped the Fund’s absolute performance, as it outperformed by a large margin the large value equities that are the focus of the Fund’s investing style.*

The underlying fund 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. These contracts had a large positive impact on the Fund’s performance due to the strength of the U.S. dollar compared to the foreign currencies in which the non-U.S. holdings were denominated.*

The MVP risk management process worked as intended and largely maintained a neutral equity allocation for most of the year relative to its target. However, as volatility increased toward the end of the third quarter, the MVP process modestly reduced the Fund’s equity exposure. Overall, the impact of the MVP risk management process, which includes the use of derivatives, resulted in a modest drag on 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, 2015.
1  For a complete description of the Fund’s performance benchmarks please refer to page 2 of this report.
 

 

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.

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.

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, 2015

 

     1
Year
    3
Year
    Since
Inception
(1/10/12)
 

AZL® MVP Invesco Equity and Income Fund

     -3.21 %      9.14 %      9.13 % 

S&P 500 Index

     1.38 %      15.13 %      14.66 % 

Barclays U.S. Aggregate Bond Index

     0.55 %      1.44 %      2.16 % 

Balanced Composite Index

     1.20 %      9.62 %      9.67 % 

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 Ratio

   Gross  

AZL® MVP Invesco Equity and Income Fund

     1.05 % 

The above expense ratio is based on the current Fund prospectus dated April 27, 2015. 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, 2017. Additional information pertaining to the December 31, 2015 expense ratios can be found in the financial highlights.

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 the Standard & Poor’s 500 Index (“S&P 500”), the Barclays U.S. Aggregate Bond Index and the Balanced Composite Index (“Composite”). 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. The Composite is a blended index comprised of (60%) S&P 500 and (40%) Barclays U.S. Aggregate Bond Index. 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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 - 12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 - 12/31/15

AZL MVP Invesco Equity and Income Fund

       $ 1,000.00          $ 955.90          $ 0.64            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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 - 12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 - 12/31/15

AZL MVP Invesco Equity and Income Fund

       $ 1,000.00          $ 1,024.56          $ 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

      94.9 %

Money Market

      3.0  
   

 

 

 

Total Investment Securities

      97.9  

Net other assets (liabilities)

      2.1  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP Invesco Equity and Income Fund

Schedule of Portfolio Investments

December 31, 2015

 

Shares            Fair Value  

 

Affiliated Investment Company (94.9%):

  

  32,905,226      AZL Invesco Equity and Income Fund    $ 494,565,552  
     

 

 

 

 

Total Affiliated Investment Company (Cost $488,782,711)

     494,565,552  
     

 

 

 

 

Unaffiliated Investment Company (3.0%):

  

  15,554,080      Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.61%(a)      15,554,080  
     

 

 

 

 

Total Unaffiliated Investment Company (Cost $15,554,080)

     15,554,080  
     

 

 

 

 

Total Investment Securities (Cost $504,336,791)(b) — 97.9%

     510,119,632  

 

Net other assets (liabilities) — 2.1%

     10,724,575  
     

 

 

 

 

Net Assets — 100.0%

   $ 520,844,207  
     

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2015.

 

(a) The rate represents the effective yield at December 31, 2015.
(b) See Federal Tax Information listed in the Notes to the Financial Statements.

Futures Contracts

Cash of $10,581,340 has been segregated to cover margin requirements for the following open contracts as of December 31, 2015:

 

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

U.S. Treasury 10-Year Note March Futures

     Long         3/21/16         83       $ 10,450,219      $ (47,437 ) 

S&P 500 Index E-Mini March Futures

     Long         3/18/16         153         15,570,810        (167,465 ) 
              

 

 

 

Total

               $ (214,902 ) 
              

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP Invesco Equity and Income Fund

 

Statement of Assets and Liabilities

December 31, 2015

 

Assets:

    

Investments in non-affiliates, at cost

     $ 15,554,080  

Investments in affiliates, at cost

       488,782,711  
    

 

 

 

Total Investment securities, at cost

     $ 504,336,791  
    

 

 

 

Investments in non-affiliates, at value

     $ 15,554,080  

Investments in affiliates, at value

       494,565,552  
    

 

 

 

Total Investment securities, at value

     $ 510,119,632  

Cash

       374,380  

Segregated cash for collateral

       10,581,340  

Receivable for capital shares issued

       285,070  

Receivable for variation margin on futures contracts

       35,080  
    

 

 

 

Total Assets

       521,395,502  
    

 

 

 

Liabilities:

    

Payable for affiliated investments purchased

       357,748  

Payable for variation margin on futures contracts

       116,160  

Manager fees payable

       44,393  

Administration fees payable

       4,679  

Custodian fees payable

       670  

Administrative and compliance services fees payable

       1,771  

Trustee fees payable

       1,302  

Other accrued liabilities

       24,572  
    

 

 

 

Total Liabilities

       551,295  
    

 

 

 

Net Assets

     $ 520,844,207  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 488,205,584  

Accumulated net investment income/(loss)

       11,530,335  

Accumulated net realized gains/(losses) from investment transactions

       15,540,349  

Net unrealized appreciation/(depreciation) on investments

       5,567,939  
    

 

 

 

Net Assets

     $ 520,844,207  
    

 

 

 

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

       38,598,395  

Net Asset Value (offering and redemption price per share)

     $ 13.49  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2015

 

Investment Income:

    

Dividends from affiliates

     $ 10,687,796  

Dividends

       828  
    

 

 

 

Total Investment Income

       10,688,624  
    

 

 

 

Expenses:

    

Manager fees

       507,559  

Administration fees

       54,739  

Custodian fees

       2,216  

Administrative and compliance services fees

       8,614  

Trustee fees

       29,784  

Professional fees

       24,493  

Shareholder reports

       33,956  

Other expenses

       8,262  
    

 

 

 

Total expenses

       669,623  
    

 

 

 

Net Investment Income/(Loss)

       10,019,001  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

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

       (19,970 )

Net realized gains distributions from affiliated underlying funds

       20,674,578  

Net realized gains/(losses) on futures contracts

       (3,329,301 )

Change in net unrealized appreciation/depreciation on investments

       (44,072,890 )
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       (26,747,583 )
    

 

 

 

Change in Net Assets Resulting From Operations

     $ (16,728,582 )
    

 

 

 
 

 

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,
2015
   For the
Year Ended
December 31,
2014

Change In Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 10,019,001        $ 2,550,773  

Net realized gains/(losses) on investment transactions

       17,325,307          12,464,029  

Change in unrealized appreciation/depreciation on investments

       (44,072,890 )        16,815,538  
    

 

 

      

 

 

 

Change in net assets resulting from operations

       (16,728,582 )        31,830,340  
    

 

 

      

 

 

 

Distributions to Shareholders:

         

From net investment income

       (2,550,798 )        (1,487,000 )

From net realized gains

       (12,524,529 )        (1,279,786 )
    

 

 

      

 

 

 

Change in net assets resulting from distributions to shareholders

       (15,075,327 )        (2,766,786 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       83,138,412          143,369,251  

Proceeds from dividends reinvested

       15,075,327          2,766,786  

Value of shares redeemed

       (13,022,406 )        (6,578,804 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       85,191,333          139,557,233  
    

 

 

      

 

 

 

Change in net assets

       53,387,424          168,620,787  

Net Assets:

         

Beginning of period

       467,456,783          298,835,996  
    

 

 

      

 

 

 

End of period

     $ 520,844,207        $ 467,456,783  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 11,530,335        $ 2,550,771  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       5,858,209          10,400,365  

Dividends reinvested

       1,120,010          194,981  

Shares redeemed

       (909,382 )        (469,101 )
    

 

 

      

 

 

 

Change in shares

       6,068,837          10,126,245  
    

 

 

      

 

 

 

 

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,
2015
  Year Ended
December 31,
2014
  Year Ended
December 31,
2013
 

January 10, 2012
to

December 31,
2012 (a)

Net Asset Value, Beginning of Period

     $ 14.37       $ 13.34       $ 10.77       $ 10.00  
    

 

 

     

 

 

     

 

 

     

 

 

 

Investment Activities:

                

Net Investment Income/(Loss)

       0.25         0.06         0.07         0.10  

Net Realized and Unrealized Gains/(Losses) on Investments

       (0.71 )       1.06         2.50         0.79  
    

 

 

     

 

 

     

 

 

     

 

 

 

Total from Investment Activities

       (0.46 )       1.12         2.57         0.89  
    

 

 

     

 

 

     

 

 

     

 

 

 

Dividends to Shareholders From:

                

Net Investment Income

       (0.07 )       (0.05 )       —         (0.10 )

Net Realized Gains

       (0.35 )       (0.04 )       — (b)       (0.02 )
    

 

 

     

 

 

     

 

 

     

 

 

 

Total Dividends

       (0.42 )       (0.09 )       — (b)       (0.12 )
    

 

 

     

 

 

     

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 13.49       $ 14.37       $ 13.34       $ 10.77  
    

 

 

     

 

 

     

 

 

     

 

 

 

Total Return(c)

       (3.21 )%       8.42 %       23.88 %       8.89 %(d)

Ratios to Average Net Assets/Supplemental Data:

                

Net Assets, End of Period (000’s)

     $ 520,844       $ 467,457       $ 298,836       $ 79,526  

Net Investment Income/(Loss)

       1.97 %       0.65 %       0.89 %       1.82 %

Expenses Before Reductions*(e)

       0.13 %       0.14 %       0.16 %       0.36 %

Expenses Net of Reductions*

       0.13 %       0.14 %       0.15 %       0.15 %

Portfolio Turnover Rate

       2 %       1 %       —         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) Excludes fee reductions. If such fee reductions had not occurred, the ratios would have been as indicated.

 

See accompanying notes to the financial statements.

 

7


AZL MVP Invesco Equity and Income Fund

Notes to the Financial Statements

December 31, 2015

 

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 13 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 12 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests primarily 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. Currently, the Fund only offers its shares to separate accounts of Allianz Life Insurance Company of North America and Allianz Life Insurance Company of New York, affiliates of the Trust and the Manager, as defined below.

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, 2015

 

Futures Contracts

During the year ended December 31, 2015, 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 $26.0 million as of December 31, 2015. The monthly average notional amount for these contracts was $36.9 million for the year ended December 31, 2015. 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, 2015:

 

   

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   $ —      Payable for variation margin on futures contracts   $ 167,465   

Interest Rate Risk Exposure

       
Interest Rate       —          47,437   

 

* 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, 2015:

 

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    $ (3,550,819 )     $ (387,110 ) 

Interest Rate Risk Exposure

       
Interest Rate        221,518         (97,474 ) 

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, acquired fund fees and expenses, 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, 2017. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2015, 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, 2015, there were no remaining contractual reimbursements that are subject to repayment by the Fund in subsequent years.

 

9


AZL MVP Invesco Equity and Income Fund

Notes to the Financial Statements

December 31, 2015

 

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 year ended December 31, 2015, 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, 2015, 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, 2015 is as follows:

 

      Fair Value
12/31/14
   Purchases
at Cost
   Proceeds from
Sales
   Fair Value
12/31/15
   Dividend
Income

AZL Invesco Equity and Income Fund

     $ 445,091,201        $ 102,400,556        $ (9,317,931 )      $ 494,565,552        $ 10,687,796  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ 445,091,201        $ 102,400,556        $ (9,317,931 )      $ 494,565,552        $ 10,687,796  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

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 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. Prior to April 1, 2015, Citi also served as transfer agent for the Trust under the same agreement. The Administrator was entitled to annual account fees related to the transfer agency system, an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair value services, 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.” Effective April 1, 2015, the Trust’s transfer agent became SunGard Investor Services, LLC.

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 Senior Counsel. During the year ended December 31, 2015, $4,800 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, 2015, actual Trustee compensation was $1,165,450 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, 2015, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value.

 

10


AZL MVP Invesco Equity and Income Fund

Notes to the Financial Statements

December 31, 2015

 

The following is a summary of the valuation inputs used as of December 31, 2015 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Company

       $ 494,565,552          $ —          $ 494,565,552  

Unaffiliated Investment Company

         15,554,080            —            15,554,080  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

         510,119,632            —            510,119,632  
      

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                    

Futures Contracts

         (214,902 )          —            (214,902 )
      

 

 

        

 

 

        

 

 

 

Total Investments

       $ 509,904,730          $ —          $ 509,904,730  
      

 

 

        

 

 

        

 

 

 

 

* 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, 2015, 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

       $ 102,400,556          $ 9,317,931  

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, 2015 is $504,570,365. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ 5,782,841  

Unrealized depreciation

    (233,574 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ 5,549,267   
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2015 were as follows:

 

       

Ordinary

Income

    

Net

Long-Term

Capital Gains

    

Total

Distributions(a)

AZL MVP Invesco Equity and Income Fund

       $ 3,299,807          $ 11,775,520          $ 15,075,327  

 

(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, 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.

 

11


AZL MVP Invesco Equity and Income Fund

Notes to the Financial Statements

December 31, 2015

 

As of December 31, 2015, 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

       $ 11,530,335          $ 15,559,021          $ —          $ 5,549,267          $ 32,638,623  

 

(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 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, 2015, 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 or periods in the four-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, 2015, 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 AZL MVP Invesco Equity and Income Fund as of December 31, 2015, 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 or periods in the four-year period then ended, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Columbus, Ohio

February 26, 2016

 

13


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2015, 93.53% 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, 2015, the Fund declared net long-term capital gain distributions of $11,775,520.

During the year ended December 31, 2015, the Fund declared net short-term capital gain distributions of $749,008.

 

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, 2017.

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 2015. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2015, and at an “in person” Board of Trustees meeting held October 20, 2015. The Agreement was approved at the Board meeting of October 20, 2015. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2017. 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 2015 contract review process, Trustees received extensive information on the performance results of each of the Funds. This included, for example, performance 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. This included Lipper performance information on all of the Funds for the previous quarter, and previous one, three and five year periods, to the extent the Funds were in existence for such periods. For example, in connection with the Board of Trustees meeting held October 20, 2015, the Manager reported that for the three year period ended June 30, 2015, for the 11 Funds for which three year performance information was available, five Funds were in the top 40%, four Funds were in the middle 20% and two Funds were in the bottom 20%. For the 12 Funds for which one year performance information was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one Fund was in the middle 20%, and two Funds were in the bottom 40%. The Manager also reported that for the six Funds for which five year performance information was available, for the five year period ended June 30, 2015, two were in the top 40%, one was in the middle 20%, and three were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the nine Funds for which three year performance information was available, for the three year period ended June 30, 2015, seven Funds were in the top 40%, and two Funds were in the middle 20%. For the 10 Funds for which one year performance was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one was in the middle 20%, and two were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015, 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 four MVP Fusion Funds the advisory fee paid put these Funds in the 37th percentile of the customized peer group. The Manager reported that for three 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 DFA Multi-Strategy, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity and Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 10th percentile of the customized peer group, and for the AZL DFA Multi-Strategy Fund, the advisory fee was in the 15th percentile. 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 2012 through June 30, 2015. 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, 2015 were approximately $10.6 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.7 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, 2016, 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)

Non-Interested Trustees(1)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Peter R. Burnim, Age 68
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, LDN Risk Management and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; and Expert Witness, Massachusetts Department of Revenue, 2011 to present.   49   Argus Group Holdings and Subsidiaries; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; Bank of Bermuda NY; Sterling Trust (Cayman) Ltd.; and LDN Risk Management and Subsidiaries.
Peggy L. Ettestad, Age 58
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   49   Luther College
Roger A. Gelfenbien, Age 72
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   49   Virtus Funds (8 Funds)
Claire R. Leonardi, Age 60
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Chief Executive Officer, Health eSense Inc., 2015 to Present; CEO, Connecticut Innovations, Inc., 2012 to 2015; General Partner, Fairview Capital, L.P., 1994 to 2012   49   reSet Social Enterprise Investment Fund; Connecticut Technology Council; and Connecticut Bioscience Innovation Fund
Dickson W. Lewis, Age 67
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; 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   49   None
Peter W. McClean, Age 71
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   49   PNMAC Opportunity Fund and Northeast Bank
Arthur C. Reeds III, Age 71
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   49   Connecticut Water Service, Inc.

Interested Trustees(3)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Robert DeChellis, Age 48
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   49   None

Brian Muench, Age 45

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   49   None

 

18


Officers

 

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

Brian Muench, Age 45

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.
Michael Radmer, Age 70
Dorsey & Whitney LLP,
Suite 1500 50 South Sixth Street
Minneapolis, MN 55402-1498
   Secretary    Since 02/02    Senior Counsel (previously, Partner), Dorsey and Whitney LLP since 1976.
Scott Rhodes, Age 56
Citi Fund Services Ohio, Inc.
3435 Stelzer Road
Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/15    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer, Age 47
5701 Golden Hills Drive
Minneapolis, MN 55416
   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 02/14    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.

The Fund’s Statement of Additional Information (“SAI”) contains additional information about the Fund’s Trustees and Officers. The SAI is available upon request, without charge, by calling toll free 1-800-624-0197.

 

19


 

LOGO

 

The Allianz VIP Fund of Funds are distributed by Allianz Life Financial Services, LLC.   
These Funds are not FDIC Insured.      ANNRPT1215 2/16   


AZL MVP T. Rowe Price Capital Appreciation Fund

Annual Report

December 31, 2015

 

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 during the year ended December 31, 2015?

For the year ended December 31, 2015, the AZL® MVP T. Rowe Price Capital Appreciation Fund returned 4.15%. That compared to a 1.38%, 0.55% and a 1.20% total return for its benchmarks, the S&P 500 Index1, the Barclays U.S. Aggregate Bond Index1, and the Balanced Composite Index1, respectively.

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.*

After a volatile year the S&P 500 finished 2015 in positive territory. Equities benefited from steady U.S. economic and employment growth; generally favorable corporate earnings outside the energy sector, which has been hammered by plummeting oil prices since mid-2014; increased merger activity; and aggressive stimulus measures by central banks in Europe and Asia. Sector performance was widely mixed, with the consumer discretionary sector making strong gains while the energy sector finished down significantly. The health care, consumer staples and information technology sectors were also areas of strength.

The portfolio’s equity holdings drove performance, outpacing the S&P 500 Index. The portfolio’s fixed income holdings also posted a positive return during the one-year period, slightly outperforming the Barclays U.S. Aggregate Index. Within equities, the health care sector contributed substantially to relative outperformance due to stock selection and an overweight position. On the downside, the consumer discretionary sector detracted from relative performance due to an underweight position and stock selection.*

The Fund’s subadvisor trimmed holdings within the consumer discretionary, health care and information technology sectors during the period and slightly decreased its overall equity exposure from the prior year. The subadvisor also added to certain positions in the industrials and financials sectors. 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.*

The Fund’s overall weighting to fixed income declined during the year, as the subadvisor trimmed select high-yield bonds and bank loans and added to investment-grade corporate bonds. High-yield bonds continued to decline as tumbling oil prices caused weakness among energy companies. Regardless of the recent volatility, high yield remained the Fund’s largest fixed income asset class, and the subadvisor tended to invest in the highest-quality high-yield bonds. The Fund’s decrease in high yield during the period was largely a function of the subadvisor’s efforts to reduce overall duration in order to provide protection from rising rates.*

The underlying fund held equity options throughout the period, as well as currency forwards and index futures at certain points during the period. Throughout the year, the subadvisor’s covered call strategy represented, on average, 3.88% of the overall portfolio and generated a return of approximately 9.84%. The covered call strategy’s estimated contribution to the portfolio’s total return was 0.34%. The estimated impact on the Fund’s return from employing currency forwards was 2 basis points (bps) (0.02%), while the estimated impact of futures was 26 bps (0.26%) and the estimated impact of options was 6 bps (0.06%).*

The MVP risk management process worked as intended and largely maintained a neutral equity allocation for most of the year relative to its target. However, as volatility increased towards the end of the third quarter the MVP process reduced the Fund’s equity exposure. Over the full year the MVP risk management process, which includes derivatives, resulted in a drag on 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, 2015.
1  For a complete description of the Fund’s performance benchmarks please refer to page 2 of this report.
 

 

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.

Emerging market investing may be subject to additional economic, political, liquidity, and currency risks not associated with more developed countries.

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.

Value-based investments are subject to the risk that the broad market may not recognize their intrinsic value.

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

Investing in a single industry or sector, or concentrating investments in a limited number of industries or sectors, tends to increase the risk that economic, political, or regulatory developments affecting certain industries or sectors will have a large impact on the value of the portfolio.

High-yield bonds have a higher risk of default or other adverse credit events, but have the potential to pay higher earnings over investment-grade bonds. The higher risk of default, or the inability of the creditor to repay its debt, is the primary reason for the higher interest rates on high-yield bonds.

The Fund is subject to the risk that principal values reacts in opposition to the movement of interest rates and that a rising interest rate environment increases the risk of loss of principal.

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

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.

Average Annual Total Returns as of December 31, 2015

 

     1
Year
    Since
Inception
(1/10/14)
 

AZL® MVP T. Rowe Price Capital Appreciation Fund

     4.15 %      7.72 % 

S&P 500 Index

     1.38 %      7.62 % 

Barclays U.S. Aggregate Bond Index

     0.55 %      2.90 % 

Balanced Composite Index

     1.20 %      5.80 % 

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 Ratio

   Gross  

AZL® MVP T. Rowe Price Capital Appreciation Fund

     1.06 % 

The above expense ratio is based on the current Fund prospectus dated April 27, 2015. 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, 2017. Additional information pertaining to the December 31, 2015 expense ratios can be found in the financial highlights.

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 0.13%.

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 the Standard and Poor’s 500 Index (“S&P 500”), the Barclays U.S. Aggregate Bond Index and the Balanced Composite Index (“Composite”). 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. The Composite is a blended index comprised of (60%) of the S&P 500 and (40%) of the Barclays U.S. Aggregate Bond Index. 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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 - 12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 - 12/31/15

AZL MVP T. Rowe Price Capital Appreciation Fund

       $ 1,000.00          $ 1,007.80          $ 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
7/1/15
     Ending
Account Value
12/31/15
     Expenses Paid
During Period
7/1/15 - 12/31/15*
     Annualized
Expense Ratio
During Period
7/1/15 - 12/31/15

AZL MVP T. Rowe Price Capital Appreciation Fund

       $ 1,000.00          $ 1,024.56          $ 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

      94.9 %

Money Market

      2.7  

Time Deposit

      0.0  
   

 

 

 

Total Investment Securities

      97.6  

Net other assets (liabilities)

      2.4  
   

 

 

 

Net Assets

      100.0 %
   

 

 

 

 

3


AZL MVP T. Rowe Price Capital Appreciation Fund

Schedule of Portfolio Investments

December 31, 2015

 

Shares           Fair Value  

 

Affiliated Investment Company (94.9%):

  

  39,291,956     AZL T. Rowe Price Capital Appreciation Fund    $ 630,242,972  
    

 

 

 

 

Total Affiliated Investment Company (Cost $634,821,345)

     630,242,972  
    

 

 

 

 

Unaffiliated Investment Company (2.7%):

  

  18,136,911      Goldman Sachs Financial Square Federal Fund, Institutional Shares, 0.61%(a)      18,136,911   
    

 

 

 

 

Total Unaffiliated Investment Company (Cost $18,136,911)

     18,136,911   
    

 

 

 

 

Time Deposit (0.0%):

  
  923,025     BNY Mellon Cash Reserve, 0.00%,
1/4/16(a)
     923,025  
    

 

 

 

 

Total Time Deposits (Cost $923,025)

     923,025   
    

 

 

 

 

Total Investment Securities (Cost $653,881,281)(b) — 97.6%

     649,302,908   

 

Net other assets (liabilities) — 2.4%

     15,095,749   
    

 

 

 

 

Net Assets — 100.0%

   $ 664,398,657  
    

 

 

 
 

Percentages indicated are based on net assets as of December 31, 2015.

 

(a) The rate represents the effective yield at December 31, 2015.

 

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

Futures Contracts

Cash of $15,139,950 has been segregated to cover margin requirements for the following open contracts as of December 31, 2015:

 

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

U.S. Treasury 10-Year Note March Futures

     Long         3/21/16         105       $ 13,220,156      $ (58,303 ) 

S&P 500 Index E-Mini March Futures

     Long         3/18/16         194         19,743,380        18,918  
              

 

 

 

Total

               $ (39,385 ) 
              

 

 

 

 

See accompanying notes to the financial statements.

 

4


AZL MVP T. Rowe Price Capital Appreciation Fund

 

Statement of Assets and Liabilities

December 31, 2015

 

Assets:

    

Investment securities, at cost

     $ 19,059,936  

Investments in affiliates, at cost

       634,821,345  
    

 

 

 

Total Investment securities, at cost

     $ 653,881,281  
    

 

 

 

Investment securities, at value

     $ 19,059,936  

Investments in affiliates, at value

       630,242,972  
    

 

 

 

Total Investment securities, at value

     $ 649,302,908  

Segregated cash for collateral

       15,139,950  

Receivable for capital shares issued

       1,037,651  

Receivable for variation margin on futures contracts

       31,980  
    

 

 

 

Total Assets

       665,512,489  
    

 

 

 

Liabilities:

    

Payable for affiliated investments purchased

       842,711  

Payable for variation margin on futures contracts

       185,752  

Manager fees payable

       55,287  

Administration fees payable

       4,662  

Custodian fees payable

       731  

Administrative and compliance services fees payable

       2,132  

Trustee fees payable

       1,567  

Other accrued liabilities

       20,990  
    

 

 

 

Total Liabilities

       1,113,832  
    

 

 

 

Net Assets

     $ 664,398,657  
    

 

 

 

Net Assets Consist of:

    

Capital

     $ 652,057,164  

Accumulated net investment income/(loss)

       12,329,140  

Accumulated net realized gains/(losses) from investment transactions

       4,630,111  

Net unrealized appreciation/(depreciation) on investments

       (4,617,758 )
    

 

 

 

Net Assets

     $ 664,398,657  
    

 

 

 

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

       61,054,496  

Net Asset Value (offering and redemption price per share)

     $ 10.88  
    

 

 

 

Statement of Operations

For the Year Ended December 31, 2015

 

Investment Income:

    

Dividends from affiliates

     $ 3,069,898  

Dividends

       425  
    

 

 

 

Total Investment Income

       3,070,323  
    

 

 

 

Expenses:

    

Manager fees

       500,001  

Administration fees

       53,590  

Custodian fees

       2,301  

Administrative and compliance services fees

       7,657  

Trustee fees

       25,871  

Professional fees

       23,245  

Shareholder reports

       22,781  

Other expenses

       6,526  
    

 

 

 

Total expenses

       641,972  
    

 

 

 

Net Investment Income/(Loss)

       2,428,351  
    

 

 

 

Realized and Unrealized Gains/(Losses) on Investments:

    

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

       (119,793 )

Net realized gains distributions from affiliated underlying funds

       18,171,208  

Net realized gains/(losses) on futures contracts

       (3,357,172 )

Change in net unrealized appreciation/depreciation on investments

       (2,256,692 )
    

 

 

 

Net Realized/Unrealized Gains/(Losses) on Investments

       12,437,551  
    

 

 

 

Change in Net Assets Resulting From Operations

     $ 14,865,902  
    

 

 

 
 

 

See accompanying notes to the financial statements.

 

5


Statements of Changes in Net Assets

 

     AZL MVP T. Rowe Price
Capital Appreciation Fund
     

For the
Year Ended
December 31,

2015

  

January 10, 2014
to

December 31,

2014(a)

Change In Net Assets:

         

Operations:

         

Net investment income/(loss)

     $ 2,428,351        $ 327,880  

Net realized gains/(losses) on investment transactions

       14,694,243          16,568,565  

Change in unrealized appreciation/depreciation on investments

       (2,256,692 )        (2,361,066 )
    

 

 

      

 

 

 

Change in net assets resulting from operations

       14,865,902          14,535,379  
    

 

 

      

 

 

 

Distributions to Shareholders:

         

From net investment income

       —          (329,160 )

From net realized gains

       (201,795 )        (16,528,833 )
    

 

 

      

 

 

 

Change in net assets resulting from distributions to shareholders

       (201,795 )        (16,857,993 )
    

 

 

      

 

 

 

Capital Transactions:

         

Proceeds from shares issued

       370,902,066          276,332,879  

Proceeds from dividends reinvested

       201,795          16,857,993  

Value of shares redeemed

       (10,212,396 )        (2,025,173 )
    

 

 

      

 

 

 

Change in net assets resulting from capital transactions

       360,891,465          291,165,699  
    

 

 

      

 

 

 

Change in net assets

       375,555,572          288,843,085  

Net Assets:

         

Beginning of period

       288,843,085          —  
    

 

 

      

 

 

 

End of period

     $ 664,398,657        $ 288,843,085  
    

 

 

      

 

 

 

Accumulated net investment income/(loss)

     $ 12,329,140        $  —  
    

 

 

      

 

 

 

Share Transactions:

         

Shares issued

       34,364,341          26,221,899  

Dividends reinvested

       19,001          1,602,471  

Shares redeemed

       (957,157 )        (196,059 )
    

 

 

      

 

 

 

Change in shares

       33,426,185          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)

 

      Year Ended
December 31,
2015
 

January 10, 2014
to

December 31,
2014 (a)

Net Asset Value, Beginning of Period

     $ 10.45       $ 10.00  
    

 

 

     

 

 

 

Investment Activities:

        

Net Investment Income/(Loss)

       0.04         0.01  

Net Realized and Unrealized Gains/(Losses) on Investments

       0.39         1.11  
    

 

 

     

 

 

 

Total from Investment Activities

       0.43         1.12  
    

 

 

     

 

 

 

Dividends to Shareholders From:

        

Net Investment Income

       —         (0.01 )

Net Realized Gains

       — (b)       (0.66 )
    

 

 

     

 

 

 

Total Dividends

       — (b)       (0.67 )
    

 

 

     

 

 

 

Net Asset Value, End of Period

     $ 10.88       $ 10.45  
    

 

 

     

 

 

 

Total Return(c)

       4.15 %       11.19 %(d)

Ratios to Average Net Assets/Supplemental Data:

        

Net Assets, End of Period (000’s)

     $ 664,399       $ 288,843  

Net Investment Income/(Loss)

       0.49 %       0.26 %

Expenses Before Reductions(e)

       0.13 %       0.14 %

Expenses Net of Reductions

       0.13 %       0.14 %

Portfolio Turnover Rate

       1 %       1 %(d)

 

(a) Period from commencement of operations.

 

(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) Excludes fee reductions. 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, 2015

 

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 13 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 12 are presented in separate reports.

The Fund is a “fund of funds,” which means that the Fund invests primarily 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. Currently, the Fund only offers its shares to separate accounts of Allianz Life Insurance Company of North America and Allianz Life Insurance Company of New York, affiliates of the Trust and the Manager, as defined below.

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.

 

8


AZL MVP T. Rowe Price Capital Appreciation Fund

Notes to the Financial Statements

December 31, 2015

 

Futures Contracts

During the year ended December 31, 2015, 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 $33.0 million as of December 31, 2015. The monthly average notional amount for these contracts was $31.1 million for the year ended December 31, 2015. 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, 2015:

 

   

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   $ 18,918      Payable for variation margin on futures contracts   $ —   

Interest Rate Risk Exposure

       
Interest Rate       —          58,303   

 

* 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, 2015:

 

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    $ (3,505,304 )     $ (109,679 ) 

Interest Rate Risk Exposure

       
Interest Rate        148,132         (87,587 ) 

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, acquired fund fees and expenses, 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, 2017. Expenses incurred for investment advisory and management services are reflected on the Statement of Operations as “Manager fees.”

For the year ended December 31, 2015, 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, 2015, 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 year ended December 31, 2015, there were no voluntary waivers.

 

9


AZL MVP T. Rowe Price Capital Appreciation Fund

Notes to the Financial Statements

December 31, 2015

 

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, 2015, 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, 2015 is as follows:

 

      Fair Value
12/31/14
   Purchases
at Cost
   Proceeds from
Sales
   Fair Value
12/31/15
   Dividend
Income

AZL T. Rowe Price Capital Appreciation Fund

     $ 272,633,406        $ 362,234,259        $ (2,445,425 )      $ 630,242,972        $ 3,069,898  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 
     $ 272,633,406        $ 362,234,259        $ (2,445,425 )      $ 630,242,972        $ 3,069,898  
    

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

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 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. Prior to April 1, 2015, Citi also served as transfer agent for the Trust under the same agreement. The Administrator was entitled to annual account fees related to the transfer agency system, an annual fee for each additional class of shares of any Fund, certain annual fees in supporting fair value services, 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.” Effective April 1, 2015, the Trust’s transfer agent became SunGard Investor Services, LLC.

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 Senior Counsel. During the year ended December 31, 2015, $4,267 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, 2015, actual Trustee compensation was $1,165,450 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, 2015, 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, 2015 in valuing the Fund’s investments based upon the three levels defined above:

 

Investment Securities:      Level 1      Level 2      Total
                      

Affiliated Investment Company

       $ 630,242,972          $ —          $ 630,242,972  

Unaffiliated Investment Company

         18,136,911            —            18,136,911  

Time Deposits

         —            923,025            923,025  
      

 

 

        

 

 

        

 

 

 

Total Investment Securities

         648,379,883            923,025            649,302,908  
      

 

 

        

 

 

        

 

 

 

Other Financial Instruments:*

                    

Futures Contracts

         (39,385 )          —            (39,385 )
      

 

 

        

 

 

        

 

 

 

Total Investments

       $ 648,340,498          $ 923,025          $ 649,263,523  
      

 

 

        

 

 

        

 

 

 

 

* 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, 2015

 

5. Security Purchases and Sales

For the year ended December 31, 2015, 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

       $ 362,234,259          $ 2,445,425  

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, 2015 is $654,009,950. The gross unrealized appreciation/(depreciation) on a tax basis is as follows:

 

Unrealized appreciation

  $ —   

Unrealized depreciation

    (4,707,042 ) 
 

 

 

 

Net unrealized appreciation/(depreciation)

  $ (4,707,042 ) 
 

 

 

 

The tax character of dividends paid to shareholders during the year ended December 31, 2015 were as follows:

 

        Ordinary
Income
    

Net

Long-Term
Capital Gains

     Total
Distributions(a)

AZL MVP T. Rowe Price Capital Appreciation Fund

       $ 79,958          $ 121,837          $ 201,795  

 

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

At December 31, 2015, 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

       $ 12,329,140          $ 4,719,395          $ —          $ (4,707,042 )        $ 12,341,493  

 

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

8. 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, 2015, the Fund had a controlling interest (in excess of 50%) in the AZL T. Rowe Price Capital Appreciation Fund, which is affiliated with the Investment Adviser.

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, 2015, and the related statement of operations for the year then ended, and the statements of changes in net assets and the financial highlights for the year or period in the two-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, 2015, by correspondence with the custodian, 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 AZL MVP T. Rowe Price Capital Appreciation Fund as of December 31, 2015, the results of its operations for the year then ended, and the changes in its net assets and the financial highlights for the year or period in the two-year period then ended, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Columbus, Ohio

February 26, 2016

 

12


Other Federal Income Tax Information (Unaudited)

For the year ended December 31, 2015, 84.10% 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, 2015, the Fund declared net long-term capital gain distributions of $121,838.

During the year ended December 31, 2015, the Fund declared net short-term capital gain distributions of $79,923.

 

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, 2017.

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 2015. Information relevant to the approval of such Agreement was considered at a telephonic Board of Trustees meeting on October 14, 2015, and at an “in person” Board of Trustees meeting held October 20, 2015. The Agreement was approved at the Board meeting of October 20, 2015. At such meeting the Board also approved an Expense Limitation Agreement between the Manager and the Trust for the period ending April 30, 2017. 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 2015 contract review process, Trustees received extensive information on the performance results of each of the Funds. This included, for example, performance 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. This included Lipper performance information on all of the Funds for the previous quarter, and previous one, three and five year periods, to the extent the Funds were in existence for such periods. For example, in connection with the Board of Trustees meeting held October 20, 2015, the Manager reported that for the three year period ended June 30, 2015, for the 11 Funds for which three year performance information was available, five Funds were in the top 40%, four Funds were in the middle 20% and two Funds were in the bottom 20%. For the 12 Funds for which one year performance information was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one Fund was in the middle 20%, and two Funds were in the bottom 40%. The Manager also reported that for the six Funds for which five year performance information was available, for the five year period ended June 30, 2015, two were in the top 40%, one was in the middle 20%, and three were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015 the Manager reported upon the performance of the MVP Funds compared to custom managed volatility peer groups. For the nine Funds for which three year performance information was available, for the three year period ended June 30, 2015, seven Funds were in the top 40%, and two Funds were in the middle 20%. For the 10 Funds for which one year performance was available, for the one year period ended June 30, 2015, seven Funds were in the top 40%, one was in the middle 20%, and two were in the bottom 40%.

At the Board of Trustees meeting held October 20, 2015, 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 four MVP Fusion Funds the advisory fee paid put these Funds in the 37th percentile of the customized peer group. The Manager reported that for three 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 DFA Multi-Strategy, AZL MVP Franklin Templeton Founding Strategy Plus, AZL MVP Invesco Equity and Income, and AZL MVP T. Rowe Price Capital Appreciation Funds, the advisory fee paid put them in the 10th percentile of the customized peer group, and for the AZL DFA Multi-Strategy Fund, the advisory fee was in the 15th percentile. 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 2012 through June 30, 2015. 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, 2015 were approximately $10.6 billion and that the largest Fund, the AZL MVP Fusion Moderate Fund, had assets of approximately $2.7 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, 2016, 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)

Non-Interested Trustees(1)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Peter R. Burnim, Age 68
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/07   Consultant/Chair, various companies: Chairman, LDN Risk Management and subsidiaries, July 2015 to present; Chairman, Argus Investment Strategies Fund Ltd., February 2013 to present; Managing Director, iQ Venture Advisors, LLC. 2005 to present; Chairman, Northstar Group Holdings Ltd. Bermuda, 2011 to present; and Expert Witness, Massachusetts Department of Revenue, 2011 to present.   49   Argus Group Holdings and Subsidiaries; Northstar Group Holdings, NRIL, Sterling Centrecorp Inc.; Highland Financial Holdings; Bank of Bermuda NY; Sterling Trust (Cayman) Ltd.; and LDN Risk Management and Subsidiaries.
Peggy L. Ettestad, Age 58
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   49   Luther College
Roger A. Gelfenbien, Age 72
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 10/99   Retired; Partner of Accenture 1983 to 1999   49   Virtus Funds (8 Funds)
Claire R. Leonardi, Age 60
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Chief Executive Officer, Health eSense Inc., 2015 to Present; CEO, Connecticut Innovations, Inc., 2012 to 2015; General Partner, Fairview Capital, L.P., 1994 to 2012   49   reSet Social Enterprise Investment Fund; Connecticut Technology Council; and Connecticut Bioscience Innovation Fund
Dickson W. Lewis, Age 67
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 2/04   Retired; 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   49   None
Peter W. McClean, Age 71
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   49   PNMAC Opportunity Fund and Northeast Bank
Arthur C. Reeds III, Age 71
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   49   Connecticut Water Service, Inc.

Interested Trustees(3)

 

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

Other
Directorships
Held Outside the

AZL Fund Complex
During Past 5 Years

Robert DeChellis, Age 48
5701 Golden Hills Drive
Minneapolis, MN 55416
  Trustee   Since 3/08   President and CEO, Allianz Life Financial Services, LLC, 2007 to present   49   None

Brian Muench, Age 45

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   49   None

 

17


Officers

 

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

Brian Muench, Age 45

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.
Michael Radmer, Age 70
Dorsey & Whitney LLP,
Suite 1500 50 South Sixth Street
Minneapolis, MN 55402-1498
   Secretary    Since 02/02    Senior Counsel (previously, Partner), Dorsey and Whitney LLP since 1976.
Scott Rhodes, Age 56
Citi Fund Services Ohio, Inc.
3435 Stelzer Road
Columbus, OH 43219
   Treasurer, Principal Accounting Officer and Principal Financial Officer    Since 06/15    Senior Vice President, Citi Fund Services Ohio, Inc.
Chris R. Pheiffer, Age 47
5701 Golden Hills Drive
Minneapolis, MN 55416
   Chief Compliance Officer(4) and Anti-Money Laundering Compliance Officer    Since 02/14    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.

The Fund’s Statement of Additional Information (“SAI”) contains additional information about the Fund’s Trustees and Officers. The SAI is available upon request, without charge, by calling toll free 1-800-624-0197.

 

18


 

LOGO

 

 

The Allianz VIP Funds are distributed by Allianz Life Financial Services, LLC.   
These Funds are not FDIC Insured.      ANNRPT1215 2/16   


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.

 

(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.

 

(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.

 

     2015      2014  

(a)              Audit Fees

   $ 163,000       $ 146,900   

(b)             Audit-Related Fees

   $ 5,500       $ 5,500   

The fees relate to the review of post-effective registration statements paid to KPMG LLP.

 

     2015      2014  

(c)              Tax Fees

   $ 42,000       $ 37,000   

The fees relate to the preparation of the registrant’s tax returns and review of capital gain distribution calculations and preparation of excise tax returns.

 

     2015      2014  

(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)    2015    2014
   $47,500    $42,500

 

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, Principal Executive Officer  

Date March 4, 2016

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, Principal Executive Officer  

Date March 4, 2016

 

By (Signature and Title)  

  /s/ Scott Rhodes  
  Scott Rhodes, Principal Financial Officer  

Date March 4, 2016